Web Hosting Agreement
Terms and Conditions (Amended 23rd September 2010 - 23:59:00 GMT)
pre-requisite
For the purposes of this Web Hosting Agreement certain abbreviation are used that may be construed to hold different meaning outside of this agreement and CDJ Hosting. For the porposes of this agreement
TLD shall be interpreted as Top Level Domain
Service Agreement, Terms and Conditions and This Agreement shall each be interpreted as Web Hosting Agreement.
service and services shall be interpreted as ANY product or service provided by CDJ Hosting to Client as governed by this service agreement.
New Client shall be interpreted as any Client that has not ever had any previous service order submitted to CDJ Hosting.
Service Period shall be interpreted as a period of 1 calender month calculated from the equivalent Client Payment Due Date in the current month until the equivalent Client Payment Due Date in the following month.
Example of calculation for a quarterly payment cycle:
3rd march 2010 - 3rd june 2010 - 3rd september 2010 - 3rd december 2010
A qualifying outage in july of 2010 would result in the following refund calculation dates of 3rd of July 2010 to 2nd of August 2010 and a refund or account credit for the qualifying period
No external meaning or interpretation expressed or otherwise implied shall define or alter the meaning or interpretation of any term or condition held within this Web Hosting Agreement unless by change in English Law any term or condition in this agreement become unenforcable or restricted at which time CDJ Hosting will rely on mediation to resolve any dispute arising from such changes.
The usage of emphasised or bold type are provided by CDJ Hosting to assist Client and/or Client Legal Representative in the reading of This Agreement so that Client may become aware of and understand This Agreement and must not be considered, in any way, as any meaning or interpretation to the Term or Condition. If in doubt about any Term or Condition CDJ Hosting respectfully request that Client seeks legal counsel before acceptance of This Agreement.
Agreement
Agreement Parties
This agreement is between CDJ Hosting and the on-line individual or entity applying for Internet-related Services, hereinafter referred to as "Client".
Client Responsibility
Effective use of CDJ Hosting services presumes a certain degree of knowledge and skill on the part of the Client. Client agrees for example but not limited to Client possessing at least a rudimentary knowledge of Internet-related processes and third party software applications such as e-mail clients, FTP clients, Telnet service and web-browsing. Creating and publishing a web site on CDJ Hosting servers will require a rudimentary knowledge of either HTML programming or the use of HTML editors, such as Microsoft FrontPage or a text editor. Certain advanced applications may require a certain level of competence with Progamming languages including but not explicit to CGI/Perl, PHP and JavaScript. In lieu of any Pre-established expertise, Patience, The desire and ability to learn, and perhaps a degree of courage and common sense will be required to develop a website or application on a CDJ Hosting service.
CDJ Hosting shall not be held responsible or accountable for Client inability to use CDJ Hosting's services due to Client lack of the requisite knowledge and skills to use the services provided. Client may from time to time contact CDJ Hosting for assistance with problematic programming however CDJ Hosting provide no warranty or fitness for any use of assitance provided, if any is given or that any assistance will be available when requested.
CDJ Hosting Responsibility
CDJ Hosting shall be responsible for the day to day running and maintaining of any hardware solution used to perform adequate execution of Client service
CDJ Hosting shall maintain a 99.9% uptime of all services directly administered within CDJ Hosting control with the exception of service failure due to, natural disaster, power outage caused outside of CDJ Hosting control.
CDJ Hosting shall make available adequate network uptime status information and inform Client on requests of any downtime issues, planned or otherwise and provide an estimated time for service reinstatement.
CDJ Hosting shall make all reasonable efforts to provide on-line billing information to Client no less than 5 days before Invoice Due date. System Emailed invoices shall be considered appropriate billing information where the invoiced information has been made available within Client Billing Account.
CDJ Hosting shall make all reasonable efforts to provide offline paperless billing to Client no less than 14 days before Invoice Due Date. Delays in postal service delivery shall not be construed as CDJ Hosting failure to comply with this term.
Failure by CDJ Hosting to adhere to any of CDJ Hosting Responsibilities will render CDJ Hosting liable to reinburse Client, on Client request, to the value of the current service month by refund or Billing Account Credit at CDJ Hosting discretion on liasing with Client regarding the specific service issue.
Indemnification
Client agrees that it shall defend, indemnify, save and hold CDJ Hosting harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees asserted against CDJ Hosting, its agents, its customers, 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, it's agents, employees or assignees. Client agrees to defend, indemnify and hold CDJ Hosting harmless against liabilities arising out of; (1) any injury to person or property caused by any products sold or otherwise distributed in connection with a CDJ Hosting server; (2) any material supplied by Client infringing or allegedly infringing on the proprietary rights of a third party and (3) copyright infringement.
CDJ Hosting expects that its Clients will fully comply with all applicable laws. Client failure to comply with those laws shall be a violation of these terms and conditions. CDJ Hosting wishes to emphasise that in accepting any service, Client agrees to indemnify CDJ Hosting for the violation of any law or CDJ Hosting policy that results in loss to CDJ Hosting or the bringing of any claim against CDJ Hosting. This means, among other things, If CDJ Hosting is sued as a result of any activities of Client that violate any law, or this policy, Client agrees to pay the sum of any damages awarded against CDJ Hosting, any and all legal fees and a compensation to the sum of 10 percent of costs of all monetary losses incurred by CDJ Hosting not withstanding court costs and barrister fees.
Notifications
CDJ Hosting rely on e-mail as the primary means of notifying Clients of important Company news, problems with Client account or usage of account, billing problems, etc. Any notifications will be e-mailed to Client primary e-mail address as Accessible in Client account and/or to the contact e-mail address provided by Client upon application for services. Client agrees to monitor these e-mail addresses on a regular basis and to respond promptly where required, to any notifications. Client agrees to notify CDJ Hosting of any changes to Client's physical or e-mail address, telephone numbers, etc.
Security
CDJ Hosting implements the latest technology for providing a secure and encrypted environment for information protection. There shall be no guarantee that the information on the Internet is absolutely secure and may never be destroyed. Client agrees to indemnify and hold CDJ Hosting harmless in case of information loss or loss of privacy.
CDJ Hosting shall not be responsible for any damages arising from Client use of or by Client inability to use the service, web hosting packages, or any other services for any reason.
CDJ Hosting shall not be liable for and does not guarantee the protection or privacy of electronic mail or information transferred through the Internet or any other public network.
Backup & Restoration
As a courtesy, CDJ Hosting maintains a backup service on most shared hosting accounts. Client can request a backup-restoral of files for a per-instance one-time charge of £10.00. CDJ Hosting makes a good faith effort to ensure that backups are complete and accurate; however there shall be no guarantee of data availability or integrity. CDJ Hosting is not responsible for Client's files. Client is solely responsible for their independent backup of data stored on CDJ Hosting server and network. In some rare cases, backups may not be available for requested accounts or files in such cases the Client shall be advised upon request of backup restoration. Client is strongly advised to periodically and frequently backup data to their own local storage media. Client shall be informed as to what date the most recent back up was completed and shall be required to Complete the relevent form and make payment before backup restoral can commence.
Authorisation.
Client authorises CDJ Hosting to charge all service fees including but not limited to administration fees and late payment fees where applicable using the payment information provided by Client at the time of application. Client agrees to maintain at least one of the options of payment provided by CDJ Hosting at all times during use of CDJ Hosting service. Client agrees to keep all information held on Clients CDJ Hosting account correct and current.
Billing and Service Agreement (paper/paperless)
Client agrees to an on-line, paperless subscription service, Service charges will be automatically charged on an indefinite recurring subscription until such time as this agreement is terminated by either Client or CDJ Hosting. Client acknowledges that all information provided by Client is true and correct to the best of Client's knowledge.
Client may at any time request paper billing and/or a paper copy of this agreement. Paper billing is subject to an administration charge of £4.00 per paper bill which will be applied to Client invoice. First paper billed invoice amount may be higher than subsequent invoices to initiate paper billing of 1 month in advance of service period covered.
45 day 100% money back Guarantee
Client may request cancellation or service before 45 days after ordering any guarantee qualifying service. Services Explicitly excluded from this guarantee, include but not limited to are, Domain Names, Downloaded Software, Paid Support Services, Services otherwise Governed by a Service specific agreement and any service not directly provided by CDJ Hosting to Client.
Existing Client may not enter into a contractual agreement for any money back guarantee for reason of reasonably assuming satisfaction with CDJ Hosting service.
Special Offers
Client taking advantage of a CDJ Hosting free domain name registration offer must meet the minimum commitment or specific requirements in accordance with the special offer terms and conditions specific to the applied offer.
Client shall be automatically charged all associated domain registration fees as advertised on CDJ Hosting web site at the time of cancellation should Client fail to meet these requirements. Refunds shall be adjusted accordingly where minimum terms are not met.
Billing & Payment
Accounts that pay by credit card or electronic bank draft (ACH) are automatically billed 7 - 14 days prior to the beginning of each new service period. In the event that a payment is declined by the issuing financial institution, CDJ Hosting will make every reasonable effort to contact Client by e-mail to request another form of payment. IF Client fails to response to this notice, Client's account will be considered past due and subject to account suspension and/or cancellation as described in the PAST DUE ACCOUNTS section below.
Notifications shall be sent via e-mail to the primary contact e-mail address held in Client billing account. Notification shall also be sent to the secondary contact e-mail address if exists and required. Client agrees to notify CDJ Hosting of any changes to Client's physical and e-mail addresses, telephone numbers and payment details immediately they occur and no later than 7 days from any change.
Credit Card Payments
Client agrees to provide correct up-to-date credit/debit card information where applicable. CDJ Hosting shall notify Client by e-mail should a recurring charge be declined due to incorrect billing information. Client must promptly correct/update any billing information. Failure to provide correct billing information may result in Client account closure to prevent inactive accounts and fraudulent activity.
Mail In Payment
Mail-in cheque payments are discouraged; automatic, recurring credit payments are the preferred method of billing. Invoicing and cheque payment options may be granted to Client at Host's sole discretion. Additional fees may apply and/or available discounts may be revoked or reduced. Host also reserves the right to establish minimum invoice amounts and/or frequencies.
Invoices will be e-mailed to the primary contact e-mail address for the account. Client agrees to notify Host of any changes to Client's physical and e-mail addresses to ensure proper receipt of invoices and other correspondence.
Mail-in cheque payments are due 30 days prior to the start of the hosting period for which the invoice has been issued. Past due accounts will be subject to account suspension and/or cancellation, as described in the PAST DUE ACCOUNTS section below.
All cheques should be made payable to CDJ HOSTING, and mailed to:
CDJ Hosting
25a West Road
Lancaster
Lancashire
United Kingdom
LA1 5PE
Returned Cheques & Chargebacks
Client agrees to pay a £38 fee for EACH returned cheque or Chargeback. Hosting payments plus any returned cheque/Chargeback fee must be received by CDJ Hosting prior to expiration of the current service period to avoid account suspension or cancellation. CDJ Hosting shall not accept cheque payments from any Client with two instances of returned cheques.
Overdue Accounts
CDJ Hosting will issue invoices at least 7 days before the date regular payment is due. If payment is not received by the due date, CDJ Host will send at least 1 notification via e-mail to Client's primary contact e-mail address. If Client does not respond to that notification, the following actions will be taken:
- Late Fee: 5th day after payment due date
If payment is not made before the 5th day after payment due date £5.00 will be applied. - Account Suspension: 10th day after payment due date
Service invoice is not paid in full by the 10th after payment due date, Client's service shall be suspended. all web, e-mail, FTP, and other access to the service will be non-functional. Service will display the CDJ Hosting Standard service suspension page to all visitors to the service. - Account Reactivation After Suspension
Should the Client request the suspension to be lifted before termination there will be a further £10.00 Administration charge for lifting the supension. All charges should be paid prior to account reactivation and no later than account termination to facilitate reactivation. - Account Cancellation: 15th day after due date
Payment is not received before the 15th day after the payment due date. Client account shall be terminated in accordance with CDJ Hosting cancellation policy. Existing CDJ Hosting backup of client account shall remain intact for a further 5 days. - Account Termination following suspension
On the 20th day after any payment due date where service fees and/or late fees and/or administration charges remain unpaid Client Account will be officially cancelled and all files associated with the account are permanently removed from the servers. At this point we will remove all offsite backups of the terminated service from our network, At this point in time no recovery of client data will be entered into and client agrees loss of all service related data.
Intentional Revocation Of Payment
If Client mistakenly initiates a credit/debit card chargeback, cheque stop-payment, or any other form of payment revocation, Client agrees to pay a £75.00 processing fee in addition to the original payment.
The intentional issuance of credit/debit card chargeback, cheque stop-payments, or any other attempt by Client to revoke a payment or payments with the intention of circumventing any section of this agreement shall constitute criminal fraud. In such a case, Client shall be subject to criminal penalties as well as civil penalties equal to the greater of 1) three-times actual damages, or 2) £500.
In addition to the aforementioned monetary damages, Client agrees to pay Host's attorney's fees, court costs, and all other direct and incidental costs arising out of Host's efforts to enforce this clause.
Refunds
CDJ Hosting will refund any Account credit that is due to you upon account termination into a PayPal account or by recorded delivery in form of a cheque. Where host can provide sufficient evidence that Client has not complied with the terms of this agreement Client shall forfeit all refunds and all rights under this agreement, The host will have the final say as to how we pay any due refund.
Policy Changes
New Client must accept This Agreement understanding that no ammendment exists to This Agreement and accept This agreement in accordace with Acceptance Term.
CDJ Hosting Agrees to issue reasonable notification of changes to these terms and conditions and will provide Client with the option to cancel all services affected by any modification provided by CDJ Hosting that were ordered before any modification of This Agreement. Notice of no less than 31 days will be given for any change of these terms and conditions.
Client existing services will remain under the Governance of the unammended agreement until the notice period expires at which time Client agrees that they accept the ammended conditions fully without exception.
Client ordering new service or services from CDJ Hosting must accept This Agreement as unammended and in Governance of the service or services ordered.
Client service within the 45 day money back guarantee which order date prior to ammendements shall remain Governed by The Agreement Client Accepted until the end of the service guarantee period or notice expiration date which ever is the longest.
Any Client requesting service reinstatement after a period of suspension must accept This Agreement, whether ammeded or not, As not ammended and as Governance for the service before the service can be reinstated.
Client with any active service affected by any ammendments may, without prior intervention from CDJ Hosting, choose to OPT-IN and agree to the the ammended terms and conditions prior to notice expiring.
Service Features
CDJ Hosting reserves the right to refuse, cancel, modify, add or remove a service or service option at CDJ Hosting sole discretion without warning.
CDJ Hosting will wherever possible provide a reasonable notice of 31 days for any modifications that will directly affect how or if Client uses CDJ Hosting Services.
Client Service Modification
CDJ Hosting may "switch" a Client package for an equivalent package of equal or greater value without notice to Client in accordance with company growth of CDJ Hosting. CDJ Hosting will wherever possible inform Client providing reasonable notice of such changes that directly affect Client Account.
CDJ Hosting may not downgrade Client account with less than 60 days notice to Client for any reason, without exception.
Under certain circumstances it may be neccesary to downgrade or downsize a Client account CDJ Hosting will offer a downgrade to a product at a reduced cost to that advertised for the product for Client Consideration. Client must promptly accept or decline this offer so as not to hinder the work of CDJ Hosting. In the event of refusal CDJ Hosting shall consider any forced downgrade of Client Service and promptly notify Client of the outcome of the consideration.
Account Closure
Account closure may be executed under certain conditions see below.
- Incorrect billing details (after unsuccessful client contact)
- Fraudulent Activity
- No Active Services (Inactive services of longer than 90 days)
- Client failure to maintain an account of good standing (two or more unpaid invoices/late payments within any 6 month period)
- Client Requesting Billing Account Close (End of contract with no, services active, outstanding or unpaid invoices)
Client Billing Account shall not be automatically closed until 90 days have passed since last service activity except where other terms and/or conditions permit
Cancellations
Client bears all responsibility for ensuring effective cancellation of Client services. This responsibility includes providing effective and authenticated notification to CDJ Hosting of Client desire to cancel a service. This responsibility shall be neither transferable, waivable or modifiable by Client or CDJ Hosting in any way at any time subsequent to the submission by Client of an application for a CDJ Hosting service. CDJ Hosting will act immediately to implement Client cancellation notice in accordance with the cancellation request, providing the terms of this agreement have been maintained at all times previously and currently at the time of Cancellation request.
Client must provide effective notice of cancellation at least 7 days prior to the payment due date in order to avoid charges for future hosting periods. All charges for cancelled service will immediately cease at the date requested for cancellation upon CDJ Hosting receipt of notice of service cancellation. No refunds shall be provided for unused services of the current period after the first 7 days of the service period.
Services may be cancelled by completing the online cancellation request form or in writing to CDJ Hosting. Telephone, e-mail or Live Support cancellation requests shall not be accepted.
To protect Client against bogus or malicious account cancellation, cancellation requests must be authenticated CDJ Hosting will ask for 2 pieces of information that are personally identifiable but will permit authentication in order to process cancellation.
Written cancellation requests will be considered from the date of receipt by CDJ Hosting and service fees will cease to be charged on the date the service is cancelled in accordance with Client cancellation request. It is required that Client submits any written cancellation requests via a recorded traceable delivery service and retain a copy of Cancellation request and tracking information in order to promptly resolve any dispute that may arise from the cancellation request
All cancellation requests are processed and confirmation sent via email by CDJ Hosting within 24 hours of receipt of the cancellation request. Client may request for cancellation to take effect immediately or at the end of the current billing period. CDJ Hosting cannot take custom cancellation requests and Client understands that CDJ Hosting administration system has no provision of this. Any complete months remaining in credit shall be refunded minus any fees that are due and covered under other terms in this agreement. At the time of cancellation all files remaining on the service account including offsite backups performed by CDJ Hosting will be permanently deleted from the CDJ Hosting server network.
In the event that Client does not receive confirmation of cancellation, cancellation can not be assumed to have been effected. It is Client's responsibility to ensure that a cancellation confirmation is forthcoming from CDJ Hosting. Confirmation of cancellation ensures both Client and CDJ Hosting agree to terminate this contract for the given service.
If Client has a balance due at the time of cancellation, this balance must be paid in full.
Cancellation shall not absolve Client or CDJ Hosting of any outstanding financial obligation.
Reserved Rights
CDJ Hosting reserve the right to:
- waive the enforcement of this agreement should CDJ Hosting deem that the cost of enforcing this agreement is considerably more than the amount reasonably expected to receive.
- choose at its own discretion to waive any or all late payment fees and/or administration fees if Client contacts CDJ Hosting Prior to any fees being applied. At the time Fees are applied there will be no consideration of a waive of applied fees.
- immediately terminate, without warning, notification or refund, any Client Account where CDJ Hosting can undisputably prove the account holder is in debt of CDJ Hosting for previous service.
- transfer this agreement to a third party who shall enter into and fulfill This Agreement willingly for the period of time to be stated in any such notice to Client, on sale, merger or liquidation of CDJ Hosting with no less than 90 days notice to Client.
- terminate This Agreement with no less than 30 days notice to Client. Under such circumstance CDJ Hosting shall provide every reasonable assistance associated with relocating, redirecting and otherwise moving of Client service onto Client Chosen Service Provider on client request within the notice period.
- claim compensation in the event of serious damage to CDJ Hosting reputation causing a loss of more than 3 percent of CDJ Hosting clients as an incidental result caused by accidental Client action.
- claim compensation in the event of any damage to CDJ Hosting reputation caused as direct result of Client action, Where CDJ Hosting have reason to believe that Client has knowingly performed or shows intent to perform any action from any service CDJ Hosting or otherwise, where CDJ Hosting is wrongly accused, associated with, or claimed to have otherwise permitted and/or assisted, whether expressed of implied, any malicious action/intent toward any other person or entity.
- claim compentsation where Client performs/attempts or otherwise solicits an attack, of any type, on any CDJ Hosting service
Possessory Lien
CDJ Hosting maintains a possessory lien on Client domain name and files from the date that any associated fees are unpaid and due, including late fees or other charges, and for expenses reasonably incurred in collection of those fees. In the event of the exercise of this lien, release of Client's domain name and/or files shall be at the sole discretion of CDJ Hosting and in no circumstance without payment of the appropriate costs to CDJ Hosting.
Disclaimer
CDJ Hosting shall not be responsible for any damages suffered by Client. CDJ Hosting services are provided on an as is, as available basis. CDJ Hosting gives no warranty, expressed or implied, for CDJ Hosting services, including without limitation, any warranty of merchantability or warranty of fitness for a particular purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by CDJ Hosting and its employees. Any damages incurred by Client due to disruption of service by CDJ Hosting or its Hosts shall be expressly limited service charges paid by Client to CDJ Hosting for services and shall under no circumstances include reimbursement for monetary losses or other consequential damages claimed by Client outside of the aforementiond service charges.
Jurisdiction
Client agrees to submit to the jurisdiction of the applicable municipal, county, state or federal court of Host's physical residence for any litigation, mediation, or arbitration which may arise from any dispute concerning any of the provisions herein. Governing law shall be that of the state of CDJ Hosting physical business residence. The prevailing party in any litigation hereunder shall be entitled to recover its reasonable legal fees and court costs resulting from the enforcement of This Agreement.
Acceptance
Acceptance of this Web Hosting Agreement shall express agreement that Client has read, understands and agrees to comply with, in whole, without exception, all CDJ Hosting policies not excluding where applicable to Client service, Web Hosting Agreement, Domain Registration Policy, Acceptable Use Policy, Privacy Policy and Complaints Procedure
