Terms of Service
Services
This Service Agreement ("Agreement") applies to the purchase from VHMedia and its affiliates (collectively, VHMedia) of all services (collectively, the "Services") selected by Customer on the online Order Form and the Domain Name Registration Form, as applicable, incorporated by reference and attached hereto, if any, except that if Customer is also ordering co-location and/or customized web site production services, Customer is also required to sign the agreements specific to those services. VHMedia reserves the right to modify its network and facilities used to provide the Services for purposes including but not limited to accommodating evolving technology and increased network demand, and providing enhanced services. VHMedia shall use reasonable efforts to notify Customer of any planned changes to VHMedia network or facilities that may adversely affect the Services provided hereunder
Term
This Agreement shall be for the term specified by Customer on the Order Form or Domain Name Registration Form, as applicable (the "Initial Term"). This Agreement will be automatically renewed, successive periods (i) of twelve months (with respect to Non-Prepaid Plans) or (ii) as specified in the Service Description (with respect to Prepaid Plans) unless the Order is earlier terminated in accordance with its terms, or either party gives written notice to the other party of non-renewal at least 30 days prior to expiration of the then-current term.
Billing and Payment
Pricing: During the term of this Agreement, Customer shall pay the fees for the Services that are set forth on the Order Form and Domain Name Registration Form, as applicable. Such fees may include taxes, fees or assessments by governmental agencies and VHMedia shall have the right, at any time, to pass through and invoice to Customer any new or increased taxes, fees, assessments or other charges imposed on or required to be collected by VHMediaby any governmental agency. If any check is returned for insufficient funds, VHMedia may impose a processing charge of $25.
Terms Of Payment: Invoices are due and payable upon receipt. All payments shall be made in currency.
Service Continuation After Initial Term: The fees set forth in the Order Form or Domain Name Registration Form are guaranteed during the Initial Term of this Agreement. If Customer continues to receive the Services after the Initial Term without entering into a new agreement or agreement extension, the fees charged after the Initial Term shall be at the then standard VHMedia rates for such services, without discount, determined month to month.
Service Charge: Customer will pay a late payment charge of $29.00 (or the highest amount permitted by law, whichever Is lower) if the payment is not received within 24hours of payment date. Accounts 30 days past due will require a $50.00 set up fee, late payment and 3 months deposit to be reinstated. This does not in any way relieve the Customer it’s obligation as outlined in the order form.
Suspension Or Interruption Of Service For Non-Payment: In the event Customer's account becomes past due, or is otherwise deemed insecure, VHMedia may, in its sole discretion, suspend, interrupt or disconnect the Services. In the event of such suspension, interruption or disconnection, Customer may be required to post a deposit or such other security, as VHMedia deems necessary in order to resume receiving the Services. In addition, if VHMedia in its sole discretion, deems Customer to be financially insecure, VHMedia may require such other action of Customer, including letters of credit, security deposit(s), restrictions on available credit or other action as VHMedia may require from time to time regardless of Customer’s then-current status or payment history. Failure to satisfy VHMedia request for such action within timelines set by VHMedia may result in immediate termination of service without further notice.
Acceptable Uses
VHMedia and/or it’s affiliates reserves the right to suspend or cancel a Client’s access to any or all services privileges provided by AIS Media when AIS Media determines that the account has been inappropriately used, at which time no refund can be issued. Using AIS Media’s network as a means to transmit or post defamatory, harassing, abusive, or threatening language is strictly prohibited. Distributing information regarding the creation of and sending Internet viruses, worms, Trojan horses, pinging, flooding, mail-bombing, or denial of service attacks is strictly prohibited. Also prohibited are activities that disrupt the use of or interfere with the ability of others to effectively use the network or any connected network, system, service, or equipment. Any attempt to undermine or cause harm to a server or Customer of AIS Media is strictly prohibited. Unauthorized use or attempted of other clients’ accounts or computers is strictly prohibited. Such attempts include "internet scamming" (tricking other people into releasing their passwords), password robbery, security hole scanning etc. Any unauthorized use of accounts or computers by an AIS Media Customer, whether or not the attacked account or computer belongs to AIS Media, will result in action against the attacker. Possible actions include warnings, account suspension or cancellation, fines and civil or criminal legal action.
Server Resources Use & Abuse
CPU processing and bandwidth and Disk usage on any of AIS Media's servers shall not exceed the number of megabytes, bandwidth or disk usage in excess of the agreed upon number for the Services ordered by the Client on the Order Form. This usage shall be monitored and measured by AIS Media. Excess use may result additional charges. Excessive over-use of AIS Media’s system may result in suspension of Services, or termination of this Agreement without refund. Any Web site that uses a high amount of server resources (such as, but not limited to, CPU time, memory usage, and network resources) will be given the option to either pay additional fees (which will depend on the resources required), reduce the resources used to an acceptable level, or upgrade its service to a Dedicated Server plan. AIS Media will be the sole arbiter of what is considered a high server usage level. Any Web Hosting account deemed to be adversely affecting server performance or network integrity will be shut down without prior notice.
Space not for resale
AIS Media accounts cannot be transferred or used by anyone other than the client. Clients may not sell, lease, rent or assign the connection or parts of the connection to any party not named in this agreement, unless the client has entered into a reseller agreement or has a dedicated server with AIS Media, Inc.
No Adult Content
All pornographic content and sex-related merchandising is prohibited on all AIS Media's servers. This includes sites that may infer sexual content. AIS Media will be the sole arbiter in determining violations of this provision.
Unsolicited Email (Spam) & Abuse of Mail Server
Sending unsolicited email is prohibited. Sending a message, especially an advertisement, to more than five or six recipients, is by itself spamming unless the individuals have specifically requested to be added to a mailing list on that topic. Maintaining an open SMTP relay is prohibited. When a complaint is received, AIS Media, at its own discretion may determine if a violation of this policy exists. Clients that have selected Standard Web Hosting may not send more than 2000 emails per day. Clients that require sending more than 2000 emails per day may upgrade to a Dedicated Server. Failure to comply with this policy may result in account suspension, termination without refund and/or up to a $300 fine per incident. AIS Media will be the sole arbiter of what is considered a violation of this policy.
CGI, PERL, Javascript, etc.
Any scripts that pose a potential security risk or are deemed to be adversely affecting server performance or network integrity will be shut down or will be automatically removed without prior notice.
Software, Audio and Multimedia Distribution
AIS Media’s Web Hosting accounts are not configured for the purposes of mass distributing software , audio and/or multimedia products. If you wish to distribute software, audio and/or multimedia files, please contact support@aismedia.com to inquire about available services. AIS Media will be the sole arbiter of what is considered mass distribution. Sites in violation may be shut down immediately without prior notice.
Multimedia Files
Multimedia files are defined as any graphics, audio, and video files. Any Web site whose disk space usage for storing multimedia files exceeds 70% of its total usage, in terms of total size or number of files, will be considered to be using an unusual amount of multimedia files. Any website that exceeds 70% of said usage with be given the option to either pay additional fees (which will depend on the resources required), reduce the resources used to an acceptable level, or upgrade its service to a Dedicated Server plan.
Cancellation Policy
Customer may terminate this Agreement by giving VHMedia at least thirty (30) days prior written notice. However, Customer remains obligated to pay all amounts remaining in the Initial Term, and if VHMedia has purchased equipment on behalf of Customer, including but not limited to circuit and router, Customer shall assume responsibility for payments for such equipment, until paid in full. Should the Customer cancels the master hosting account within 30 days of purchase a payment of one month’s hosting and the set up fee originally waived for term agreement of $49.00
In order to terminate early, Customer’s primary contact person on the account should notify VHMedia of such request to do so. In the case of credit card orders, all termination requests should be signed by Customer’s primary contact person on the account who must provide the last four digits of the credit card on file with VHMedia However, VHMedia shall not be liable for unauthorized termination of an account.
Any termination by VHMedia or Customer shall not relieve Customer of any obligations to pay fees accrued prior to such termination. In the event that a Dial-up Customer primary account holder cancels service, service will be cancelled immediately, and the remainder of the monthly payment forfeited. VHMedia reserves the right to terminate this Agreement without cause prior to the end of the term upon sixty (60) days written notice to Customer.
IP Address Ownership
VHMedia shall maintain and control ownership of all IP numbers and addresses that may be assigned to Customer by VHMedia and VHMedia reserves, in its sole discretion, the right to change or remove any and all such IP numbers and addresses.
Caching
Customer expressly grants to VHMedia a license to cache the entirety of Customer’s Web Site, including content supplied by third parties, hosted by VHMedia under this Agreement and agrees that such caching is not an infringement of any of Customer intellectual property rights or any third party’s intellectual property rights.
Equipment
VHMedia is acting only as a reseller and/or provider of any hardware, software, circuit and equipment (collectively, the "Equipment") offered under this Agreement that was manufactured by a third party. VHMedia shall not be responsible for any changes in Service(s) that cause Equipment to become obsolete, require modification or alteration, or otherwise affect the performance of the Service(s). Any malfunction or manufacturer’s defects of Equipment either sold or provided by VHMedia to Customer or purchased directly by Customer used in connection with the Service(s) will not be deemed a breach of VHMedia obligations under this Agreement. Any rights or remedies Customer may have regarding the performance or compliance of Equipment are limited to those rights extended to Customer by the manufacturer of such Equipment. Customer is entitled to use any Equipment supplied by VHMedia only in connection with Customer permitted use of the Service(s). Customer shall not resell, transfer, export or re-export any Equipment, or any technical data derived therefrom, in violation of any applicable or foreign law.
Technical Support
In order to successfully use and operate your web hosting account, basic proficiency with Internet concepts is required. VHMedia is not responsible for providing support for general computer usage. General computer usage is defined as the operation of any software, application, or hardware of which VHMedia does not control. Examples of support requests for which VHMedia is unable to provide support include, but are not limited to: creating and managing files, operating word processors, operating Email client software, operating world wide web browsers, and operating multimedia authoring software.
In order to access your account with VHMedia User must provide Internet connection. VHMedia is not responsible for providing support for these Internet connections, and any requests made of VHMedia to do so will be deferred to the Internet provider’s technical support department. Some Internet providers place limitations on network traffic, which can adversely affect your ability to use any web hosting service, regardless of vendor. VHMedia is not responsible for supporting these installations or configurations, and support for issues related to end-user Internet connection limitations will be terminated as soon as our staff can determine the problem is outside of our control. Should you request our help, your account will be charged $39.95 per incident.
In order to produce and publish a website on the world wide web using your VHMedia web hosting account, knowledge of basic web programming (HTML) is required, and can require proficiency with graphic editing and/or CGI programming. AIS Media does not provide any support for HTML or other products related to editing and creating the content for your website. Any requests that are of an application-specific nature will be deferred to the software vendor’s technical support department. Should you request our services, your account will be billed at $125.00 per hour in minimum increments of 15 minutes.
VHMedia will provide support for connection and usability issues as they relate to the configuration of our hardware and software. Once reasonable attempts have been made, and VHMedia has tested to ensure the problem has been resolved, additional support will be available at $125.00 per hour in minimum increments of 15 minutes.
All technical support requests must be initiated via Email to the AIS Media Technical Support Department, which can be reached at techsupport@aismedia.com or through the Technical Support web page at http://www.aismedia.com/support/ this will automatically generate a trouble ticket. Any questions that are answered online will be provided with a link into the relevant support documentation. Should a problem affect the user’s transmission of Email to VHMedia you may contact Technical Support via phone at 516-524-6137.
Customer's Responsibility
Customer is solely responsible for the quality, performance and all other aspects of the Customer Content and the goods or services provided through the Customer Web site.
Customer will cooperate fully with VHMedia in connection with VHMedia performance of the Services. Customer must provide any equipment or software that may be necessary for Customer to use the Services. Delays in Customer’s performance of its obligations under this Agreement will extend the time for VHMedia performance of its obligations that depend on Customer’s performance on a day for day basis. Customer will notify VHMedia of any change in Customer’s mailing address, telephone, e-mail or other contact information.
Customer assumes full responsibility for providing End Users with any required disclosure or explanation of the various features of the Customer Web site and any goods or services described therein, as well as any rules, terms or conditions of use.
Customer will provide VHMedia with a registered domain name for the Customer Web site, or, upon Customer’s request and subject to the terms and conditions set forth below, VHMedia will register an Internet domain name on behalf of Customer with a registrar approved by ICANN. VHMedia registration of any domain name is subject to (i) VHMedia receiving from Customer all information needed from Customer in order to complete such registration, and (ii) such domain name not being in violation of any applicable law, rule or regulation or the policies of the applicable registration service. Registration of a domain name is subject to availability of such domain name for registration, and VHMedia will not be responsible if a domain name is not available for any reason. VHMedia will also not be responsible for any infringement of third-party rights caused by its registration of a domain name for Customer. Customer waives any claims it may have against VHMedia for, and hereby releases VHMedia of and from, any loss, damage, liability or expense arising out of, or relating to, the registration of such domain name in any online or offline network directories, membership lists or registration lists, or the release of the domain name from such directories or lists following the termination of services by VHMedia for any reason. Customer will reimburse VHMedia for all costs and expenses incurred by VHMedia in registering or maintaining a domain name for Customer, including, without limitation, all fees charged by the applicable registrar. Customer acknowledges that its rights to any domain name registered by VHMedia are not being granted by VHMedia but are subject to the rules and regulations of the applicable registrar and applicable law. Customer agrees to be bound by the terms and policies of the applicable registrar and the policies of the national DNS registration authorities to which Customer becomes subject upon registration of the domain name. Customer’s inability to use a domain name shall not entitle Customer to a refund by VHMedia of any fees paid with respect to the registration of such unusable domain name. The domain name for the Customer Web site shall be the property of Customer.
Because the Hosting Services permit Customer to electronically transmit or upload content directly to the Customer Web site, Customer shall be fully responsible for uploading all content to the Customer Web site and supplementing, modifying and updating the Customer Web site. Customer is also responsible for ensuring that the Customer Content and all aspects of the Customer Web site are compatible with the hardware and software used by VHMedia to provide the Hosting Services, as the same may be changed by VHMedia from time to time. Specifications for the hardware and software used by VHMedia to provide the Hosting Services will be available on VHMedia Web site. Customer shall periodically access VHMedia Web site to determine if VHMedia has made any changes thereto.
Backups and data storage
VHMedia is not responsible for web site management or files lost or damaged by users. Web site construction and management is the responsibility of the client. Client-maintained backup of all site files is recommended, and should be maintained outside of AIS Media’s network. System backups are intended for use in the event of system failures and will not be accessed to restore files to individual sites.
VHMedia shall not be responsible for any damages to the Customer Content, the Customer Web site or other damages or any malfunctions or service interruptions caused by any failure of the Customer Content or any aspect of the Customer Web site to be compatible with the hardware and software used by VHMedia to provide the Hosting Services.
Unless the applicable Service Description provides otherwise, Customer is solely responsible for making back-up copies of the Customer Web site and Customer Content.
DISCLAIMER OF WARRANTY
Customer acknowledges and agrees that VHMedia exercises no control over, and accepts no responsibility for, the content of the information passing through VHMedia host computers, network hubs and points of presence (the VHMedia Network") or the Internet. NEITHER VHMedia, ITS EMPLOYEES, AFFILIATES, AGENTS, SUPPLIERS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS NOR THE LIKE MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT FOR THE SERVICES OR ANY EQUIPMENT VHMedia PROVIDES. NEITHER VHMedia ITS EMPLOYEES, AFFILIATES, AGENTS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE, WARRANT THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. VHMedia IS NOT LIABLE FOR THE CONTENT OR LOSS OF ANY DATA TRANSFERRED EITHER TO OR FROM Customer OR STORED BY Customer OR ANY OF CUSTOMER’S CLIENTELE VIA THE SERVICE(S) PROVIDED BY AIS MEDIA, INC.
Indemnification
Customer will indemnify, save harmless, and defend VHMedia and all directors, officers, employees, and agents of VHMedia collectively "indemnified parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative) and expenses (including but not limited to reasonable attorneys’ fees) arising out of or relating to the use of the Services by Customer, including any violation of the VHMedia Acceptable Use Policy. Such claims shall include, but shall not be limited to, claims based upon trademark, service mark, trade name, copyright and patent infringement, trademark dilution, tortuous interference with contract or prospective business relations, unfair competition, defamation or injury to reputation, or other injuries or damage to business.
Limitation of Liability
IN NO EVENT SHALL VHMedia BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, SUFFERED BY Customer OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF VHMedia HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will VHMedia liability for any damages, losses and causes of actions whether in contract or tort (including negligence or otherwise) exceed the actual dollar amount paid by Customer for the Service which gave rise to such damages, losses and causes of actions during the 12-month period prior to the date the damage or loss occurred or the cause of action arose. Some jurisdictions do not allow the exclusion or limitation of warranties or incidental or consequential damages, so that the above limitations or exclusions may not apply to Customer. In such jurisdictions, VHMedia liability (and the liability of its affiliates, agents, content providers and service providers) shall be limited to the greatest extent permitted by applicable law.
Force Majuere
VHMedia shall not be liable for failure or delay in performing its obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Services.
Intellectual Property
Customer represents and warrants that Customer’s use of the Services shall not infringe the intellectual property or other proprietary rights of VHMedia or any third party. Customer further acknowledges that all right, title and interest in any and all technology, including the software that is part of or provided with the Services and any trademarks or service marks of VHMedia collectively, "VHMedia Intellectual Property") is vested in VHMedia and/or in VHMedia licensors. Unless otherwise specifically provided in this Agreement, Customer shall have no right, title, claims or interest in or to the VHMedia Intellectual Property. Customer may not copy, modify or translate the VHMedia Intellectual Property or related documentation, or decompile, disassemble or reverse engineer the VHMedia Intellectual Property, to use it other than in connection with the Services, or grant any other person or entity the right to do so. Unless otherwise specifically provided in this Agreement, Customer is not authorized to distribute or to authorize others to distribute the VHMedia Intellectual Property in any manner without the prior written consent of AIS MEDIA, INC.; provided, however, that nothing in this sentence would preclude Customer from using the VHMedia Intellectual Property as incorporated in the Services. This paragraph shall not operate to extinguish, restrict, vary, waive or affect in any manner whatsoever any right, title or interest which Customer may now have or hereafter acquires in, or in relation to, the third-party software that is part of or provided with the Services solely to the extent such third-party licensors publicly provide such rights, title or interest in the third-party software to Customer.
Confidential Information
Each party acknowledges that, in the course of the performance of this Agreement, it may have access to Customer information and communications, including proprietary information claimed to be unique, secret, or confidential, and which constitutes the exclusive property and trade secrets of the other party ("Confidential Information"). Except as provided in VHMedia Acceptable Use Policy (AUP), each party agrees to maintain the confidentiality of the Confidential Information and to use the Confidential Information only to the extent necessary for legitimate business uses in connection with this Agreement. Upon request of either party or on termination or expiration of this Agreement, each party shall return the Confidential Information of the other party then in its possession. Nothing in this Agreement shall prohibit or limit either party’s use of information which (a) is now, or hereafter becomes, publicly known or available through lawful means; (b) is rightfully in receiving party’s possession, as evidenced by receiving party’s records; (c) is disclosed to the receiving party without confidential or proprietary restriction by a third party who rightfully possesses and rightfully discloses the information; (d) is independently developed by the receiving party without any breach of this Agreement; (e) is the subject of a written permission to disclose provided by the disclosing party; or (f) is required by law to be disclosed.
Customer Data
Customer is responsible for its content residing on VHMedia servers, and except as otherwise agreed with AIS MEDIA, INC., for the backup thereof. AIS Media is solely responsible for data restoration in the event of catastrophic failure of storage equipment. AIS Media is not responsible for restoration of data due to acts of God, war, terrorism or acts of any governmental body or loss due to client error.
Optional Services
Customer must provide VHMedia with any information, login identifications, passwords or other information or access to facilities that VHMedia may reasonably require to provide the Optional Services VHMedia will have no responsibility for any delays or increased costs or expenses associated with Customer’s failure to provide any of such information. If Customer does not provide any such information or access requested by VHMedia within ten (10) days of VHMedia request therefore, VHMedia may terminate the Order and retain any Service Fees paid.
If Customer requested that VHMedia perform the Optional Services by a particular deadline or that VHMedia achieve some particular result or outcome, VHMedia will use commercially reasonable best efforts to perform the Services by any such deadline and achieve the result requested by Customer; provided, however, that (i) VHMedia ability to perform the Services is subject to Customer’s provision of information and access as provided above and (ii) VHMedia has no liability or obligation to complete the Services by any deadline or achieve any particular outcome of result.
If Customer wishes to convey documents or files to AIS MEDIA, INC., Customer should deliver to VHMedia a copy or duplicate of such documents or files and not the original copy. VHMedia will not return to Customer any documents or files conveyed to AIS MEDIA, INC.
Assignment and Severability
This Agreement shall be binding upon and inure to the benefit of Customer, VHMedia and our respective successors, and assigns. Customer may not assign this Agreement without the prior written consent of VHMedia which consent will not be unreasonably withheld. If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect.
Notices
All notices to Customer hereunder shall be given at the Billing Address provided on the signature page hereto. All notices to VHMedia hereunder shall be given to:
Legal Department
VHMedia
1 Magnolia Lane
Smithtown, New York, 11787
Any notice hereunder shall be in writing and shall be given by registered, certified or Express mail, or reliable overnight courier addressed to the addresses in this Agreement, or by facsimile. Notice shall be deemed to be given upon the earlier of actual receipt or three (3) days after it has been sent, properly addressed and with postage prepaid.
Entire Agreement
This Agreement, and any other document or agreements specifically identified in this Agreement, supercedes all previous representations, understandings or agreements.
Acceptance of Services
ACCEPTANCE OF THIS AGREEMENT BY VHMedia MAY BE SUBJECT, IN AIS MEDIA, INC.’S ABSOLUTE DISCRETION, TO SATISFACTORY COMPLETION OF A CREDIT CHECK AND CONTINUED CREDIT WORTHINESS OF Customer. ACTIVATION OF SERVICE SHALL INDICATE AIS MEDIA, INC.’S ACCEPTANCE OF THIS AGREEMENT. USE OF THE VHMedia NETWORK CONSTITUTES ACCEPTANCE OF THIS AGREEMENT. Customer represents and warrants that Customer HAS full authority and right to enter into this Agreement. Customer further represents and warrants that Customer IS at least 18 years of age.
