Miamiwebhosting.net Terms

HOSTING AGREEMENT

Welcome to Miamiwebhosting.net Web site hosting services! This Hosting Agreement governs your purchase and use, in any manner, of all Web site hosting services (collectively, the "Services") as described in the Order Form, ordered by you and accepted by Miamiwebhosting.net and describes the terms and conditions that apply to such purchase and use of the Services. You must register and accept the terms of this Agreement in order to use the Services.

BY CLICKING ON THE "I AGREE" BUTTON BELOW, AND REGISTERING FOR AND USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS CONTAINED HEREIN AS WELL AS ALL POLICIES AND GUIDELINES INCORPORATED BY REFERENCE. Miamiwebhosting.net reserves the right to change or modify any of the terms and conditions contained in this Agreement and any policy or guideline incorporated by reference at any time and from time to time in its sole discretion, and to determine whether and when any such changes apply to both existing or future customers.

Any changes or modification will be effective upon posting of the revisions on the Miamiwebhosting.net Web site (the "Site"). Miamiwebhosting.net will post a notice of such changes or modifications to this Agreement on the Site for thirty (30) days. Miamiwebhosting.net may post changes or modifications to referenced policies and guidelines without notice to you. Your continued use of the Services following Miamiwebhosting.net posting of any changes or modifications will constitute your acceptance of such changes or modifications.

IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT DO NOT CLICK THE "I AGREE" BUTTON. IF YOU DO NOT AGREE TO THE TERMS OF ANY MODIFICATION, DO NOT CONTINUE TO USE THE SERVICES AND IMMEDIATELY NOTIFY Miamiwebhosting.net OF YOUR TERMINATION OF THIS AGREEMENT IN THE MANNER DESCRIBED IN SECTION 1.2 BELOW.

1. Term and Payment for Services

1.1 Term. This Agreement shall be for an "Initial Term" of either (a) ninety days (90) days, or (b) twelve (12) months from the order date, or (c) as otherwise chosen by you in the Order Form, located on the Site, at the time you register for the Services. This Agreement will be automatically renewed (the "Renewal Term") at the end of the Initial Term for the same period as the Initial Term unless you provide Miamiwebhosting.net with notice of termination either (a) at least thirty (30) days prior to the end of the Initial Term or the Renewal Term, whichever is then applicable. You must provide Miamiwebhosting.net with your notice of termination by E-mail, Fax transmission, or US Mail and provide Miamiwebhosting.net with sufficient customer identification information so that Miamiwebhosting.net may properly identify you and your account. Changing domain name server settings ("DNS") to another provider or system, in and of itself, does not constitute termination and does not remove the obligation to notify Miamiwebhosting.net in writing. Any notice of termination will be only be effective upon Miamiwebhosting.net receipt thereof. Miamiwebhosting.net is under no obligation to provide notice of renewal in advance of the automatic renewal billing process.

1.2 Termination Policy. Failure to pay all applicable charges and service fees when due, including, but not limited to your credit card being declined or rejected by our merchant account processing gateway, shall be deemed a default cancellation without notice. If you modify your name server settings or other settings activating your site on another service this unilateral action shall be deemed a default cancellation without notice. If you terminate your receipt of the Services prior to the end of the Initial Term or the Renewal Term, whichever is then applicable, (a) Miamiwebhosting.net shall not refund to you any fees paid in advance of such termination. Your termination request must be submitted to Miamiwebhosting.net in the manner described in Section 1.1. It is your obligation to notify Miamiwebhosting.net of any change in billing or contact information in advance of the renewal date. Miamiwebhosting.net may terminate this Agreement at any time and for any reason by providing to you seven (7) days prior written notice of termination. If Miamiwebhosting.net terminates this Agreement, Miamiwebhosting.net shall refund to you the pro-rata portion of pre-paid fees attributable to Services not yet rendered as of the termination date unless otherwise expressly provided herein.

1.3 Liability and Obligations on Termination. Should the Agreement expire or be terminated for any reason, Miamiwebhosting.net will not be liable to you because of such expiration or termination for compensation, reimbursement or damages on account of the loss of prospective profits, anticipated sales, goodwill or on account of expenditures, investments, leases or commitments in connection with your business, or for any other reason whatsoever flowing from such termination or expiration. Any termination of this Agreement shall not relieve you of any obligations to pay fees and costs accrued prior to the termination date and any other amounts owed by you to Miamiwebhosting.net as provided in this Agreement.

1.4 Charges. You agree to pay for all charges attributable to your use of the Services at the then current Miamiwebhosting.net prices, which shall be exclusive of any applicable taxes. You shall be responsible for the payment of all federal, state, and local sales, use, value added, excise, duty and any other taxes assessed with respect to the Services.

1.5 Payment. All charges for Services must be paid in advance according to the then current price applicable to the Services by credit card. Upon registering for Hosting Services, you thereby authorize Miamiwebhosting.net to charge your credit or debit card to pay for any charges that may apply to your account. You must notify Miamiwebhosting.net of any changes to your card account (including, without limitation, applicable account number or cancellation or expiration of the account), your billing address, or any information that may prohibit Miamiwebhosting.net from charging your account. If you fail to pay any fees and taxes within two (2) days from applicable due date for credit card payments, late charges of the lesser of one and one-half per cent (1.5%) per month or the maximum allowable under applicable law shall also become payable by you to Miamiwebhosting.net. In addition, your failure to fully pay any fees and taxes within five (5) days after the applicable due date will be deemed a material breach of this Agreement, justifying Miamiwebhosting.net suspension of its performance of the Services and/or termination of this Agreement. You are responsible for any fees associated with reinstated of Services. Any such termination would not relieve you from paying past due fees plus interest. In the event of collection enforcement, you will be liable for any costs associated with such collection, including, without limitation, reasonable attorneys' fees, court costs and collection agency fees.

2. Use of Services

2.1 Applicable Policies and Guidelines. The Miamiwebhosting.net Acceptable Use And Service Guidelines (the "Usage Guidelines") govern the general policies and procedures for use of the Services. Miamiwebhosting.net's On-line Privacy Practices governs how Miamiwebhosting.net collects, stores, processes and uses information associated with your use of the Services. The Usage Guidelines and the On-line Privacy Practices are posted on Miamiwebhosting.net Web site (or such other location as Miamiwebhosting.net may specify) and may be updated from time-to-time. YOU SHOULD CAREFULLY READ THE USAGE GUIDELINES. BY USING THE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS OF THE USAGE GUIDELINES AND ANY MODIFICATIONS THERETO. Miamiwebhosting.net RESERVES THE RIGHT TO TERMINATE YOUR ACCOUNT FOR ANY VIOLATION OF THE USAGE GUIDELINES OR THIS AGREEMENT.

2.2 Material and Product Requirements. You must ensure that all material and data placed on Miamiwebhosting.net's equipment is in a condition that is "server-ready," which is in a form requiring no additional manipulation by Miamiwebhosting.net. Miamiwebhosting.net will make no effort to validate any of this information for content, correctness or usability. In the event that your material is not "server-ready", Miamiwebhosting.net has the option at any time to reject this material. Miamiwebhosting.net will notify you of its refusal of the material and afford you the opportunity to amend or modify the material to satisfy the needs and/or requirements of Miamiwebhosting.net. Use of the Services requires a certain level of knowledge in the use of Internet languages, protocols and software. This level of knowledge varies depending on the anticipated use and desired content of your Web site. You must have the necessary knowledge to create and maintain a Web site. It is not Miamiwebhosting.net responsibility to provide this knowledge or customer support outside of the Services agreed to by you and Miamiwebhosting.net.

2.3 Bandwidth, Storage, and E-Mail Usage. You agree that use of the Services hereunder will not exceed the bandwidth, storage and E-mail usage limits set out in the Order Form. If you use any bandwidth or storage space in excess of the agreed upon number of megabytes per month or if you exceed E-Mail storage and attachment size limitations, Miamiwebhosting.net may, in its sole discretion, assess you with additional charges, suspend the performance of the Service, or terminate this Agreement. In the event that Miamiwebhosting.net elects to take any corrective action, you will not be entitled to a refund of any unused pre-paid fees.

2.4 Disallowed Materials. The following is not permitted: Spamming (sending unsolicited email or posting messages to UseNet Newsgroups that do not explicitly allow advertising, with references, directly or indirectly, to a site hosted on our servers); sites containing pornographic material or sites containing links to adult sites, sites containing any illegal content or sites advocating illegal activities; violations or attempted violations of system & network security including, but not limited to port scanning, denial-of-service attacks, or other hacking.

3. Intellectual Property Rights

3.1 Your License Grant to Miamiwebhosting.net. You hereby grant to Miamiwebhosting.net a non-exclusive, worldwide, and royalty-free license for the Initial Term and the Renewal Term, if applicable, to edit, modify, adapt, translate, exhibit, publish, transmit, participate in the transfer of, reproduce, create derivative works from, distribute, perform, display, and otherwise use your content as necessary for the purposes of rendering and operating the Services to you under this Agreement. You expressly (a) grant to Miamiwebhosting.net a license to cache materials distributed or made available for distribution via the Services, including content supplied by third parties, and (b) agree that such caching is not an infringement of any of your intellectual property rights or any third party's intellectual property rights.

3.2 Your Warranties And Representations to Miamiwebhosting.net. You warrant, represent, and covenant to Miamiwebhosting.net that (a) you are at least eighteen (18) years of age; (b) you possess the legal right and ability to enter into this Agreement; (c) you will use the Services only for lawful purposes and in accordance with this Agreement and all applicable policies and guidelines; (d) you will be financially responsible for the use of your account; (e) you have acquired or will acquire all authorization(s) necessary for hypertext links to third-party Web sites or other content; (f) you have verified or will verify the accuracy of materials distributed or made available for distribution via the Services, including, without limitation, your content, descriptive claims, warranties, guarantees, nature of business, and address where business is conducted, and (g) your content does not and will not infringe or violate any right of any third party (including any intellectual property rights) or violate any applicable law, regulation or ordinance.

3.3 Miamiwebhosting.net Materials And Intellectual Property. All materials, including but not limited to any computer software (in object code and source code form), data or information developed or provided by Miamiwebhosting.net or its suppliers or agents pursuant to this Agreement, and any know-how, methodologies, equipment, or processes used by Miamiwebhosting.net to provide the Services to you, including, without limitation, all copyrights, trademarks, patents, trade secrets, and any other proprietary rights inherent therein and appurtenant thereto shall remain the sole and exclusive property of Miamiwebhosting.net or its suppliers. Miamiwebhosting.net shall also maintain and control ownership of all Internet protocol ("IP") numbers and addresses that may be assigned to you by Miamiwebhosting.net. Miamiwebhosting.net reserves, in its sole discretion, the right to change or remove any and all such IP numbers and addresses.

4. Enforcement

4.1 Investigation of Violations. Miamiwebhosting.net may investigate any reported violation of this Agreement, the Addendum its policies or any complaints and take any action that it deems appropriate and reasonable under the circumstance to protect its systems, facilities, customers and/or third parties. Miamiwebhosting.net will not access or review the contents of any e-mail or similar stored electronic communications except as required or permitted by applicable law or legal process.

4.2 Actions. Miamiwebhosting.net reserves the right and has absolute discretion to restrict or remove from its servers any content that violates this Agreement, the Addendum or related policies or guidelines, or is otherwise objectionable or potentially infringing on any third party's rights or in potentially violation of any laws. In the event of becoming aware of any possible violation by you of this Agreement, the Addendum, any related policies or guidelines, third party rights or laws, Miamiwebhosting.net may immediately take corrective action, including, but not limited to, (a) issuing warnings, (b) suspending or terminating the Service, (c) restricting or prohibiting any and all uses of content hosted on Miamiwebhosting.net systems, and/or (d) disabling or removing any hypertext links to third-party Web sites, any of your content distributed or made available for distribution via the Services, or other content not supplied by Miamiwebhosting.net which, in Miamiwebhosting.net sole discretion, may violate or infringe any law or third-party rights or which otherwise exposes or potentially exposes Miamiwebhosting.net to civil or criminal liability or public ridicule. It is Miamiwebhosting.net policy to terminate repeat infringers. The above stated rights of action, however, do not obligate Miamiwebhosting.net to monitor or exert editorial control over the information made available for distribution via the Services. In the event Miamiwebhosting.net takes corrective action due to such possible violation, Miamiwebhosting.net shall not be obligated to refund to you any fees paid in advance of such corrective action.

4.3 Disclosure Rights. To comply with applicable laws and lawful governmental requests, to protect Miamiwebhosting.net systems and customers, or to ensure the integrity and operation of Miamiwebhosting.net business and systems, Miamiwebhosting.net may access and disclose any information it considers necessary or appropriate, including, without limitation, user profile information (i.e., name, e-mail address, etc.), IP addressing and traffic information, usage history, and content residing on Miamiwebhosting.net servers and systems. Miamiwebhosting.net also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. To the extent any inconsistency exists between any terms of Miamiwebhosting.net On-line Privacy Practices and Miamiwebhosting.net right disclose under this section, Miamiwebhosting.net right to disclose under this section will control.

5. Disclaimed Warranties You acknowledge and agree that Miamiwebhosting.net exercises no control over, and accepts no responsibility for, the content of the information passing through Miamiwebhosting.net host computers, network hubs and points of presence, or the Internet. ALL SERVICES PERFORMED HEREUNDER ARE PERFORMED "AS IS" AND WITHOUT WARRANTY AGAINST FAILURE OF PERFORMANCE INCLUDING, WITHOUT LIMITATION, ANY FAILURE DUE TO COMPUTER HARDWARE OR COMMUNICATION SYSTEMS. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, Miamiwebhosting.net DOES NOT MAKE AND HEREBY DISCLAIMS, AND YOU HEREBY WAIVE ALL RELIANCE ON, ANY REPRESENTATIONS OR WARRANTIES, ARISING BY LAW OR OTHERWISE, REGARDING THE SERVICES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE IN TRADE.

6. Limitation and Exclusion of Liability

6.1 Limitations. IN NO EVENT SHALL Miamiwebhosting.net OR ITS SUPPLIERS HAVE ANY LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF INFORMATION DISTRIBUTED OR MADE AVAILABLE FOR DISTRIBUTION VIA THE SERVICES THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. NEITHER Miamiwebhosting.net NOR ITS SUPPLIERS SHALL HAVE LIABILITY WITH RESPECT TO Miamiwebhosting.net' OBLIGATIONS UNDER THIS AGREEMENT, THE ADDENDUM OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF Miamiwebhosting.net HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE FOREGOING LIMITATION OR EXCLUSIONS MAY NOT APPLY TO YOU. IN ANY EVENT, THE LIABILITY OF Miamiwebhosting.net AND ITS SUPPLIERS TO YOU FOR ANY REASON AND UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID TO Miamiwebhosting.net BY YOU UNDER THIS AGREEMENT AND THE ADDENDUM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH SUCH CLAIM ACCRUED. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND OTHER TORTS. THE FEES FOR THE SERVICES SET BY Miamiwebhosting.net HEREUNDER HAVE BEEN AND WILL CONTINUE TO BE BASED UPON THIS ALLOCATION OF RISK. ACCORDINGLY, YOU HEREBY RELEASE Miamiwebhosting.net AND ITS SUPPLIERS FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIM IN EXCESS OF THE LIMITATION STATED IN THIS SECTION 6.1.

6.2 Interruption of Service. You hereby acknowledge and agree that Miamiwebhosting.net and its suppliers will not be liable for any temporary delay, outages or interruptions of the Services. Further, Miamiwebhosting.net shall not be liable for any delay or failure to perform its obligations under this Agreement, where such delay or failure results from any act of God or other cause beyond its reasonable control (including, without limitation, any mechanical, electronic, communications or third-party supplier failure).

6.3 Data Recovery - Miamiwebhosting.net shall not be responsible to perform backups of any customer's data placed on its web servers, email servers, storage servers or other servers by the customer. It is the customers' sole responsibility to perform frequent backups of their website files, emails, and other files stored on any Miamiwebhosting.net servers. Miamiwebhosting.net assumes absolutely no liability for loss of data on any of its servers. Under any circumstances the maximum liability assumed by Miamiwebhosting.net shall not exceed the service fee paid by the customer for the most current month.

7. Indemnification You hereby release and hold harmless, and agree to indemnify, Miamiwebhosting.net and its affiliates and suppliers (and their respective employees, directors and representatives) against any and all claims, actions, proceedings, suits, liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees and other litigation expenses) incurred by Miamiwebhosting.net or its suppliers, arising out of or relating to (a) your violation or breach of any term, condition, representation or warranty of this Agreement, the Addendum or any applicable policy or guideline; (b) your improper or illegal use the Services; or (c) your violation, alleged violation, or misappropriation of any intellectual property right (including, without limitation, trademark, copyright, patent, trade secrets) or non-proprietary right of a third party (including, without limitation, defamation, libel, violation of privacy or publicity).

8. MISCELLANEOUS PROVISIONS

8.1 Entire Agreement. This Agreement, in conjunction with all policies and guidelines incorporated herein by reference, constitutes the entire agreement between you and Miamiwebhosting.net with respect to the subject matter hereof and there are no representations, understandings or agreements which are not fully expressed in this Agreement and the related policies and guidelines.

8.2 No Fiduciary Relationship; No Third-Party Beneficiaries. Miamiwebhosting.net is not the agent, fiduciary, trustee or other representative of you. Except for the rights of Miamiwebhosting.net suppliers under sections 6 and 7 hereof, nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this Agreement. This Agreement and all of the representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the sole and exclusive benefit of the parties hereto.

8.3 Amendments. Except as expressly provided in this Agreement, no amendment, change, waiver, or discharge hereof shall be valid unless in writing and signed by the parties.

8.4 Identification. Miamiwebhosting.net may, free of any obligation to pay compensation, use your name and identify you as a Miamiwebhosting.net client, in advertising, publicity, or similar materials distributed or displayed to prospective clients.

8.5 Choice of Law and Forum. THIS AGREEMENT, INCLUDING THE ADDENDUM, WILL BE GOVERNED BY THE LAWS OF THE UNITED STATES AND THE STATE OF CALIFORNIA, WITHOUT REFERENCE TO RULES GOVERNING CHOICE OF LAWS. ANY ACTION RELATING TO THIS AGREEMENT MUST BE BROUGHT IN THE FEDERAL OR STATE COURTS LOCATED IN SAN JOSE, CALIFORNIA, AND YOU IRREVOCABLY CONSENT TO THE JURISDICTION OF SUCH COURTS.

8.6 Compliance With Laws. You shall at all times comply with all applicable laws and regulations and shall indemnify and save Miamiwebhosting.net harmless from your failure to so comply. You agree that Miamiwebhosting.net shall not have to perform any obligations set forth in this Agreement if such performance would violate any present or future law, regulation or policy of any applicable government.

8.7 Non-Assignment. You may not assign this Agreement or any right or obligation hereunder by operation of law or otherwise, without Miamiwebhosting.net prior written consent. Miamiwebhosting.net may assign its rights and obligations under this Agreement and may utilize affiliate and/or agents in performing its duties and exercising its rights hereunder, without your consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns.

8.8 No Waiver. Miamiwebhosting.net failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of Miamiwebhosting.net right to subsequently enforce such provision or any other provisions hereunder or thereunder.

8.9 Severability. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this Agreement if applicable, shall nonetheless remain in full force and effect and, if the subject term or provision is deemed to be invalid, void or unenforceable only with respect to a particular application, such term or provision shall remain in full force and effect with respect to all other applications.

8.10 Acceptance. YOUR SIGNATURE ON A HARD COPY OF THIS AGREEMENT IS NOT REQUIRED IN ORDER FOR THE AGREEMENT TO BE LEGALLY BINDING ON YOU. YOUR USE OF THE SERVICE, HAVING THE SAME FORCE AND EFFECT AS IF YOU HAD ACTUALLY SIGNED A HARD COPY OF THIS AGREEMENT