Website Hosting And Monthly Design Package
Terms Of Service
These Terms and Conditions set forth the terms and conditions pursuant to which Emsted Online (“we”, “us”, or “our”) will provide the Services to you (“Agreement”). Capitalised terms used but not defined herein have the meanings ascribed to them in the Order/invoice. We may update this Agreement from time to time. In the event of a material change to this Agreement, we will provide you with notice. Your continued use of the Services following such updates constitutes your acceptance of the same. If you do not agree to the terms of any modification, you may terminate this Agreement in accordance with the Termination section below.
Contracting Party and Authorised Users
While signing up, you provided personal information of the account owner (“Client”). The Client is the sole owner of the account. By agreeing to these terms, you represent and warrant that you have the authority to bind Client to this Agreement.
Each person or entity that accesses your account is required to abide by the terms of this Agreement. You acknowledge that you are fully responsible for all liabilities incurred through use of the account the Services including all damages, losses and liabilities caused by each user. You shall promptly notify us in the event that you become aware of any violation of this Agreement. You are solely responsible for the security and confidentiality of the account information, including user names and passwords, and you will ensure that no unauthorised party uses the account.
Provision and Use of the Services
Subject to the terms and conditions of the Agreement, we will provide the Services to Client. The Services may only be used for their intended purposes and in accordance with this Agreement. You shall provide us with all assistance as reasonably required for us to activate and operate the Services.
You acknowledge that we may engage third parties to provide or enable elements of the Services.
From time-to-time we may cease supporting aspects of the Services (any such event, an “End of Life”). Should components of the Services come to an End of Life, we will attempt to replace them with comparable components, but may not be able to do so. An End of Life is not a breach of this Agreement.
If you Order/invoice a dedicated IP address from us, you have the right to use this IP address only during the Term.
We provide support through a variety of methods (e.g. email, telephone, chat) (“Support”).
If you abuse our support staff or any employee of Emsted Online, we may terminate this agreement and your access to the Services effective immediately.
During our interactions with you, including while providing Support, we may solicit or you may provide feedback about the Services. You agree that we are free to use and disclose this feedback for any purpose. If we make any changes to our current services or products, or develop new products or services, using the feedback, then you agree that we own all right, title and interest to such changes or new products or services.
The charges for the Services are set out in a Order/invoice provided to you. Fees applicable to any renewal Term will be at our then-current rates.
You will be charged the Fees beginning on the Effective Date. Our schedule of payments is set out on the Order/invoice; if no schedule is stated, Fees are due in full in advance. All Fees are payable in ZAR South African Rands and are not refundable.
We may be required to collect taxes on the Services. Taxes (excluding taxes on our income) will be added to the Fees and you agree to pay them, unless you provide us with a valid tax exemption certificate.
If you do not pay on time, we may suspend or terminate the Services and terminate this Agreement. In addition, Third Party Services may be forfeited. We may also send you to collections, and add to the Fees any charges associated with collecting unpaid Fees. If the Services are suspended because we do not receive payment, we will preserve Client Content (defined below) in accordance with our normal backup processes and procedures. After that time the Client Content will be deleted.
If the Order/invoice references any money-back guarantee, this guarantee applies only to our standard Services and not to Third Party Services (e.g. domain names), set up or Transfer Services, or other Services that are custom or non-standard.
A late payment fee can be allocated to your invoice if you fail to pay on the required date. This fee must be paid with the outstanding invoice to reconnect your services.
Hosting invoices not paid for: We have the right to delete all data off our server after 3 months of non-payment of your web hosting. As you do not pay for the hosting anymore, therefore you are not entitled to any storage space on our servers. Data loss is for your account as the agreement have been ended and we do not keep any data for clients as stated.
By agreeing to migrate your website to Emsted Online, you understand that you will be redirected to third party websites to acquire and utilise third party products, including plugins, and services that are not owned or controlled by Emsted Online.
We do not claim any ownership rights in your content that you provide to us in connection with the Services (“Client Content“). However, to provide the Services, we need you to grant us a right to use the Client Content. As such, you hereby grants to us, our affiliates, providers of Third Party Services, and subcontractors a non-exclusive, fully-paid, perpetual, royalty-free, , transferable, revocable, worldwide license to use, modify, publicly perform, publicly display, reproduce, and distribute the Client Content (in whole or in part) but only to the extent necessary to provide the Services.
Emsted Online and its licensors own all right, title, and interest in and to Services and the systems and networks used to provide such Services (including all system generated data (e.g. performance data)), including all modifications, improvements, upgrades, derivative works, and feedback provided by you or any Authorised User and all intellectual property rights in and to any of the foregoing. You agree to assign all right, title, and interest you may have in the foregoing to us. Except for the express rights granted herein, we do not grant any other licenses, whether express or implied, to any of Emsted Online’s intellectual property including software, services and products.
Term and Termination
The term of this Agreement and any Order/invoice is one-year starting from the date Client signs up (“Initial Term”). Upon expiration of the Initial Term, this Agreement and any Order/invoice automatically renew for successive one year periods (each a “Renewal Term”) unless one party notifies the other in writing of its intent not to renew no later than thirty days prior to the expiration of the then-current Renewal Term or the Agreement or Order/invoice is otherwise terminated in accordance with the terms of this Agreement.
Either party may terminate this Agreement and any Order/invoice at any time for any reason at any time for any reason or no reason by providing the other party with 30 days’ prior written notice. Additionally, we may terminate this Agreement or any Order/invoice immediately if (i) you fail to pay for Services on time, (ii) your use of the Services endangers or negatively affects our networks or systems, however prove must be given.
Monthly Design plans. You can terminate the service at any time but due to the time we spend on the design you have to pay off the remaining contract for the design on your website. We will give discount on the amount on a prorate basis if the plan is over 6 months old else the full outstanding amount will be liable. Failure to pay will result in ITC listing and collection through our collection agencies. As per our normal debt collection terms.
Upon any termination or expiration of this Agreement we will stop providing the Services. This means that Client’s Content may not be available. It is Client’s sole obligation to keep separate backups and to download the Client Content prior to termination or the expiration this Agreement.
Hosting can be transferred at any time. If a normal hosting package is taken transfer can be done anytime. If there is a design package included the transfer can be done. But you will be liable for the outstanding agreement amount due or the design of the website.
“Confidential Information” means any information disclosed by us to you, either directly or indirectly, in writing, orally, or by inspection of tangible objects (i) that we identify as confidential or proprietary; or (ii) that reasonably appears to be confidential or proprietary because of legends or other markings, the circumstances of disclosure, or the nature of the information itself. You agrees to preserve the confidential nature of the our Confidential Information by retaining and using the Confidential Information in trust and confidence, solely for its use as permitted and in connection with this Agreement. We will have the right to seek an injunction (without having to post a bond) to prevent any breach or continued breach of this section. You agree to promptly report any breaches of this section to us.
Each party represents and warrants that it has the power, authority and legal right to enter into this Agreement and to perform the obligations set out in it, and those set out in contracts incorporated by reference.
Client represents and warrants that it owns or has a license for all intellectual property and other proprietary rights necessary to make the license grants to us contained herein. At our request, Client will provide us evidence of this ownership or license. Client represents and warrants that our use of the Client Content in accordance with such license will not infringe the intellectual property or other proprietary rights of any individual or entity. Client also represents and warrants that all information it provides to us is complete, accurate and up-to-date. Finally, Client represents and warrants that if it is a natural person, that it is over eighteen years of age.
THE SERVICES ARE PROVIDED AS-IS, AS AVAILABLE, AND WITH ALL FAULTS. EXCEPT AS EXPRESSLY PROVIDED IN THE WARRANTIES SECTION, ABOVE, (i) EMSTED ONLINE MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND (ii) EMSTED ONLINE AND ITS LICENSORS SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO: ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, UNINTERRUPTED OR ERROR FREE SERVICE, ERROR CORRECTION, AVAILABILITY, ACCURACY AND ANY AND ALL IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Limitation of Liability and Remedies
IN NO EVENT SHALL OUR LIABILITY ARISING OUT OF, OR RELATED TO, THIS AGREEMENT, FOR ANY REASON, INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED IN THE AGGREGATE AMOUNT OF FEES PAID OR OWED BY CLIENT TO US IN THE THREE MONTHS PRECEDING THE CLAIM.
IN NO EVENT SHALL WE OR OUR LICENSORS HAVE ANY LIABILITY TO CLIENT FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE SERVICES, INCLUDING, BUT NOT LIMITED TO, THE USE, OR INABILITY TO USE, THE SERVICES OR FOR ANY CONTENT, OR ANY INTERRUPTION IN THE SERVICES, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE DISCLAIMERS AND LIMITATIONS PROVIDED HEREIN DO NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
You agree to defend us against any claim, demand, suit or proceeding made or brought against us by a third party arising out of your conduct that constitutes a violation of our Authorised Use Policy. Client will indemnify us for damages finally awarded against us in connection with any such claim (or for a settlement amount Client consents to).
Security; Safe Harbour
We will maintain commercially reasonable administrative, physical and technical safeguards designed to help ensure the security of our internal networks from malicious activity and to provide for the privacy, confidentiality and integrity thereof. However, security is a shared responsibility. You agree to configure your use of the Services in such a way as to maintain the security of our Services and network (e.g. by only uploading software that has been demonstrated to be secure, installing patches, and not sharing passwords).
Should we determine that there has been a security breach that has compromised your account we agree to notify you as soon as reasonably possible but only after we have investigated the breach and fulfilled our legal obligations under applicable law. You agree to the same notification obligations should you determine that there has been a breach.
Data Controller/Data Processor. This section applies only to Clients that are located in a European Economic Area member state. We are the data controller for the personal data those Clients submit through the sign up process (e.g. contact information, credit card number). For all other personal data collected through provision of the Services (i.e. any personal data submitted through supported sites), we are the data processor. Where we are the data processor, we will endeavour to use such personal data only as instructed by the Client and not for any other purposes.
Publicity. Upon our written request, the parties will cooperate on and issue a press release, provided that neither party may do so without providing the other party a reasonable opportunity for input. During the term, either party may include the name and logo of the other party in lists of Clients or vendors in accordance with the other party’s standard trademark usage guidelines. You will allow our public relations agencies or in-house staff to interview, write, and place case studies and written endorsements in initial news, reviews, and editorial calendar opportunities. You also agree to participate in phone interviews with prospective Clients and investors, industry analysts, and review and news editors as requested by from time to time.
If you need more clarification please send us an email to email@example.com.