Web Hosting Agreement (Terms of Service)
This Web Hosting Agreement (terms of service) (this “Agreement”) is between PrimeroHost, a Web Hosting entity and the person (individual or legal person) whose signs PrimeroHost’s service order and set up form (the “Order”) incorporating this Agreement by reference (“Customer”). This Agreement governs Customer’s use of PrimeroHost’s Web hosting service.
Table of Contents
5.) Customer Information
7.) Disclaimer of Warranties
8.) Limitation of Damages
9.) User May Not
10.) Suspension of Services/Termination
11.) Request for Customer Information
12.) Back Up Copy
13.) Changes to PrimeroHost’s Network
15.) Force Majeure
16.) Governing Law/Disputes
18.) Refunds and Cancellation>
1. Services. Subject to the terms of this Agreement, and contingent on Customer’s satisfaction of PrimeroHost’s credit approval requirements, PrimeroHost agrees to provide the web hosting services described in the Order for the fees stated in the Order.
2. Term. The initial service term of the Agreement shall begin on the date that PrimeroHost generates an e-mail message to Customer announcing the activation of the Customer’s account (the “Service Commencement Date”) and shall continue for the number of months stated in the Order (the “Initial Term”). Upon expiration of the Initial Term, this Agreement shall automatically renew for up to three successive renewal terms of the same length as the Initial Term (each a “Renewal Term”) unless PrimeroHost or Customer provides the other with written notice of non-renewal at least 7 (7) days prior to the expiration of the Initial Term or then-current Renewal Term, as applicable. The Initial Term and any Renewal Term may be referred to collectively in this Agreement as the “Term.”
Fees are payable in advance on the first day of each billing cycle. Customer’s billing cycle shall be monthly or annually as indicated on the Order, beginning on the Service Commencement Date. PrimeroHost may require payment for the first billing cycle before beginning service. If the Order provides for credit/debit card billing, Customer authorizes PrimeroHost to bill subsequent fees to the credit/debit card on or after the first day of each successive billing cycle during the Term of this Agreement; otherwise PrimeroHost will invoice Customer via electronic mail to the Primary Customer Contact listed on the Order. Invoiced fees may be issued on or before the 1st day of each billing cycle, and the fees shall be due on the 14th day following invoice date, but in no event earlier than the first day of each billing cycle.
Payments must be made in UK pounds. Customer is responsible for providing PrimeroHost with changes to billing information (such as change in billing address) At its option, PrimeroHost may accrue charges to be made to a credit/debit card until such charges exceed £10.00. PrimeroHost may charge interest on overdue amounts at the lesser of 1.5% per month or the maximum non-usurious rate under applicable law. PrimeroHost may suspend the service without notice if payment for the service is overdue. Fees not disputed within thirty (30) days of due date are conclusively deemed accurate. Customer agrees to pay PrimeroHost’s reasonable reinstatement fee following a suspension of service for non-payment, and to pay PrimeroHost’s reasonable costs of collection of overdue amounts, including collection agency fees, attorney fees and court costs.
(b) Fee Increases. PrimeroHost may increase its fees for services effective the first day of a Renewal Term by giving notice to Customer of the new fees at least forty five (45) days prior to the beginning of the Renewal Term, and if Customer does not give a notice of non-renewal as provided in Section 2 above, the Customer shall be deemed to have accepted the new fee for that Renewal Term and any subsequent Renewal Terms (unless the fees are increased in the same manner for a subsequent Renewal Term).
(c) Taxes. At PrimeroHost’s request Customer shall remit to PrimeroHost all sales, VAT or similar tax imposed on the provision of the services (but not in the nature of an income tax on PrimeroHost), regardless of whether PrimeroHost fails to collect the tax at the time the related services are provided.
(d) Early Termination. Customer acknowledges that the amount of the fee for the service is based on Customer’s agreement to pay the fee for the entire Initial Term, or Renewal Term, as applicable. In the event PrimeroHost terminates the Agreement for Customer’s breach of the Agreement in accordance with Section 9 (Termination), or Customer terminates the service other than in accordance with Section 9 (Termination) for PrimeroHost’s breach, the unpaid fees for each billing cycle remaining in the Initial Term or then-current Renewal Term, as applicable, are due on the business day following termination of the Agreement.
4. Law/AUP. Customer agrees to use the service in compliance with applicable law and PrimeroHost’s Acceptable Use Policy posted at https://primerohost.com/acceptable-use-policy (the “AUP”), which is hereby incorporated by reference in this Agreement. Customer agrees that PrimeroHost may, in its reasonable commercial judgment consistent with industry standards, amend the AUP from time to time to further detail or describe reasonable restrictions and conditions on Customer’s use of the Services. Amendments to the AUP are effective on the earlier of PrimeroHost’s notice to Customer that an amendment has been made, or the first day of any Renewal Term that begins subsequent to the amendment. Customer agrees to cooperate with PrimeroHost’s reasonable investigation of any suspected violation of the AUP. In the event of a dispute between PrimeroHost and Customer regarding the interpretation of the AUP, PrimeroHost’s commercially reasonable interpretation of the AUP shall govern.
5. Customer Information. Customer represents and warrants to PrimeroHost that the information he, she or it has provided and will provide to PrimeroHost for purposes of establishing and maintaining the service is accurate. If Customer is an individual, Customer represents and warrants to PrimeroHost that he or she is at least 18 years of age. PrimeroHost may rely on the instructions of the person listed as the Primary Customer Contact on the Order with regard to Customer’s account until Customer has provided a written notice changing the Primary Customer Contract.
6 Indemnification. Customer agrees to indemnify and hold harmless PrimeroHost, PrimeroHost’s affiliates, and each of their respective officers, directors, agents, and employees from and against any and all claims, demands, liabilities, obligations, losses, damages, penalties, fines, punitive damages, amounts in interest, expenses and disbursements of any kind and nature whatsoever (including reasonable attorneys fees) brought by a third party under any theory of legal liability arising out of or related to the actual or alleged use of Customer’s services in violation of applicable law or the AUP by Customer or any person using Customer’s log on information, regardless of whether such person has been authorised to use the services by Customer.
7. Disclaimer of Warranties.
PrimeroHost DOES NOT WARRANT OR REPRESENT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. TO THE EXTENT PERMITTED BY APPLICABLE LAW PrimeroHost DISCLAIMS ANY AND ALL WARRANTIES INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL SERVICES ARE PROVIDED ON AN “AS IS” BASIS.
8. Limitation of Damages.
NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY LOST PROFITS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE LOSS OR DAMAGE OF ANY KIND, OR FOR DAMAGES THAT COULD HAVE BEEN AVOIDED BY THE USE OF REASONABLE DILIGENCE, ARISING IN CONNECTION WITH THE AGREEMENT, EVEN IF THE PARTY HAS BEEN ADVISED OR SHOULD BE AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING ELSE IN THE AGREEMENT TO THE CONTRARY, THE MAXIMUM AGGREGATE LIABILITY OF PRIMEROHOST AND ANY OF ITS EMPLOYEES, AGENTS OR AFFILIATES, UNDER ANY THEORY OF LAW (INCLUDING BREACH OF CONTRACT, TORT, STRICT LIABILITY, AND INFRINGEMENT) SHALL BE A PAYMENT OF MONEY NOT TO EXCEED THE AMOUNT PAYABLE BY CUSTOMER FOR THREE MONTHS OF SERVICE.
9. User May Not
Run stand-alone, unattended server-side processes at any point in time on the server. This includes any and all daemons, such as IRCD.
Run any software that interfaces with an IRC (Internet Relay Chat) network.
Run any bit torrent application, tracker, or client.
Participate in any file-sharing/peer-to-peer activities
Run any gaming servers such as counter-strike, half-life, battlefield, etc
Run cron entries with intervals of less than 15 minutes.
File quota limits are enforced to ensure system operating integrity and reliability and are limited to 300,000 files on Linux plans. The intention of PrimeroHost is to provide ample resources for customer convenience, so that customers needn’t to worry about exceeding limits.
It is acknowledged by users of PrimeroHost services that these resources are limited by physical restraints of technology as well as by reasonable limits of a shared resource environment. Users must realise that server technology limits the amount of available resources for use, including but not limited to disk drive space, CPU processing power, memory and access speed. PrimeroHost takes measures to utilise the latest and most economically feasible mass server market technology available to provide services.
It is also acknowledged by users of PrimeroHost services that all provided services are of a shared-server nature, and other users are sharing the provided space. Customer accounts are placed on a server with up to hundreds of other users. PrimeroHost, along with many other hosting providers use this business model in order to offer web hosting services in mass at inexpensive and affordable rates.
It is furthermore acknowledged that any single account is entitled to utilise the server resources, within reason, up to what is allotted or by what is physically available. If resources become scarce, PrimeroHost reserves the right to limit users of the affected machine to a lower limit to preserve the effectiveness of the service for all users. If a particular user is in extreme excess of what the average users of the machine have in use (actually used) of their resource allotments, that customer may be asked to remove content, cut resource usage, or relocate to a dedicated service provider. This policy only applies to web sites that are considered to be abusive in service, disk space or resource consumption and where it is evident that the “fair-use” of resources among customers has been breached, particularly in regards to disk space, bandwidth or CPU processing power utilisation.
Additionally, web sites that are found to contain either/or no html documents, a large number of un-linked files are subject to warning, suspension or cancellation at the sole discretion of PrimeroHostIf a “Fair-Use” breach occurs, which’s determination is solely up to PrimeroHost, subscriber may have to remove files from or reduce access to subscriber’s account to an extent as determined by PrimeroHost, in order to restore full serviceability to other subscribers affected by the breach. In any case, the subscriber will be notified of any actions that PrimeroHost may have to take.
(a) Suspension of Service. Customer agrees that PrimeroHost may suspend services to Customer without notice and without liability if: (i) PrimeroHost reasonably believes that the services are being used in violation of the AUP; (ii) Customer fails to cooperate with any reasonable investigation of any suspected violation of the AUP; (iii) PrimeroHost reasonably believes that the suspension of service is necessary to protect its network or its other customers, or (iv) as requested by a law enforcement or regulatory agency. Customer shall pay PrimeroHost’s reasonable reinstatement fee if service is reinstituted following a suspension of service under this subsection.
(b) Termination. The Agreement may be terminated by Customer prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability if PrimeroHost fails in a material way to provide the service in accordance with the terms of the Agreement and does not cure the failure within ten (10) days of Customer’s written notice describing the failure in reasonable detail. The Agreement may be terminated by PrimeroHost prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability as follows: (i) upon ten (10) days notice if Customer is overdue on the payment of any amount due under the Agreement; (ii) Customer materially violates any other provision of the Agreement, including the AUP, and fails to cure the violation within thirty (30) days of a written notice from PrimeroHost describing the violation in reasonable detail; (iii) upon one (1) days notice if Customer’s Service is used in violation of a material term of the AUP more than once, or (iv) upon one (1) days notice if Customer violates Section 5 (Customer Information) of this Agreement. Either party may terminate this agreement upon ten (10) days advance notice if the other party admits insolvency, makes an assignment for the benefit of its creditors, files for bankruptcy or similar protection, is unable to pay debts as they become due, has a trustee or receiver appointed over all or a substantial portion of its assets, or enters into an agreement for the extension or readjustment of all or substantially all of its obligations.
11. Requests for Customer Information. Customer agrees that PrimeroHost may, without notice to Customer, (i) report to the appropriate authorities any conduct by Customer or any of Customer’s customers or end users that PrimeroHost believes violates applicable law, and (ii) provide any information that it has about Customer or any of its customers or end users in response to a formal or informal request from a law enforcement or regulatory agency or in response to a formal request in a civil action that on its face meets the requirements for such a request.
12. Back Up Copy. Customer agrees to maintain a current copy of all content hosted by PrimeroHost nothwithstanding any agreement by PrimeroHost to provide back up services.
13. Changes to PrimeroHost’s Network. Upgrades and other changes in PrimeroHost’s network, including, but not limited to changes in its software, hardware, and service providers, may affect the display or operation of Customer’s hosted content and/or applications. PrimeroHost reserves the right to change its network in its commercially reasonable discretion, and PrimeroHost shall not be liable for any resulting harm to Customer.
14. Notices. Notices to PrimeroHost under the Agreement shall be given via electronic mail to the e-mail address posted for customer support on https://primerohost.com. Notices to Customer shall be given via electronic mail to the individual listed as the Primary Customer Contact on the Order. Notices are deemed received on the day transmitted, or if that day is not a business day, on the first business day following the day delivered. Customer may change his, her or its notice address by a notice given in accordance with this Section.
15. Force Majeure. PrimeroHost shall not be in default of any obligation under the Agreement if the failure to perform the obligation is due to any event beyond PrimeroHost’s control, including, without limitation, significant failure of a portion of the power grid, significant failure of the Internet, natural disaster, war, riot, insurrection, epidemic, strikes or other organised labour action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.
16. Governing Law/Disputes. The Agreement shall be governed by the laws of the UK, exclusive of its choice of law principles. The Agreement shall not be governed by the United Nations Convention on the International Sale of Goods. EXCLUSIVE VENUE FOR ALL DISPUTES ARISING OUT OF OR RELATING TO THE AGREEMENT SHALL BE A UK TRIBUNAL OR MAGISTRATES COURT, LOCATION DETERMINED BY PRIMEROHOST WHEN REQUIRED AND EACH PARTY AGREES NOT TO DISPUTE SUCH PERSONAL JURISDICTION AND WAIVES ALL OBJECTIONS THERETO.
17. Miscellaneous. Each party acknowledges and agrees that the other party retains exclusive ownership and rights in its trademarks, service marks, trade secrets, inventions, copyrights, and other intellectual property. Neither party may use the other party’s name or trade mark without the other party’s prior written consent. The parties intend for their relationship to be that of independent contractors and not a partnership, joint venture, or employer/employee. Neither party will represent itself to be agent of the other. Each party acknowledges that it has no power or authority to bind the other on any agreement and that it will not represent to any person that it has such power or authority. This Agreement may be amended only by a formal written agreement signed by both parties. The terms on Customer’s purchase order or other business forms are not binding on PrimeroHost unless they are expressly incorporated into a formal written agreement signed by both parties. A party’s failure or delay in enforcing any provision of the Agreement will not be deemed a waiver of that party’s rights with respect to that provision or any other provision of the Agreement. A party’s waiver of any of its right under the Agreement is not a waiver of any of its other rights with respect to a prior, contemporaneous or future occurrence, whether similar in nature or not. The captions in the Agreement are not part of the Agreement, but are for the convenience of the parties. The following provisions will survive expiration or termination of the Agreement: Fees, indemnity obligations, provisions limiting liability and disclaiming warranties, provisions regarding ownership of intellectual property, these miscellaneous provisions, and other provisions that by their nature are intended to survive termination of the Agreement. There are no third party beneficiaries to the Agreement. Neither insurers nor the customers of resellers are third party beneficiaries to the Agreement. Customer may not transfer the Agreement without PrimeroHost’s prior written consent. PrimeroHost’s approval for assignment is contingent on the assignee meeting PrimeroHost’s credit approval criteria. PrimeroHost may assign the Agreement in whole or in part.
18. Refunds and CancellationYou may within 14 calendar days of placing an Order amend or cancel an Order by providing us with written notice. If You amend or cancel an Order, your liability to us shall be limited to payment to us of all costs We reasonably incur in fulfilling the Order until we receive your amendment or cancellation. However, where the amendment or cancellation is due to our failure to comply with these Terms pf Service you shall have no liability to us for it.
All customers are entitled to benefit from Our 14 day money back guarantee in respect of the following service only:
except for customers who have already benefited from our money back guarantee who subsequently re-order the same service and provided that in all cases, in respect of any usage made of the Service(s) during the 14 day period, a pro rata amount shall be deducted from the refund. The 14 day period commences on the date you first use the relevant Service or the date we state that the relevant Service will be available in the Service Confirmation, whichever is earlier.
There will be no refunds for new domain registrations, ID Protect, WHM/CPanel, Plesk VPS & Dedicated Server License, Virtuozzo, SpamExperts, SSL Certificates or Site Builder unless a refund is given to us by the external vendors from which these items are purchased. We will have no obligation to pursue a refund from such external vendors.
We cannot guarantee any domain You pre-order will be successfully registered as and when it becomes available for registration. If We are unable to register any pre-ordered domain name, We will provide a full refund in the form of account credit after the domain extension becomes available to the public.
If a refund which is requested by the Customer is to an international bank account outside of the United Kingdom, the Customer agrees to bear any and all charges incurred to us for the payment transfer. The amount which the Customer owes us shall be deducted from the total refund amount.
All refunds are at the reasonable discretion of PrimeroHost, you forfeit the right to any “money-back guarantee” if any of the conditions are not met, but not limited to, in our Terms Of Service, Acceptable Use Policy.
Cancellation requests must be submitted through the client area.
It is your responsibility to ensure any paypal subscriptions and/or recurring Credit Card subscriptions that you may have setup are cancelled, PrimeroHost will not be responsible for any funds paid to us in excess and will not refund them.
No other forms of cancellation are accepted.
Cancellations must be submitted before the invoice for that billing cycle is generated or at least 7 days before renewal. Failure to do so will result in the invoice being due. Cancellation requests can only be submitted if the account has no due invoices. Cancellation requests submitted after the invoice has been raised will incur a late cancellation fee of not less than £10 and not more than £80.
This Agreement together with the Order and AUP constitutes the complete and exclusive agreement between the parties regarding its subject matter and supercedes and replace any prior understanding or communication, written or oral.