Terms of Service & Acceptable Use Policy ("Dedicated Hosting Agreement")


Terms of Service & Acceptable Use Policy ("Dedicated Hosting Agreement")

This legally binding contract (the "Agreement") is by and between Nexeon Technologies, Inc., a Texas corporation ("ServerDeals"), and you and your assigns, employees, agents or contractors ("You", "Your", the "Client") and is effective as of the date you purchase dedicated hosting services from ServerDeals. This Agreement sets forth the terms and conditions of Your use of ServerDeals's Dedicated Server services (collectively, the "Services") and represents the entire agreement between You and ServerDeals relating to the Services. This Agreement contains provisions that set forth ServerDeals's Acceptable Use Policy, Privacy Policy and guarantees of a certain service level (found in the "Uptime Guarantee" and "Service Level" sections below).

By purchasing the Services, You acknowledge and agree that You have read, understand, acknowledge and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies that ServerDeals may establish and post on its website from time to time.

Description of Services

ServerDeals provides the Services to its customers for a monthly fee. ServerDeals will provide You an account on one or more of its dedicated servers, provided, however, You abide by the terms and conditions set forth in this Agreement and in any other agreement pertaining to other services you may purchase. ServerDeals 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. ServerDeals shall use reasonable efforts to notify You in advance of any planned changes to ServerDeals's network or facilities that may adversely affect the Services provided under this Agreement.

Fees

Fees for Services ordered by You shall be charged beginning on the date of the initial order and that date shall serve as the monthly anniversary date for all future billings including one time fees, upgrades, additional services, cancellations and service credits. Fees are due in advance of the monthly service cycle and will be billed on the anniversary date of each month.

From time to time it may be necessary to make adjustments in the fees and surcharges charged for the Services in order to cover certain changing costs (e.g., power) incurred by ServerDeals in providing the services. Such adjustments will be reflected on the statement or invoice provided to you for the Services, and you agree to pay for the fees and surcharges for the Services, as adjusted.

Payment Options

ServerDeals provides several options for payment:

- Credit Card on File. When you place a credit card on file with ServerDeals, we will, typically, bill the card a few days before your invoice is due. If the credit card charge is expired, not authorized or declined by our processing company, we will notify you via E-mail. We request that you update your card promptly. If your invoice becomes past due (from the invoice Due Date) then ServerDeals reserves the right to suspend service or terminate service. You agree that ServerDeals is not responsible for any data loss due to service suspension or termination.

- Checks, Money Orders, Wire Transfers and PayPal payments. ServerDeals accepts both checks and money orders. In the event a check is returned, ServerDeals will charge a returned check fee of $35.00 or, if less, legal limit in Your state or country. You are responsible for payment of all bounced check fees. In the event Your invoice is past due (from the invoice Due Date) then ServerDeals reserves the right to suspend service or terminate service. You agree that ServerDeals is not responsible for any data loss due to service suspension or termination.

Late Payment

ServerDeals reserves the right to charge a late fee of 10% per invoice per month on late payments. Invoices will be automatically considered late once the invoice due date has passed.

Non-payment Termination

In the event you fail to pay your invoice before or on the due date, we reserve the right to suspend your service or terminate your service entirely and reformat your server.

If you are terminated for non-payment, we also reserve the right to refer your account to a third party collection agency and you agree to pay any collection fees or legal fees we may be charged to collect on your debt.

Overage Billing

"Overage" is defined as usage of the Services provided by ServerDeals to You in excess of the allocated limitation. Overages are charged for SAN, Backup, Bandwidth and Professional Services (administrative time) used in excess of the amount allocated to Your account.

You agree to pay the then-current Overage fees and charges for the ServerDeals services, including backup and bandwidth Overage fees, upon receipt of an invoice. Overage rates are set and published on our website at http://www.ServerDeals.org/addon_pricing.php. Usage information is available by submitting a support ticket.

Overage fees can be avoided by subscribing to a higher service plan.

Cancellation and Refunds

ServerDeals is not able to schedule cancellation for a specific time or date. To submit a cancellation request, please login to the ServerDeals billing control panel, go to "My Products & Services", select the product, and click on "Request Cancellation". Please note that if you have any open invoices, the invoices must be more than twenty-four (24) hours from being due to be cancelled. If you cancel in the twenty four hour period from when your invoice is due, the invoice will not be cancelled and you will be held responsible for paying it. When you request cancellation, we will follow this process: we will immediately suspend billing and cancel the server. We are not able to provide scheduled cancellations and all cancellations are effective immediately. Regarding mid-month or mid-period cancellations, ServerDeals will not issue pro-rated refunds for cancellations received in the middle of a payment cycle.

Refunds will not be given on a pro-rated basis for Services provided in a given billing period. Receipt by you of any Services in a given period will obligate you to pay for the Services during that entire billing period.

Term and Termination and Money Back Guarantee

You agree to a month to month term for the Services unless otherwise agreed to in writing. The month to month term for services is automatically renewed each month unless either party notifies the other in writing of its desire that the Agreement not be renewed, no later than three (3) days before the next upcoming anniversary date for billing. You may cancel Your account by terminating this Agreement in this manner by contacting the ServerDeals billing department.

ServerDeals may terminate this Agreement effective immediately and without notice upon any breach by You of any of the terms of this Agreement. In such event, ServerDeals shall have no obligation to refund any fees paid in advance by You.

At this time, ServerDeals does not offer a refund-based money back guarantee of any kind.

Chargebacks and Payment Disputes

Under this Terms of Service agreement you must first contact ServerDeals to attempt to resolve any billing disputes before contacting your bank or credit card company to dispute the charges. You further agree that any billing disputes must be submitted in writing to our billing department within one month of the invoice payment in question.

By using our services You agree to the above policy and to contact ServerDeals before contacting your financial institution to seek a resolution.

In the event you dispute charges contrary to this agreement, we reserve the right to refer your account or sell your debt (plus any applicable fees) to a third party collection agency. We also reserve the right to take further legal action against you.

Promotional or Special Offers: Pre-payment Offers

From time to time, ServerDeals may offer discounted pricing for initial introductory periods (e.g., discounted fees for the first months service.) A condition of such discounted pricing may be the requirement that prepayment for a period longer than the introductory period be paid. For example, the first month's service may be offered for a discount, with the standard pricing going into effect during the second month, with a quarterly prepayment being required. Promotional offers are non-refundable.

Promotional or Special Offers: Other Types of Offers

From time to time, ServerDeals may offer promotional or special offers as sales incentives. These offers may be comprised of discounts, free time, free services, discounted services, trial offer periods and other types of offers. Such offers cannot be combined with other offers unless otherwise stated and are one-time use offers. One offer per client only. Offers are valid only where they are permitted by law. Offers are void where prohibited. Some offers (example: "Three Months Free Load Balancing Service") require You, the Client, to contact ServerDeals prior to the expiration of the trial period in order to avoid being re-billed. Offers which provide a discounted monthly rate for a specified period of time will reset automatically to the full monthly rate once the promotional period has passed and You, the Client, agree to pay, in full, the full monthly rate, unless You cancel in advance.

Tortuous Conduct

Any abuse towards any ServerDeals employee will not be tolerated. You are expected to request and respond to support and other issues in a professional manner, when emailing, calling or submitting online tickets to ServerDeals. Any cursing, yelling, or further intentional disruptive behavior aimed at ServerDeals or its employees shall be considered a violation of this Terms of Service agreement.

Any threat; whether orally, verbally, in written, via E-mail, via Live Chat, delivered by second parties or delivered in any other way, and directed towards ServerDeals or any of ServerDeals's employees, partners, staff, contractors, sub-contractors, facilities, offices, etc. shall be construed as a violation of this Terms of Service agreement. Threats of physical violence will be directed to the proper authorities.

No refunds shall be given when the above Tortuous Conduct clause is in violation and necessitates the termination of an account or services.

License to Host

You hereby grant to ServerDeals a non-exclusive, royalty-free, worldwide right and license during the term of this Agreement to do the following to the extent necessary to provide the Services under this Agreement: (a) digitize, convert, install, upload, select, order, arrange, compile, combine, synchronize, use, reproduce, store, process, retrieve, transmit, distribute, publish, publicly display, publicly perform and hyperlink any content uploaded by You; and (b) make archival or backup copies of content uploaded by You to the ServerDeals servers. ServerDeals shall have the right, but not the obligation, to make backup copies of the data uploaded by You to the ServerDeals servers. You are responsible for any of your content residing on ServerDeals's servers and for the backup thereof.

Storage and Security

At all times, You bear full risk of loss of any content and software you place on the ServerDeals servers. You are entirely responsible for maintaining the confidentiality of Your password and account information. You acknowledge and agree that You are solely responsible for all acts, omissions and use under and charges incurred with Your account or password or in connection with the server or any of the content displayed, linked, transmitted through or stored on the server.

ServerDeals does not undertake any obligation to provide management or security services unless you specifically request it to do so. If any technology specifically associated with your account requires updating, You must make a request for such update through ServerDeals's ticketing system.

You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to Your content; (ii) maintain independent archival and backup copies of Your content; and (iii) ensure the security, confidentiality and integrity of Your content transmitted through or stored on ServerDeals servers. ServerDeals shall have no liability to You or any other person for loss, damage or destruction of any of Your content.

Uptime Guarantee

"Uptime" refers to the amount of time the Services are available, as measured solely and only by ServerDeals's internal monitoring systems. "Downtime" refers to the amount of time the Services are unavailable, as measured solely and only by ServerDeals's internal monitoring systems. ServerDeals guarantees that it's Networking and Connectivity services will be available 100% of the time. In the event such level of service is not provided, ServerDeals will credit your account in an amount as determined in the chart below, reflecting credit percentages of the monthly fees paid by You to ServerDeals for the Services, but not payments made for any of the following products and services: domain name registration, software licenses, IP address charges, set up fees, shipping and handling, SSL certificate fees, labor charges, and other services which are unrelated to Uptime.

1. 99.9% to 100% will result in a credit of: 0%
2. 99.1% to 99.8% will result in a credit of: 3%
3. 98% to 99% will result in a credit of: 5%
4. 95% to 97.9% will result in a credit of: 10%
5. 90% to 94.9% will result in a credit of: 25%
6. 89% or below will result in a credit of: 50%

To receive a credit, You must make a request by sending an email message to sales@ServerDeals.com. Each request in connection with this Agreement must include the dates and times of the Downtime, the name and IP address of the server or servers which experienced the Downtime. The request must be received by ServerDeals within ten (10) business days after the incident of Downtime. If the unavailability is confirmed by ServerDeals, credit will be applied to Your ServerDeals account within thirty (30) days of receipt of Your credit request.

The total amount credited to You in a particular month under this Agreement shall not exceed the total amount of fees paid by You for such month for the affected Services. Credits are exclusive of any applicable taxes charged to You or collected by ServerDeals and are Your sole and exclusive remedy with respect to any Downtime.

The provisions of the Agreement pertaining to Force Majerue are unaffected by these terms referring to Uptime Guarantee. Moreover, downtime caused by any of the following shall not result in any obligation by ServerDeals to provide credit to You:

1. emergency maintenance
2. scheduled maintenance
3. system upgrades
4. domain name system (DNS) problems outside of ServerDeals's control
5. issues with FTP, POP, IMAP, or SMTP customer access
6. Acts or omissions by You or any of Your employees or agents, resulting in downtime
7. Any negligence, willful misconduct, or use of the services in breach of ServerDeals's Acceptable Use Policy
8. Problems with users' web browsers, DNS, or other caching that might make it appear the Services are unavailable even though others can still access the ServerDeals servers.

Hardware Replacement Guarantee

ServerDeals strives to maintain the integrity of the hardware used to provide its services, and any Downtime caused by hardware failure shall be credited pursuant to this Agreement. ServerDeals maintains a stock of all essential hardware necessary to provide the Services. ServerDeals shall replace any and all substantially malfunctioning hardware within 6 hours of ServerDeals becoming aware of such substantial malfunction.

The amount of time for replacement of hardware shall be measured from the moment that ServerDeals determines that the hardware must be replaced, and does not include time spent diagnosing the problem, researching other solutions, investigating the cause of the failure or time spent installing software, restoring backups or other, similar situations.

In the event that ServerDeals fails to meet this hardware replacement guarantee, ServerDeals will issue, to You, account credits in the amount of 1% of the base monthly server rent for each hour after the first six hours of the monthly service fee for the server in question to a maximum of 25% of the cost of the server itself (excluding any management, upgrades or additional services associated with the server in question.)

To receive a credit, You must make a request by sending an email message to sales@ServerDeals.com. Each request in connection with this Agreement must include the dates and times of the hardware replacement situation, the name and IP address of the server or servers which experienced delayed replacement. The request must be received by ServerDeals within ten (10) business days after the incident. Upon confirmation by ServerDeals, credit will be applied to Your ServerDeals account within thirty (30) days of receipt of Your credit request.

Acceptable Use

You agree not to use the Services to:

- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- administer IRC;
- harm minors in any way;
- impersonate any person or entity;
- "stalk" or otherwise harass another person;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services;
- upload, post, email, transmit or otherwise make available any Content that You do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," or "pyramid schemes;"
- upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
- intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
- provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act; and/or
- collect or store personal data about other users in connection with the prohibited conduct and activities set forth in the paragraphs above.

Zero Tolerance Policy for Unsolicited E-mail/Black Listing

"Unsolicited E-mail Complaint" is an occurrence of a third-party complaint regarding a specific E-mail communication message sent by You. "Unsolicited E-mail Incident" is an occurrence of a single E-mail message which may have been sent to multiple E-mail addresses. An Incident may contain numerous Complaints. Incidents may contain Complaints received up to 24 hours after the first. After 24 hours, a new Incident will be opened.

Black Listing: "IP Black Listing" is an occurrence when a third party black listing service determines that a ServerDeals issued IP address is a frequent source of Unsolicited E-mail. Black Listings result in the IP address (or multiple IP addresses in the same "IP range") being unable to send E-mail to certain third parties.

ServerDeals has designed this portion of this Agreement to comply with the United States CAN-SPAM Act (the "Act".) The Act states that commercial E-mail must be solicited, an effective, visible and clearly defined un-subscription process be in place, that every E-mail message sent be sent from a valid address, without any form of IP or source spoofing, that every E-mail message sent contain the physical contact information of the sender, that every recipient of such E-mail messages has requested to receive such E-mails and that the messages and method in which they were sent comply with the other provisions of the United States CAN-SPAM Act.

Zero Tolerance for Black Listing: ServerDeals has a Zero Tolerance policy regarding Black Listings and considers any attempt to send Unsolicited E-mail Messages or other forms of Spam E-mail (including "Spamvertising" other websites or services or products) to be violations of this Agreement. If an IP address assigned to You is found to be Black Listed, ServerDeals reserves the right to discontinue your services immediately with or without warning.

Furthermore ServerDeals will levy a Black Listing processing fee of $300 for the first instance of IP Black Listing and $600 for the second instance of IP Black Listing (collectively, the "Penalties".) If your service is terminated under the Unsolicited E-mail Policy then you forfeit all fees paid, including pre-paid fees and unused time. All fees paid become non-refundable. Further, account termination does not absolve or nullify Penalty payments you may owe to ServerDeals. Further, you may accumulate additional Penalties based on complaints received after your termination. This section of the Agreement will survive for a period of one year after this agreement is terminated.

Disclaimer of Warranties

You acknowledge and agree that ServerDeals exercises no control over, and accepts no responsibility for, the content of the information passing through the host computers, network hubs and points of presence or the Internet. NEITHER SERVERDEALS, 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 SERVERDEALS PROVIDES. NEITHER SERVERDEALS, 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. SERVERDEALS IS NOT LIABLE FOR THE CONTENT OR LOSS OF ANY DATA TRANSFERRED EITHER TO OR FROM YOU OR STORED BY YOU OR ANY OF YOUR CLIENTELE VIA THE SERVICES PROVIDED BY SERVERDEALS.

Indemnification

You agree to indemnify, hold harmless, and defend ServerDeals and all directors, officers, employees, and agents of ServerDeals 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 legal fees) arising out of or relating to the use of the Services by You, including any violation of the Acceptable Use Policy set forth in this Agreemnet. Such claims shall include, but shall not be limited to, claims based upon trademark, service mark, trade name, copyright and patent infringement, trademark dilution, tortious 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 SERVERDEALS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, SUFFERED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF SERVERDEALS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will ServerDeals's 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 You for the Services during the 12-month period prior to the date the damage or loss occurred or the cause of action arose. The provisions of this Agreement pertaining to Uptime Guarantee apply to credits available to you for system downtime.

ServerDeals's Utilization of Third Party Services

ServerDeals reserves the right, and You agree to pay for, services of third party consultants hired by ServerDeals in its discretion to assist ServerDeals in providing the Services to you. Fees for the services of third parties retained by ServerDeals will be charged to You in the invoice covering the period during which the third party services were utilized by ServerDeals.

Force Majeure

ServerDeals shall not be liable for failure or delay in performing its obligations under this Agreement 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, terrorist or other attack, 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

You represent and warrant that Your use of the Services shall not infringe the intellectual property or other proprietary rights of ServerDeals or any third party. You further acknowledge 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 ServerDeals is owned by ServerDeals and/or its licensors. Unless otherwise specifically provided in this Agreement, You shall have no right, title, claims or interest in or to ServerDeals's intellectual property.

You shall not copy, modify or translate any ServerDeals intellectual property or related documentation, or decompile, disassemble or reverse engineer same, 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, You are not authorized to distribute or to authorize others to distribute ServerDeals intellectual property in any manner without the prior written consent of ServerDeals.

ServerDeals respects the intellectual property of others, and we ask You to do the same. ServerDeals may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers.

Governing Law

This Agreement shall be interpreted and construed according to, and governed by, the laws of the State of Texas.

Waiver and Modification

Except as otherwise provided herein, this Agreement may not be amended except through a writing executed by the parties. Any failure or delay in exercising any right, remedy, or power under this Agreement shall not operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. The waiver by any party of the time for performance of any act or condition hereunder shall not constitute a waiver of the act or condition itself.

Assignment and Severability

This Agreement shall be binding upon and inure to the benefit of You, ServerDeals and their respective successors, and assigns. You may not assign this Agreement without the prior written consent of ServerDeals, 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.

Additional Incorporated Agreements

Additional amendments to the Agreements, when noted, are amendments to this Agreement and are to be incorporated into it. Examples include terms and conditions for promotional offers and other additional terms and conditions.

ServerDeals reserves the right to modify this agreement as needed without notice, and You agree that by creating, using, or otherwise engaging in business with ServerDeals, that You have fully read, fully understand and agree to these Terms and Conditions. You understand that the Terms and Conditions in the Agreement are legally binding and that you are authorized to enter into such agreements on behalf of Your organization or Yourself.

 

TERMS APPLICABLE TO RESELLERS

THE TERMS IN THIS SECTION APPLY TO RESELLERS OF SERVERDEALS' HOSTING SERVICES.

Grant of Right to Resell Services

Provided that You complete the registration process and are accepted by ServerDeals for participation in ServerDeals's Reseller Program (the Reseller Program), You are granted the limited right as provided in this section to resell the Services. This limited right is conditioned upon Your full compliance with all applicable user agreements, including but not limited to ServerDeals's Terms of Service and Acceptable Use Policy, and is also conditioned upon compliance with all applicable user agreements by the customers of Yours to whom You resell ServerDeals's services (Reseller Customers).

The rights granted to You to resell the Services are non-transferable and cannot be sold separately or in conjunction with the sale of an existing site or business without ServerDeals's prior written consent.

Price and Payment

ServerDeals will provide the Services to You under the Reseller Program at the prices and rates posted on the website, applicable to You. The rates applicable to You will vary depending on various factors such as:

- Volume of servers that you currently maintain with ServerDeals
- Volume of value added services that you currently maintain with ServerDeals
- Special written offers provided by an Account Executive or other authorized ServerDeals employee.
- Custom pricing for Servers and Services (Overrides)

Indemnification by Reseller

You agree to indemnify, defend and hold ServerDeals harmless against any and all claims, damages and liability occasioned by any conduct of You or Your Reseller Customers, including any and all claims arising from content uploaded or stored by any Reseller Customer. You agree to indemnify ServerDeals against transactions processed by ServerDeals by or on Your behalf that are fraudulent in nature.

Agreement to Cooperate With Investigations

You agree that You will provide assistance to ServerDeals in connection with any investigation, demand, or notice provided to ServerDeals pertaining to any conduct or content of any Reseller Customer made by any governmental agency or third party. Such assistance shall include but not be limited to investigation and necessary communication in connection with Takedown Notices issued to ServerDeals pursuant to the Digital Millennium Copyright Act. You agree that You will cooperate with ServerDeals in connection with all reasonable requests made by ServerDeals for You to preserve all information and content that may be the subject of any investigation or third party claim.

Management of Reseller Customer Accounts

At all times you must maintain a list and contact information of your clients with ServerDeals for the purpose of cooperation with any investigations that may be executed upon you or your clients activities, and to maintain your active status as a reseller with ServerDeals.

In the event of a default or breach by You of any provision of this Agreement or the ServerDeals TOS (Terms of Service), or in the event You abandon, for any reason, Your obligation to provide the Services to any of Your Reseller Customers, ServerDeals shall be entitled to do any of the following in connection with Your Reseller Accounts:

- Directly contact Reseller Customers
- Bill Your Reseller Customers directly for the Services
- Collect all amounts due directly from such Reseller Customers
- Terminate Your Account (including Your status as a participant in the Reseller Program)

In the event of default, breach or abandonment by You as provided in this subsection, You agree to provide to ServerDeals, on ServerDeals's request, all billing and contact information for each of Your Reseller Customers so that ServerDeals may exercise the rights set forth in this subsection.

Your Obligations to Provide Customer Service

Unless You elect otherwise, on a per incident basis, through a technical feature in the Reseller Program, You shall be solely responsible for providing all Customer Service to Your Reseller Customers. In the event You elect to have ServerDeals handle a particular customer service incident, You grant the authority to ServerDeals to handle the particular situation exercising ServerDeals's sole discretion, and agree to hold ServerDeals harmless for any claims made by the Reseller Customer in connection with ServerDeals's handling of the customer service request. ServerDeals reserves the right to charge You a fee for each incident You elect ServerDeals to handle.

Requirements for Agreements With Reseller Customers

In no event will You undertake any obligation to any Reseller Customer which would grant or purport to grant any rights not expressly provided to You under this Agreement.

 

TERMS APPLICABLE TO AFFILIATES

THE TERMS IN THIS SECTION APPLY TO AFFILIATES OF SERVERDEALS' HOSTING SERVICES THROUGH SERVERDEALS' AFFILIATE/REFERRAL PROGRAM.

Commissions are only paid on transactions that have remained valid and active on ServerDeals networks for at least 30 days. For example, commissions earned during January will mature in February and be processed on March 15th. Thus, depending on when you join and when the transactions take place, your payment may take anywhere from 45 days to 60 days to be processed and submitted for payment.

Current ServerDeals customers are encouraged to participate in the program and refer business to ServerDeals. However, customers will not receive payment for affiliate transactions associated with their own account or payment method. Customers can refer new customers but will not be compensated if they are attempting to receive a commission on transactions done under any account that they are already associated with or using any of their own payment methods.

Special situations. If you are a consultant or an IT employee of a ServerDeals client and wish to receive affiliate commissions, you must contact the affiliate manager for prior approval of your account at sales@ServerDeals.com