By using TFXHost’s Website Hosting Services (“Services”), Client agrees to be bound by all the terms and conditions of this Agreement.
Provision of Services
TFXHost agrees to provide Client with website hosting services, consisting of website server space, e-mail capability, website internet access, domain name registration, and such additional services, as may be provided by TFXHost from time to time. TFXHost reserves the right to change or modify the features of Client’s service plan from time to time on 15 days written or e-mailed notice to Client. Client’s continued use of TFXHost’s services after receipt of such a notice of modification shall constitute Client’s acceptance of and agreement to be bound by the Host’s modification of the terms and conditions of this Agreement.
The initial term of this Agreement shall commence on the date of execution of the first term paid by Invoice or signed Agreement and shall continue through the remainder of the calendar month in which the Invoice or this Agreement was executed (the “Initial Term”). After the initial term, this Agreement shall be automatically renewed for successive monthly periods until terminated by one of the parties as provided in this agreement.
Termination without Cause
(a) Client may terminate this Agreement at any time, for any reason, by contacting TFXHost, either by phone or e-mail, and requesting that Client’s account be canceled. In the event of a cancellation, Host will not refund amounts already billed for the current monthly service period in which Client terminates the Agreement. Any amounts paid in advance by Client for future service terms following the current monthly service term will be promptly refunded by TFXHost minus any cancellation fees or unforeseen expenses arising from Client’s early cancellation.
(b) Host may terminate this Agreement at any time, for any reason, by providing written or e-mail notice of termination to Client’s primary website e-mail contact address no less than 3 days prior to the service termination.
(c) If either Party terminates this Agreement, Host will back up all Client’s current Website content, databases, and e-mail messages as an archive file, and send them to Client either as an attachment to an e-mail or via other file transfer process, or mail them to Client in the form of a USB Flash Drive.
Termination for Cause
Client agrees to abide by the terms of this Agreement and by TFXHost’s general use policies as set forth in this Agreement, as those policies may exist from time to time. TFXHost may change its use policies on 15 day written notice to Customer by e-mail message, mail, or facsimile transmission. Any violation by Client of the terms of this Agreement or of TFXHost’s general use policies shall be grounds for immediate termination of Client’s account for cause. If TFXHost terminates Client’s account for a violation of this Agreement, TFXHost shall not be required to refund any amounts billed for the billing period in which TFXHost terminates Client’s services.
(a) Client agrees to pay TFXHost the amount disclosed in each invoice for managed hosting services and a deactivation fee of $15 for any service cancellations before or after 15 days of an issued invoice..
(b) If Client fails to pay invoice on time in order to register or renew a domain name TLD with ICANN for a current or previously owned Domain Name Service. TFXHost may opt to cover the expense at TFXHost’s sole discretion. The related Domain names will be relinquished from Client to TFXHost for the duration of the renewed Domain Name Service Term or until the invoice plus reactivation fee and any ownership transfer fee for the related domain names are paid in full, at which point the domain names will be returned to Client.
(c) Any issued Invoice which goes unpaid for a duration of Six (6) Months after the due date enclosed on the invoice shall be considered a Default of Invoice. If Client Defaults on any Domain Name Service or Hosting Service Invoice, any assets Client claims ownership of related to domains or server files hosted by TFXHost are permanently relinquished to TacticFX LLC until further notice or unless other relinquishment terms agreed upon in writing exist prior to the related Invoice Defaulting.
Violations of Network Security
Client is prohibited from violating or attempting to violate the security of the network. Violations of system or network security may result in civil or criminal liability in addition to immediate termination of Client’s agreement. Host will investigate occurrences, which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Clients who are involved in such violations. These violations include, without limitation:
(a) Accessing data not intended for the Client or logging into a server or account that the Client is not authorized to access.
(b) Attempting to probe, scan, or test the vulnerability of a system or network, or to breach security or authentication measures without proper authorization.
(c) Attempting to interfere with service to any Client, host or network, including, without limitation, via means of overloading, “flooding,” “mail bombing,” or “crashing”.
(d) Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
(e) Taking any action in order to obtain services to which the Client is not entitled.
Warranty against Unlawful Use
Client warrants and represents that Client shall use Services only for lawful purposes and in accordance with all valid federal, state, and local laws and regulations governing use of e-mail and the Internet, whether or not specifically prohibited elsewhere in this Agreement. Failure to abide by the terms of this paragraph shall be grounds for immediate termination of Client’s account for cause.
Liability; No Warranty; Limitation of Damages
(a) Client expressly agrees that use of Services provided by TFXHost is at Client’s sole risk.
(b) Host guarantees 99.9% percent uptime for its Web servers. If uptime for Client’s Web server falls below 99.9% percent during any given month (or specify other payment period), Host will credit Client as follows: If a site goes down because of a server end issue, the client may submit a ticket to support to investigate the issue further. If it’s within supports finding that the servers are in fact impacting the up-time of the clients website, the client will be prorated and credited on their next payment for the downtime rounded to the nearest 24 hours.. Any such credit shall be applied to future invoices. This credit shall be Client’s sole and exclusive compensation for any downtime or other unavailability of Host’s services under this Agreement. Host shall have no liability of any kind for any damages or loss arising as a consequence of such downtime or unavailability.
(c) Host, its agents, affiliates, licensors or the like, do not represent or warrant, expressly or impliedly, that their services will not be interrupted or error free; nor do they make any warranty as to the results that may be obtained from the use of their services or as to the accuracy, reliability, or content of any information service or merchandise contained in or provided through their services, unless otherwise expressly stated in this Agreement.
(d) Host, its officers, agents, or anyone else involved in providing services shall not be liable for any direct, indirect, incidental, special, or consequential damages that result from the use or inability to use services; or for any damages that result from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation, or transmission, or any failure of performance, whether or not limited to acts of god, communication failure, theft, destruction, or unauthorized access to Host’s records, programs, or services.
(e) Host will exercise no control over the content of the information passing through Host’s network except those controls expressly provided herein.
(f) Host makes no warranties or representations of any kind, express or implied, for the services it is providing. Host also disclaims any warranty of merchantability or fitness for a particular purpose and will not be responsible for any damages that may be suffered by Client, including loss of data resulting from delays or non-deliveries.
Patents, Copyrights, Trademarks, and Other Intellectual and Proprietary Rights
(a) Except for rights expressly granted herein, this Agreement does not transfer any intellectual or other property or proprietary right to Client. Client agrees that all right, title, and interest in any product or service provided to Client belongs to Host. These products and services are only for Client’s use in connection with Services provided to Client as outlined in this Agreement.
(b) Client expressly warrants to the Host that Client has the right to use any patented, copyrighted, or trademarked material which Client uses, posts, or otherwise transfers to Host servers.
Hardware, Equipment, and Software
Client is responsible for and must provide all phones, phone services, computers, software, hardware, and other services necessary to access Host servers. Host makes no representations, warranties, or assurances that Client’s equipment will be compatible with Host Services.
Client expressly represents and warrants that Client and any person to whom Client grants access to Client’s Host account are at least 18 years of age.
Client agrees to defend, indemnify, and hold Host harmless from any and all demands, liabilities, losses, costs, and claims, including reasonable attorneys’ fees, asserted against Host, its agents, servants, officers, and employees, that may arise or result from any Service provided or performed or agreed to be performed or any product sold by Client, Client’s agents, employees, or assigns. Client further agrees to defend, indemnify, and hold harmless Host against liabilities arising out of:
(a) Any liability to Host arising by virtue of any use of Host’s services by Client for any unlawful purpose, or in violation of any valid federal, state, or local law or regulation governing use of e-mail or the Internet;
(b) Any injury to person or property caused by any products sold or otherwise distributed in connection with Services provided to Client;
(c) Any material supplied by Client infringing or allegedly infringing on the property or proprietary rights of a third party;
(d) Copyright or trademark infringement by Client, or violation by Client of intellectual property rights of any other party; and
(e) Any defective product which Client sold or distributed by means of Services.
Client agrees that the liability limit of Host shall in no event be greater than the aggregate dollar amount which Client paid during the terms of this Agreement, including any reasonable attorneys’ fees and court costs.
If any legal action is necessary to enforce the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. This provision shall be construed as applicable to the entire Agreement.
Client agrees to keep Host informed of all current contact information for Client’s account. Changes in Client’s account information may be reported to Host by e-mail at Support@TFXHost.com or on Host’s website located at Https://TFXHost.com. Failure to maintain or keep current all contact information shall be a ground for Host to terminate Client’s account for cause.
This Agreement has been entered into in the State of Washington, and its validity, construction, interpretation and legal effect shall be governed by the laws of that state applicable to contracts entered into and performed entirely within that state.
In case any one or more of the provisions of this Agreement be held for any reason to be invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unenforceability shall not affect any other provisions of this Agreement, and this Agreement shall be construed as if the invalid provision(s) had never been contained in this Agreement, provided that those provision(s) shall be curtailed, limited, or eliminated only to the extent necessary to remove the invalidity, illegality, or unenforceability.
No waiver by Host of any breach by Client of any provision of this Agreement shall be deemed a waiver of any preceding or succeeding breach of this Agreement. No waiver shall be effective unless it is in writing, and then only to the extent expressly set forth in such writing.
This Agreement shall constitute the entire agreement between Client and Host, and no other agreement, statement, or promise relating to the subject matter of this Agreement which is not contained herein shall be valid or binding.