Thank you for choosing Spectrum20 as your hosting partner. This document and any documents linked within form the basis of the business relationship between Spectrum20 (we, us or our) and our customer (customer, you or your). These documents are collectively referred to as the “Services Agreement” unless there is a need to refer to them by their specific name. They are incorporated into this Services Agreement.
This Site receives and stores any information you enter. Information is routinely collected from visitors of this Site through such means as registration forms, order forms, surveys and contests.
In addition, this Site receives and stores certain types of information whenever you interact with this Site. For example, this Site uses “cookies,” which are alphanumeric identifiers that are transferred to your computer’s hard drive through your Web browser to enable this Site to recognize your browser and collect certain information regarding your use of this Site.
This Site also automatically collects a visitor’s IP address, domain name andinformation on what pages visitors access or visit. Visitors’ IP addresses may be used by Spectrum20 for the purpose of system administration, to report information to our content partners and advertisers, and to audit the use of this Site. Spectrum20 does not currently link IP addresses to any personally identifiable information, however, Spectrum20 may use an IP address to identify a visitor to this Site in certain circumstances including, but not limited to, enforcement of compliance with the terms of the use of this Site, to protect Spectrum20’s rights, to protect customers or others or as may be required by law.
Email addresses and other personally identifiable information about visitors to this Site are known to Spectrum20 only when voluntarily submitted. For example, personally identifiable information collected in connection with visitors voluntarily filling out contest entry forms or subscribing to newsletters is retained by Spectrum20. This information is used to improve this Site and to support transactions made on this Site, for other purposes as may be disclosed in connection with the submission by the visitor of the information, and for purposes as described in this policy. Spectrum20 may use email addresses and other personally identifiable information to contact visitors who communicate with Spectrum20.For example, Spectrum20 may direct emails to visitors who provide Spectrum20 with their email addresses for specific purposes such a receiving newsletters or being notified of special offerings.
Sharing Information With Third Parties
The information which is collected or retrieved by this Site may be shared with Spectrum20’s affiliates and business partners, including companies that have Linked Sites (as described below) for marketing and promotional purposes.
In addition this Site may engage other companies and individuals to perform certain functions on its behalf. These companies and individuals have access to your information as needed to perform their functions but may not use it for other purposes.
This Site may also disclose visitor information in special cases when there is reason to believe that disclosing this information is necessary to identify, contact or bring legal action against a visitor who may cause injury to or interfere with Spectrum20’s rights or property or another person or entity’s rights or property.Spectrum20 may also disclose visitor information when required by law.
Links to Other Sites
Spectrum20 strives to protect visitors’ personal information, however, Spectrum20 does not ensure or warrant the security of any information. Spectrum20 will use reasonable efforts to ensure that information stored on Spectrum20 system is secure.
You should be aware that when you voluntarily disclose personal information on any community area (e.g. bulletin board, chat room or other forum) that information can be collected and used by others and may result in unsolicited messages from other parties.
Spectrum20 uses a third party to manage our hosting infrastructure. We chose an industry leading partner to offer our services from. By purchasing Spectrum20’s services, you are also agreeing to our providers Services Agreement.
- We grant a license to you to use the Services during the Term as defined below. This license is contingent on your compliance with this Services Agreement, and contains only those rights expressly set out in it. The license is a limited, personal, non-transferable, non-exclusive license to use the Services during the Term. You may sublicense the Services to End Users strictly in accordance with this Services Agreement.
- You grant us, our affiliates, providers of Third Party Services, and subcontractors, a limited, personal, transferable, nonexclusive license to use your data during the Term for the purposes of providing hosting services. You agree to sublicense to us, and the other parties set out in the prior paragraph, the data of your End users.
- We will provide the Services to you, according to this Services Agreement. We do not have to provide the Services to you if you are in breach of this Services Agreement.
- We will not arbitrarily make changes to the Services. However, from time-to-time, we may make minor changes to address technical issues. We will not provide you with notice of these minor changes unless we have a reasonable belief that such a change will affect our general customers’ use of the Services.
- From time-to-time either we, or the providers of Third Party Services, may cease supporting aspects of the Services, or provide replacement components (End of Life). Should components of the Services come to the End of Life, we will use commercially reasonable efforts to replace them with comparable components. Should we be unable to do so, we agree to provide support for these components for ninety days from the date we notify you of End of Life. This support does not include Third Party Services.
- If set out on the Order Form, certain aspects of the Services may be in beta form (Beta Services). In addition to the disclaimers of warranty set out in this Services Agreement, the Beta Services are provided with the express understanding that they may not have been tested, have faults, and are not secure. We reserve the right to terminate the Beta Services at any time, even if you have relied on them as a material inducement to enter into this Services Agreement. We make no guarantee that Beta Services will be put into production.
- We may incorporate the services of third parties into the Services (Third Party Services). The providers of Third Party Services may have reserved the right to make changes in their services. If we are unable to secure replacement services on terms that are reasonable to us, we may discontinue the affected Third Party Services. We are not in breach of this Services Agreement, and you may not terminate it, in such a case. We also reserve the the right to change Third Party providers at our discretion.
- We have designed the Services to operate in the manner used by most of our customers. This Services Agreement does not provide professional services to configure the Services to your specific needs. You may need to purchase additional equipment in order for the Services to operate. In addition, your equipment must be configured properly to connect to or receive the Services.
- We will use commercially reasonable efforts to make the Services available to you. You agree to use the Services as set out in this Services Agreement in a commercially reasonable manner and to provide us with information we need to provide the Services to you.
- We offer no guarantee or warranty in the event the Services are unavailable. However our Third Party provider does and we will offer credit on service at our discretion.
- If you purchase a dedicated IP address from us, we grant you the right to use the IP address we assign to you during the Term. You only have the right to use this IP address during the Term and subject to this Services Agreement. Upon the end of the Term, this IP address will be recycled by us and reused; you will have no further right to use it. You will have no access to the equipment providing the dedicated IP address.
- Services set out on the Order Form which are designated as “Premium” Services are hosted in a clustered environment and provide the ability to scale the Services up and down (Premium Services). Bandwidth and transfer for Premium Services are metered. This means you will be charged for the use of the Premium Services based on the fees and calculation method set out on the Order Form. If the Order Form sets a cap on your use of the Premium Services, paragraph 11(d) describing fees for bandwidth and/or transfer overages applies.
- Our Services are duplicated for disaster recovery purposes (Disaster Backup). Disaster Backup is designed for our needs: to restore the Services in an emergency. Data restored from a Disaster Backup may not be formatted in the original manner, and may not capture all data. We have no liability to you, or End Users, to restore all of your data. Disaster Backups are not designed for litigation purposes.
- Within some services, we make a reasonable effort to increase your visibility in search or social media. This placement or increase is not guaranteed in any form and we are not liable for any negative impact this may cause.
- We provide general support through a knowledgebase and forums. We will make every effort to address your posted question or problem within 24 hours M-F. Service outages will be addressed with more priority. Outages caused by coding, plugins or any other issues by you or your customers are not defined as Service Outages.
- Support is specifically subject to our disclaimers of liability set out belwo. If your use of Support demonstrates that you do not have the necessary knowledge to use the Services, we may limit your use of it.
- We solicit your feedback when providing you with Support. We own this feedback.
- Our charges to provide the Services to you are set out on the Order Form (Fees). We may change the Fees upon the expiration of any Term. However, we may change the Fees prior to the expiration of any Term if a Third Party Services vendor raises their fees to us.
- You will be charged the Fees beginning on the Effective Date. Our schedule of payments is set out on the Order Form Fees are not refundable except as expressly stated in this Services Agreement.
- Fees are due on the date set out on the Order Form, or if no date is set out on it, on the last business day of each month (Due Date).
- We will collect the Fees by debiting the method of payment you provided to us on the Order Form. Credit, debit, or other similar sources of payment may be debited up to one week prior to the Due Date. For contracts having a term of twelve months or more, we will accept payment on our presentation of an invoice. You must keep the method of payment current, and able to be debited. It is your responsibility to ensure that the Fees are paid. We have no liability should the Services be suspended because we fail to receive payment due to an invalid payment method.
- We may be required to collect taxes on the Services (Taxes). Taxes will be added to the Fees and you agree to pay them, unless you provide us with a valid tax exemption certificate. We will not charge you for taxes assessed on our income.
- If you do not pay the Fees by the Due Date, we will suspend your ability to use the Services, and may terminate this Services Agreement. In addition, Third Party Services, like domain names, may be forfeited. We may also send you to collections, and add any charges associated with collecting unpaid Fees, to the Fees. If the Services are suspended because we do not receive the Fees, we will preserve your data for thirty days from the date of suspension. After that time it will be deleted.
- If you believe that a Fee we have charged you is not accurate, you agree to notify us within thirty days of our charge. Your notice must be submitted through our trouble ticket system and have enough information for us to investigate your dispute. We agree not to suspend the Services in dispute as long as your dispute is reasonable, made in good faith, and you cooperate with us to resolve it.
- If the Order Form states that you qualify for a 60-day money-back guarantee, this guarantee applies only to Services we provide and not Third Party Services (like domain names and SSL certificates) or Services that are custom or non-standard.
- We may offer promotions that discount Fees, or otherwise apply to the Services (Promotions). Promotions are subject to the terms and conditions accompanying them and expire. We may not offer Promotions to current customers. We may also waive certain Fees. These waivers apply according to their terms, and may result in the extension of the Term.
Term and Termination
- This Services Agreement has the term you have chosen on the Order Form (Term). Upon expiration of the initial Term, this Services Agreement will renew for the same amount of time as the initial Term.
- We each agree to provide the other with written notice, no later than thirty days prior to the expiration of a particular Term, of intent to terminate. We will provide you with notice in your customer portal, and you agree to provide us with notice as set out in this Services Agreement. To terminate this Services Agreement, you must open a ticket in our support system. We will acknowledge your request in the ticket. If you do not receive an acknowledgement within ten days, you must resubmit your request. Terminations are only effective following our acknowledgment.
- If the termination notice period above exceeds thirty days, you agree to pay us an Early Termination Fee should you fail to provide us with timely notice of your intent to terminate. The Early Termination Fee is calculated by multiplying the number of months left in the remaining Term by the average Fee charged during the months billed in the Term you are cancelling. You agree that we calculated the Fee based on your acceptance of the Early Termination Fee, and that it was a material inducement to our willingness to enter into this Services Agreement with you.
- You may terminate this Services Agreement prior to the end of a Term if we materially breach this Services Agreement, you have provided us with written notice of this breach and we have failed to cure it within thirty days from the date of your notice.
- Even if other termination provisions in this Services Agreement provide differently, we may terminate this Services Agreement prior to the end of a Term if: (i) you materially breach this Services Agreement, we have provided you with written notice of this breach, and you have failed to cure the breach within ten days from the date of our notice; (ii) you fail to pay Fees by the Due Date; (iii) your use of the Services endangers our network, violates the law, or inhibits our ability to provide the Services to our other customers; or (iv) it becomes economically infeasible to continue to provide the Services to you.
- Upon termination you will no longer have access to the Services. This means that data may not be available to you. It is your obligation to download Data prior to termination or the end of a Term. Upon termination, all Services will be placed in the recycle queue and Data will be deleted. We are not responsible for this deleted Data.
- What both parties warrant. Each party warrants that they have the power, authority and legal right to enter into this Services Agreement and to perform the obligations set out in it, and those set out in contracts incorporated by reference.
- What we warrant. We warrant we own all of the intellectual property that we created when it is incorporated into the Services. If we do not own the intellectual property incorporated into the Services, we warrant that we have a license to use it.
- What you warrant. You warrant that you, and your End Users, own, or have a license to use, all of the intellectual property that is placed on, or transmitted via, the Services. At our request, you will provide us evidence of this ownership or license. You warrant that neither you, nor your End Users’, use of the Services will infringe the intellectual property or other proprietary rights of us, the providers of Third Party Services, or any other individual or entity. You warrant that all information you provide to us is complete, accurate and up-to-date. Finally, you warrant that you are over eighteen years of age.
- OTHER THAN AS IS EXPRESSLY SET OUT IN PARAGRAPH 7, THE SERVICES ARE PROVIDED AS-IS, AS AVAILABLE, AND WITH ALL FAULTS. EXCEPT AS EXPRESSLY PROVIDED IN THIS SERVICES AGREEMENT, NEITHER PARTY MAKES ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND AGAIN, EXCEPT AS PROVIDED IN THIS SERVICES AGREEMENT, EACH PARTY AND THEIR LICENSORS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO: ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, UNINTERRUPTED OR ERROR FREE SERVICE, ERROR CORRECTION, AVAILABILITY, ACCURACY AND ANY AND ALL IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PEFORMANCE OR USAGE OF TRADE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. WE MAKE NO, AND SPECIFICALLY DISCLAIM ANY, WARRANTIES AS TO THIRD PARTY SERVICES.
Limitation of Liability
- EXCEPT FOR THE INDEMNIFICATION OBLIGATIONS SET OUT IN THIS SERVICES AGREEMENT, IN NO EVENT SHALL OUR LIABILITY ARISING OUT OF, OR RELATED TO, THIS SERVICES AGREEMENT, FOR ANY REASON, INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED IN THE AGGREGATE SIX MONTHS FEES PAID BY CUSTOMER TO US. THE PROVIDERS OF THIRD PARTY SERVICES SHALL HAVE NO LIABILITY TO YOU UNDER THIS SERVICES AGREEMENT, AND WE SHALL HAVE NO LIABILITY TO END USERS.
- IN NO EVENT SHALL EITHER PARTY OR THEIR LICENSORS HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTIAL, CONSEQUENTIAL, COVER ORPUNITIVE 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. YOU AGREE THAT OUR SLA IS YOUR SOLE AND EXCLUSIVE REMEDY FOR INTERRUPTION IN THE SERVICES, AND ANY OTHER ITEM SET OUT IN THE SLA. THIS DISCLAIMER SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.