As a service to its clients, G-Force Web Development Services (“G-Force”) offers managed hosting through a third party provider on their “servers.” You are in no way required to use this managed hosting service and may select any website hosting company you so desire. If you choose to have your hosting managed through G-Force, the following agreement is in effect. G-Force retains the right to refuse managed hosting of your website for any reason.
This Managed Hosting Service Agreement ("Agreement") is by and between G-Force Web Development Services ("G-Force"), and you, your heirs, assigns, agents and contractors ("You/Your") and is effective as of the date of electronic execution. This Agreement sets forth the terms and conditions of Your use of G-Force's “Managed Hosting” services and represents the entire agreement between You and G-Force. By using G-Force's Managed Hosting services, You acknowledge that You have read, understand and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies which G-Force may establish from time to time. You may view the latest version of this Agreement online at www.gforceservices.com/hosting.htm.
In addition to transactions entered into by You on Your behalf, You also agree to be bound by the terms of this Agreement for transactions entered into on Your behalf by anyone acting as Your Agent, and transactions entered into by anyone who uses the account You've established with G-Force, whether or not the transactions were in Your behalf. You acknowledge that G-Force's acceptance of any application made by You for services provided by G-Force will take place at G-Force's offices located in San Diego, California, USA.
As consideration for the services purchased by You and provided to You by G-Force, You agree to prepay G-Force an annual fee. Your annual billing date will be determined by G-Force and may or may not coincide with account activation. G-Force reserves the right to adjust the annual payment date and/or prorate the hosting service fees to better accommodate its billing system. Payment is to be made by You providing check, money order, or using "PayPal". All personal checks will be delayed fourteen (14) days until the money is credited, which may delay Your usage of the product or service, and any check that bounces will result in a $55 bounced check fee. Payments are non-refundable. If for any reason G-Force is unable to gain payment for such services, You agree that G-Force may pursue all available remedies in order to obtain payment, including but not limited to removing your website from the internet.
In the event that You exceed the scope of the Services as set forth in the chosen hosting plan (for example, available bandwidth, CPU or disk utilization space), You shall pay G-Force for such usage. G-Force reserves the right to charge a reasonable service fee for administrative tasks outside the scope of its regular services. These include, but are not limited to, customer service issues, research, and disputes that require legal services. These charges will be billed to You.
The term of this Agreement shall commence on the date You purchase the Managed Hosting services and will continue in full force and effect as long as G-Force is providing Managed Hosting services to You.
You agree that You will be responsible for notifying G-Force should You desire to terminate Your use of G-Force's Managed Hosting services. Notification of Your intent to terminate must be provided to G-Force no earlier than 30 days prior to Your billing date but no later than ten days prior to Your billing date. In the absence of notification from You, G-Force will automatically continue Managed Hosting services indefinitely at G-Force's then current rates. It is Your responsibility to keep Your Payment current. G-Force reserves the right, in its sole discretion and without notice, at any time and for any reason, to suspend Your access to or use of the hosting services or any portion thereof.
You agree that G-Force may modify this Agreement from time to time. G-Force may also discontinue services it provides under this Agreement. You agree to be bound by any changes G-Force may reasonably make to this Agreement when such changes become effective.
G-Force currently provides Managed Hosting services to its Web Development customers for a prepaid annual fee through a third party. G-Force will “host” Your web site on the third-party’s servers, provided, however, You abide by the terms and conditions set forth herein and in each of G-Force's contracts, general policies and procedures.
G-Force grants to You, and You accept from G-Force, a non-exclusive, worldwide and royalty free license to copy, display, use and transmit on and via the Internet Your website content in connection with G-Force's performance or enforcement of this Agreement.
Subject to the terms and conditions of this Agreement, G-Force shall attempt to provide Managed Hosting for twenty-four (24) hours a day, seven (7) days a week throughout the term of this Agreement. You agree that from time to time the Managed Hosting service may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which may occur from time to time; or (iii) causes beyond the control of G-Force or which are not reasonably foreseeable by G-Force, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You agree that G-Force has no control of availability of Managed Hosting on a continuous or uninterrupted basis.
If website content is changed by anyone other than G-Force services, G-Force reserves the right to remove such content if G-Force, at its sole discretion, determines such content is unacceptable for any reason. G-Force serves also reserves the right to refuse content, at its sole discretion, if determined by G-Force to be unacceptable for any reason. (See item 4 below.)
Should you desire to employ website development services other than through G-Force, G-Force reserves the right to terminate the Managed Hosting services and/or adjust the annual fee for the service. This service is provided as a courtesy to clients of G-Force Web Development Services and not as a public hosting service. We take pride in our customer service and do not wish to dilute our availability to our clients.
Any shared SSL certificate deployed by G-Force in conjunction with your website functions will not be exported from the hosting server for use with any other hosting service provider. For security reasons, at no time will G-Force release Your private key, even if You request it.
If you wish to use a non-shared SSL Certificate with your G-Force Managed Hosting, a separate agreement is required.
You agree that You will notify G-Force within five (5) business days when any of the information required to continue hosting or renewing your domain changes. You provide any information that is inaccurate, not current, false, misleading or incomplete, or if G-Force has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, G-Force has the absolute right, in its sole discretion, to terminate its Managed Hosting services and close Your account.
You represent and warrant to G-Force that: (i) You have the power and authority to enter into and perform Your obligations under this Agreement; (ii) Your Content does not and shall not contain any content, materials, data, work, trade or service mark, trade name, link, advertising or services that actually or potentially violate any applicable law or regulation or infringe or misappropriate any proprietary, intellectual property, contract or tort right of any person; and (iii) You own proprietary or intellectual property rights of items on your website, or have express written authorization from the owner to copy, use and display the content on and within Your web site. If Your web site includes GIF images, you must ensure that your GIF images are licensed with Unisys or were created with Unisys Authorized Software. You also warrant that the web site being hosted by G-Force will not be used in connection with any illegal activity.
You are responsible for ensuring that there is no excessive overloading on the hosting servers. You may not use said servers and Your web site as a source, intermediary, reply to address, or destination address for mail bombs, Internet packet flooding, packet corruption, denial of service, or other abusive activities. Server hacking or other perpetration of security breaches is prohibited and G-Force reserves the right to remove sites that contain information about hacking or links to such information. Use of Your web site as an anonymous gateway is prohibited. G-Force prohibits the use of software or scripts run on the servers that cause the server to load beyond a reasonable level, as determined by G-Force. You agree that G-Force reserves the right to remove Your web site temporarily or permanently from the servers if G-Force is the recipient of activities that threaten the stability of the third-party’s network.
You agree not to engage in unacceptable use of any Services, which includes, without limitation, use of the Services to: (i) disseminate or transmit unsolicited messages, chain letters or unsolicited commercial email; (ii) disseminate or transmit any material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious; (iii) disseminate or transmit files, graphics, software or other material, data or work that actually or potentially infringes the copyright, trademark, patent, trade secret or other intellectual property right of any person; (iv) create a false identity or to otherwise attempt to mislead any person as to the identity, source or origin of any communication; (v) export, re-export or permit downloading of any message or content in violation of any export or import law, regulation or restriction of the United States and its agencies or authorities, or without all required approvals, licenses and/or exemptions; (vi) interfere, disrupt or attempt to gain unauthorized access to any computer system, server, network or account for which You do not have authorization to access or at a level exceeding Your authorization; (vii) disseminate or transmit any virus, trojan horse or other malicious, harmful or disabling data, work, code or program; or (viii) engage in any other activity deemed by G-Force to be in conflict with the spirit or intent of this Agreement or any G-Force policy.
You are entirely responsible for maintaining the confidentiality of Your passwords and account information associated to hosting your website. You agree that you are solely responsible for all acts, omissions and use under and charges incurred with Your account or password or in connection with the Site or any of Your web site content displayed, linked, transmitted through or stored on the server. Although G-Force will make efforts to periodically back-up and protect your website contents, You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to Your web site content; (ii) maintain independent archival and backup copies of Your web site content; (iii) ensure the security, confidentiality and integrity of all your web site content transmitted through or stored on the servers; and (iv) ensure the confidentiality of Your password. Servers and hosting services are not an archive and G-Force shall have no liability to You or any other person for loss, damage or destruction of any of Your content. If Your password is lost, stolen or otherwise compromised, You shall promptly notify G-Force, whereupon G-Force shall suspend access to Your web site by use of such password and issue a replacement password to You. G-Force will not be liable for any loss that You may incur as a result of someone else using Your password or account, either with or without Your knowledge. However, You could be held liable for losses incurred by G-Force or another party due to someone else using Your account or password.
G-Force explicitly reserves the right and sole discretion to: (i) Censor any web site that, at G-Force's sole discretion, is deemed inappropriate; (ii) Review every Managed Hosting account for excessive space and bandwidth utilization and to terminate or apply additional fees to those accounts that exceed allowed levels of the third party hosting plan; (iii) Modify its pricing through email notification; (iv) Terminate Your Managed Hosting service for unsolicited, commercial e-mailing (i.e., SPAM); illegal access to other computers or networks (i.e., hacking); distribution of Internet viruses or similar destructive activities; non-payment of Managed Hosting fees; and other activities whether lawful or unlawful that G-Force determines to be harmful to its other customers, operations, or reputation; (v) Terminate Your Managed Hosting service if the contents of Your web site result in, or are the subject of, legal action or threatened legal action, against G-Force or any of its affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit. G-Force has no obligation to monitor the Site or any of Your content, but reserves the right in its sole discretion to do so.
G-Force will immediately terminate any Managed Hosting service which it believes, in its sole discretion, is transmitting or is otherwise connected with any spam or other unsolicited bulk email. In addition, if actual damages cannot be reasonably calculated then you agree to pay G-Force liquidated damages of $1 for each piece of spam or unsolicited bulk email transmitted from or otherwise connected with your website hosted through us, otherwise you agree to pay G-Force's actual damages.
You agree that if a dispute arises as a result of one or more web sites G-Force is hosting for You, You will indemnify, defend and hold G-Force harmless for damages arising out of such dispute. You also agree that if G-Force is notified that a complaint has been filed with a governmental, administrative or judicial body, regarding a web site managed by G-Force, that G-Force, in its sole discretion, may take whatever action G-Force deems necessary regarding further modification, assignment of and/or control of the web site to comply with the actions or requirements of the governmental, administrative or judicial body until such time as the dispute is settled .
For disputes arising from Domain name registration, please see provider’s Domain Dispute Resolution Policy.
In no event shall G-Force be liable to you or any other person for any indirect, incidental, consequential or punitive damages, including loss of profit or goodwill, for any matter, whether such liability is asserted on the basis of contract, tort, or otherwise, even if G-Force has been advised of the possibility of such damages. You agree that G-Force's total liability for damages shall be limited to the total fees paid by you to G-Force hereunder for the one (1) year period prior to any act or omission giving rise to any potential liability.
You agree to release, defend, indemnify and hold harmless G-Force and its contractors, agents, employees, officers, directors, shareholders and affiliates from and against any action, claim, demand, dispute, liability, losses, damages or costs, including reasonable attorney's fees and costs, resulting from or related to (i) a dispute over one or more web sites G-Force is hosting for you, (ii) Your breach of this Agreement, (iii) any negligence, willful or improper misconduct by You; (iv) any allegation that Your site or content infringes a third person's copyright, trademark or proprietary or intellectual property right, or misappropriates a third person's trade secrets; or (v) any action or conduct of G-Force's undertaken pursuant to this Agreement. You shall defend and settle at Your sole expense all proceedings arising out of the foregoing. You agree that G-Force shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify G-Force of any such claim promptly in writing and to allow G-Force to control the proceedings. You agree to cooperate fully with G-Force during such proceedings. You agree You will not be entitled to a refund of any fees paid to G-Force if, for any reason, G-Force takes corrective action with respect to Your improper or illegal use of its Managed Hosting services. You also agree that if G-Force is notified that a complaint has been filed with a governmental, administrative or judicial body, regarding a web site hosted by G-Force, that G-Force, in its sole discretion, may take whatever action G-Force deems necessary regarding further modification, assignment of and/or control of the web site to comply with the actions or requirements of the governmental, administrative or judicial body until such time as the dispute is settled.
G-Force expressly disclaims all warranties of any kind, whether expressed or implied, including, but not limited to, the implied warranties of merchantability, concerning any subject matter of this agreement.
You agree that the terms of this Agreement are severable. If any part of this Agreement is determined to be unenforceable or invalid, that part of the agreement will be interpreted in accordance with applicable law as closely as possible, in line with the original intention of both parties to the Agreement. The remaining terms and conditions of the Agreement will remain in full force and effect.
This agreement shall be deemed entered into the state of California. the laws and judicial decisions of San Diego County, California, shall be used to determine the validity, construction, interpretation and legal effect of this agreement. You agree that any action relating to or arising out of this agreement, shall be brought in the courts of San Diego County, California.
You agree to waive the right to trial by jury in any proceeding that takes place relating to or arising out of this agreement.
You agree that all notices (except for notices concerning breach of this Agreement) from G-Force to You may be posted on our website. Notices concerning breach will be sent either to the email or postal address You have on file with G-Force. In either case, delivery shall be deemed to have been made five (5) days after the date sent.
Notices from You to G-Force shall be made by mail to the address we provide on our Web site. They shall be deemed to be delivered when received by G-Force through first class mail the date they are received by G-Force.
Revised: 04/28/2008
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