Scope of Services. nickgreene.com will provide Client with the volume of bandwidth, disk space,
e-mail and file-transfer-protocol ("FTP") accounts as indicated in the Registration Form (collectively,
the "Hosting Services").
that results in excessive usage inconsistent with normal usage patterns is strictly prohibited. Client agrees that
its usage will not exceed the amounts indicated in the Statement of Work ("SOW") Agreement. The disk
space allotted to Client is also intended for normal use only, and is limited to Web files, e-mail and content of
the website indicated in the SOW (including but not limited to content that is submitted to, stored on or
distributed or disseminated by User via the website and content of users of User's website) (the "User
Content"), not for storage of media or other data. Hosting space may not be used as offsite storage for
electronic files or for third party electronic mail or FTP hosts. Client is responsible for removing any files
which do not meet these requirements, and for adhering to the disk usage limits indicated in the SOW.
nickgreene.com, in its sole discretion, has the right to take any corrective action if Client bandwidth or disk
usage exceeds the agreed upon amount or results in any improper usage. Such corrective action may include the
assessment of additional charges, disconnection or discontinuance of any and all Hosting Services, removal or
deletion of Client's website, content and/or e-mail accounts. If nickgreene.com takes any such corrective action
under this section, Client will not be entitled to a refund or credit of any fees paid to nickgreene.com before
Internet Protocol (IP) Addresses. nickgreene.com may assign Client an Internet Protocol ("IP")
address for Client's use. However, the right to use that IP address is the property of nickgreene.com only, and
Client will have no right to use that IP address except as permitted by nickgreene.com in connection with
provision of the Hosting Services during the term of the Agreement. nickgreene.com reserves ownership of all IP
numbers and addresses it may assign to Client, and the right to change or withhold any and all such IP numbers and
addresses in its sole discretion.
User Content Monitoring. nickgreene.com does not intend to systematically monitor the User
Data Backup. nickgreene.com will make commercially reasonable efforts to back up its server
content. However, nickgreene.com does not maintain backup copies of User websites and cannot guarantee that the
data for a particular website will always be available.
Security. nickgreene.com will make commercially reasonable efforts to prevent unauthorized
access to its servers. However, User is responsible for maintaining the confidentiality of its login and billing
information, and nickgreene.com will not be liable for any account disputes that may arise between various parties
with such information.
Service Level Agreement. nickgreene.com will provide the Hosting Services that meet
commercially reasonable standards for packet loss, accessibility, latency and throughput. nickgreene.com will make
commercially reasonable efforts to minimize downtime outside of scheduled maintenance times. Please read the
Service Level Agreement concerning fees, downtime and availability of refunds or credits,
Term, Termination and Cancellation Policy.
Term of the Agreement. The initial term of this Agreement is set forth in the SOW (the
"Initial Term"), and will begin on the Effective Date set forth in the SOW. The Agreement will
automatically renew on a month-to-month basis after the Initial Term expires unless either party gives notice
to the other party of its intent not to renew the Agreement fourteen (14) days before the expiration of the
Initial Term. The Initial Term and all successive renewal periods shall be referred to collectively as the
"Term." nickgreene.com reserves the right increase the Service Fees on or after expiration of the
Initial Term by providing Client with ten (10) days prior written notice of the increase.
Termination by User. During the Initial Term, Client may terminate this Agreement only upon
a material breach of the Agreement by nickgreene.com if nickgreene.com fails to cure the material breach
within thirty (30) days after Client delivers written notice of the material breach to nickgreene.com (the
"Cure Period"). The Cure Period may be extended by any delay in curing due to events beyond
nickgreene.com's control, including but not limited to, natural disasters, governmental prohibitions or
regulations, viruses that did not result from acts or omissions by nickgreene.com, or technical faults of
nickgreene.com's service providers or vendors. After expiration of the Initial Term, you may terminate the
Agreement upon fourteen (14) days written notice of Client's intent to nickgreene.com. Client will be charged
for the full month during which the Agreement is terminated.
Termination by nickgreene.com. nickgreene.com may terminate the Agreement without notice,
and Client will be charged for the full month during which the Agreement is terminated if, in nickgreene.com's
sole discretion, (i) Client is in violation of any term of the Agreement or the Acceptable
Use Policy, (ii) Client's use disrupts or, in nickgreene.com's sole discretion, could disrupt
nickgreene.com's hosting services and operations, (iii) non-payment of fees as described in Section 4.3 and
4.5 of the Professional Services Agreement, or (iv) the Hosting Services are
prohibited by applicable law, or become impracticable or unfeasible for any technical or regulatory reason.
nickgreene.com may terminate the Agreement for any reason upon thirty (30) days written notice to Client.
User Content Upon Termination. All copies of the website and e-mail files will be
permanently and irretrievably removed from nickgreene.com's servers upon termination of the Agreement.
Acceptable Use Policy. Client shall comply with nickgreene.com's Acceptable
Use Policy ("AUP"), as nickgreene.com amends, modifies or updates from time to time, and which
is hereby incorporated into the Agreement. In the event of any inconsistencies between the Agreement and the
AUP, the terms of the AUP govern.
Responsibility for Website Quality and Disclosures. You are solely responsible for the
quality, performance and all other aspects of the User Content and the goods or services Client provides
through its website, extranet, intranet or portal. Further, Client assumes full responsibility for providing
users of its website hosted using the Hosting Services with any required disclosure or explanation of the
various features of its website and any goods or services described therein, as well as any rules, terms or
conditions of use. Client is solely responsible for handling its own website users' inquiries or complaints.
Website and User Content Compatibility. Clientis responsible for ensuring
that User Content and all aspects of its website are compatible with the hardware and software that
nickgreene.com uses to provide the Hosting Services, which nickgreene.com reserves the right to change from
time to time. nickgreene.com is not responsible for any damages to Client's data or website, other damages or
service interruptions caused by incompatibility of Client's website or User Content with nickgreene.com's
hardware or software.
Website and User Content Maintenance. Client is solely responsible for uploading all User
Content to its website and supplementing, modifying and updating the website, and using its best efforts to
ensure that the User Content is and will at all times remain free of all computer viruses, worms, Trojan
horses and other malicious code. Client is also solely responsible for the development, operation and
maintenance of its website including but not limited to (i) the accuracy and appropriateness of the User
Content, (ii) ensuring that the User Content does not violate or infringe upon the rights of any person and
(iii) ensuring that the User Content is not defamatory or otherwise illegal.
User's Representations and Warranties. Client hereby represent and warrant to nickgreene.com
and agree that during the Term of the Agreement, it shall ensure that:
He or she is the owner or valid licensee of the User Content and each element thereof, and will have secured
all necessary licenses, consents, permissions, waivers and releases for the use of the User Content and each
element thereof, including but not limited to, all trademarks, logos, names and likenesses contained in the
User Content, and that nickgreene.com has no obligation to pay any fees, residuals, guild payments or other
compensation of any kind to any person therefor;
He or she will use and display of the User Content will not infringe any copyright, patent, trademark, trade
secret or other proprietary or intellectual property right of any person, or constitute a defamation, invasion
of privacy or violation of any right of publicity or any other right of any person, including but not limited
to, any contractual, statutory, common law or similar right however denominated; and
Client will comply with all applicable laws, rules and regulations regarding the User Content and its
website and will use its website only for lawful purposes.
Grant to nickgreene.com. All User Content Client stores on nickgreene.com's servers will at all
times remain property of the Client. Client grants nickgreene.com the right to reproduce, copy, use and distribute
all and any portion of the User Content to the extent necessary to provide Client with the Hosting
Services. Client also hereby grants nickgreene.com a non-exclusive, royalty-free, worldwide license during the
Term of the Agreement to (i) digitize, convert, install, upload, select, order, arrange, compile, combine,
synchronize, use, reproduce, store, process, retrieve, transmit, distribute, publish, publicly display, publicly
perform and hyperlink the User Content, (ii) make archival or back-up copies of the User Content and Client
website and (iii) cache all of the User Content and Client website hosted by nickgreene.com under the Agreement to
the extent necessary to provide Client with the Hosting Services.
nickgreene.com, in its sole
discretion, reserves the right (i) to deny, cancel, suspend, transfer or alter, modify, correct, amend, change,
program, or take any other corrective action to protect the integrity and stability of its servers and the Hosting
Services (including altering, modifying, correcting, amending, changing, programming, or taking any other
corrective action regarding any malicious code, software or related abusive activity, User Content and/or
website(s)) and/or (ii) to comply with any applicable laws, government rules, or requirements, requests of law
enforcement, or to avoid any liability, civil or criminal. You agree that nickgreene.com will not be liable to You
for any loss or damages that may result from such conduct.
Grant to User. nickgreene.com is and will at all times remain the owner or licensee of the
technology, products, and services used to access and use the Hosting Services. nickgreene.com hereby grants
Client a limited, non-exclusive, non-transferable, royalty-free license, exercisable solely during the Term of the
Agreement, to use nickgreene.com's technology, products and services solely for the purpose of accessing and using
the Hosting Services and not for any purpose other than accessing and using the Hosting Services. Client will not,
directly or indirectly, reverse engineer, decompile, disassemble or otherwise attempt to derive source code or
other trade secrets of nickgreene.com.