By hosting on ShopSite servers you agree to be bound by the following Rules and Policies.
- Use of Services
- 1.1. The Customer agrees to use ShopSite's server only for lawful purposes, in compliance with all applicable laws. Specific Activities that are prohibited include, but are not limited to: Threatening harm to persons or property or otherwise harassing behavior. Violating U.S. export control laws for software or technical information. Fraudulently representing products/services using your account. Facilitating, aiding, or encouraging any of the above activities. Additional Activities are prohibited that appear in further sections of these guidelines, including section 2.0 Use of Material and 3.0 System Security.
- 1.2. ShopSite reserves the right to investigate suspected violations of these Guidelines. When ShopSite becomes aware of possible violations, ShopSite may initiate an investigation which may include gathering information from the Customer or Customers involved and the complaining party. During an investigation, ShopSite may disable the customer's store and account. If ShopSite believes, in its sole discretion, that a violation of these Guidelines has occurred, it may take responsive action. Such action may include, but is not limited to, temporary or permanent blocking of access to customer's store, and the suspension or termination of the customer's service.
- 1.3. ShopSite, in its sole discretion, will determine what action will be taken in response to a violation on a case-by-case basis. Violations of these Guidelines could also subject the Customer to criminal or civil liability. You hereby agree that ShopSite shall have no liability due to any corrective action that ShopSite may take.
- Use of Material
- 2.1. Materials in the public domain (e.g., images, text, and programs) may be downloaded or uploaded using ShopSite services. Customers may also re-distribute materials in the public domain. The Customer assumes all risks regarding the determination of whether the material is in the public domain.
- 2.2. The Customer is prohibited from storing, distributing or transmitting any unlawful material through ShopSite Server's. Examples of unlawful material include but are not limited to direct threats of physical harm, child pornography, and copyrighted, trademarked and other proprietary material used without proper authorization. The Customer may not post, upload or otherwise distribute copyrighted material on ShopSite's servers without the consent of the copyright holder. The storage, distribution, or transmission of unlawful materials could subject the Customer to criminal as well as civil liability, in addition to the actions outlined in 1.2 above.
- 2.3. The Customer may not store or distribute certain other types of material. Examples of prohibited material include, but are not limited to, programs containing viruses or Trojan horses and tools to compromise the security of other sites, tools used to collect email addresses for use in sending bulk email, or tools used to send bulk mail.
- 2.4. The Customer may not store or distribute pornography and/or nudity of any kind, including but not limited to, adult pornography, Anime, "adult content" and/or the written word of a sexual nature. This includes links to adult content elsewhere. ShopSite will be the sole arbiter in determining violations of this provision.
- System Security
- 3.1. The Customer is prohibited from utilizing ShopSite servers to compromise the security or tamper with system resources or accounts on computers at ShopSite or at any other site. Use or distribution of tools designed for compromising security is prohibited. Examples of these tools include but are not limited to password guessing programs, cracking tools or network probing tools.
- 3.2. The Services, including all related equipment, networks and network devices are provided only for authorized customer use. ShopSite may, but is not obligated to, monitor our systems, including without limitation, to ensure that use is authorized, to facilitate protection against unauthorized access, and to verify security procedures, survivability, and operational security. During monitoring, information may be examined, recorded, copied and used for authorized purposes. By using the Services, you consent to monitoring for these purposes.
- 3.3. ShopSite reserves the right to release the contact information of Customers involved in violations of system security to system administrators at other sites, in order to assist them in resolving security incidents. ShopSite will also fully cooperate with law enforcement authorities in investigating suspected lawbreakers.
- Email Use
- 4.1. ShopSite will investigate complaints regarding email and may, in its sole discretion, take action based on the rules below. If an email message is found to violate one of the policies below, or to contain unlawful material, as described in 2.2 and 2.3 above, ShopSite may take action as outlined in 1.2 above.
- 4.2. ShopSite merchants may not send email in any way that may be illegal. ShopSite recognizes that email is an informal medium; however, Customers must refrain from sending further email to a user after receiving a request to stop.
- 4.3. Unsolicited advertising mailings, whether commercial or informational, are strictly prohibited. ShopSite merchants may send advertising material only to addresses which have specifically requested that material.
- 4.4. ShopSite merchants may not send, propagate, or reply to mailbombs. Mailbombing is defined as either emailing copies of a single message to many Customers, or sending large or multiple files or messages to a single user with malicious intent.
- 4.5. ShopSite merchants may not alter the headers of email messages to conceal their email address or to prevent Customers from responding to messages.
- 4.6. Violations of the ShopSite policies outlined in this document can sometimes result in massive numbers of email responses. If a ShopSite merchant receives so much email that ShopSite resources are affected, ShopSite staff may block access to the customer's store and account.
- 5.1. You are solely responsible for backing-up all User Content, including but not limited to, any User Websites. ShopSite does not warrant that we back-up any User Content, and you agree to accept the risk of loss of any and all User Content.
- Billing and Payment Information
- 6.1. Prepayment.
It is your responsibility to ensure that your payment information is up to date, and that all invoices are paid on time. Subject to applicable laws, rules, and regulations, payments received will be first applied to the oldest outstanding invoice in your billing account.
- 6.2. Autorenewal.
Unless otherwise provided, you agree that until and unless you notify ShopSite of your desire to cancel the Services, you will be billed on an automatically recurring basis to prevent any disruption to your Services, using your credit card or other billing information on file with us.
- 6.3. Taxes.
Listed fees for the Services do not include any applicable sales, use, revenue, excise or other taxes imposed by any taxing authority. Any applicable taxes will be added to ShopSite's invoice as a separate charge to be paid by you. All fees are non-refundable when paid unless otherwise stated.
- 6.4. Late Payment.
All invoices must be paid within ten (10) days of the invoice due date. Any invoice that is outstanding for more than ten (10) days may result in the suspension or termination of Services. Access to the account will not be restored until payment has been received. If you fail to pay the fees as specified herein, ShopSite may suspend or terminate your account and pursue the collection costs incurred by ShopSite, including without limitation, any arbitration and legal fees, and reasonable attorneys' fees. ShopSite will not activate new packages for customers who have an outstanding balance on their account.
Dedicated Virtual Private Servers are subject to being reclaimed and all content deleted if you fail to make a timely payment. If you make a late payment we do not automatically reactivate the virtual server. Contact ShopSite directly after you make a late payment to reactivate the virtual server.
- 6.5. Invoice Disputes.
You have ninety (60) days to dispute any charge or payment processed by ShopSite. If you have any questions concerning a charge on your account, our billing department directly for assistance.
- 6.6. Termination.
ShopSite may terminate your access to the Services, in whole or in part, without notice in the event that: (i) you fail to pay any fees due; (ii) you violate this Agreement; (iii) your conduct may harm ShopSite or others or cause ShopSite or others to incur liability, as determined by ShopSite in our sole discretion; or (iv) as otherwise specified in this Agreement. In such event, ShopSite shall not refund to you any fees paid in advance of such termination, and you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such termination. Additionally, ShopSite may charge you for all fees due for the Services for the remaining portion of the then current term.
UPON TERMINATION OF THE SERVICES FOR ANY REASON, USER CONTENT, USER WEBSITES, AND OTHER DATA WILL BE DELETED.
- CPU, Bandwidth and Disk Usage
All use of hosting space provided by ShopSite is subject to the terms of this Agreement and the Acceptable Use Policy.
- 7.1. Shared hosting space may only be used for web files, active email and content of User Websites. Shared hosting space may not be used for storage (whether of media, emails, or other data), including, as offsite storage of electronic files, email or FTP hosts. ShopSite expressly reserves the right to review every shared account for excessive usage of CPU, disk space, bandwidth and other resources that may be caused by a violation of this Agreement or the Acceptable Use Policy. ShopSite may, in our sole discretion, terminate access to the Services, apply additional fees, or remove or delete User Content for those accounts that are found to be in violation of ShopSiteâ€™s terms and conditions.
- Price Change
ShopSite reserves the right to change prices, the monthly payment amount, or any other charges at any time. We will provide you with at least thirty (30) days notice before charging you with any price change. It is your sole responsibility to periodically review billing information provided by ShopSite.
- Limitation of Liability
IN NO EVENT WILL SHOPSITE, ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SERVICES, OR ANY USER CONTENT, USER WEBSITES OR OTHER MATERIALS ACCESSED OR DOWNLOADED THROUGH THE SERVICES, EVEN IF SHOPSITE IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SHOPSITE'S LIABILITY TO YOU, OR ANY PARTY CLAIMING THROUGH YOU, FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO SHOPSITE FOR THE SERVICES IN THE THREE (3) MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.
You agree to indemnify, defend and hold harmless ShopSite, our affiliates, and their respective officers, directors, employees and agents (each an "Indemnified Party" and, collectively, the "Indemnified Parties") 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 attorney's fees) threatened, asserted, or filed by a third party against any of the Indemnified Parties arising out of or relating to (i) your use of the Services, (ii) any breach or violation by you of this Agreement; or (iii) any acts or omissions by you. The terms of this section shall survive any termination of this Agreement.
By using the Services, you hereby submit to the exclusive jurisdiction of the American Arbitration Association (AAA) in connection with any dispute relating to, concerning or arising out of this Agreement. The arbitration will be conducted before a single arbitrator chosen by ShopSite and will be held at the AAA location chosen by ShopSite in Utah. Payment of all filing, administrative and arbitrator fees will be governed by the AAA's rules, unless otherwise stated in this paragraph. The arbitration before the AAA shall proceed solely on an individual basis without the right for any claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. The Federal Arbitration Act, and not any state arbitration law, governs all arbitration under this paragraph. All decisions rendered by the arbitrator will be binding and final. The arbitrator's award is final and binding on all parties. The arbitrator's authority to resolve and make written awards is limited to claims between you and ShopSite alone. Claims may not be joined or consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. If you initiate litigation or any other proceeding against ShopSite in violation of this paragraph, you agree to pay ShopSite's reasonable costs and attorney's fees incurred in connection with our enforcement of this paragraph.
- Independent Contractor
ShopSite and User are independent contractors and nothing contained in this Agreement places ShopSite and User in the relationship of principal and agent, partners or joint venturers. Neither party has, expressly or by implication, or may represent itself as having, any authority to make contracts or enter into any agreements in the name of the other party, or to obligate or bind the other party in any manner whatsoever.
- Governing Law; Jurisdiction
Any controversy or claim arising out of or relating to this Agreement, the formation of this Agreement or the breach of this Agreement, including any claim based upon an alleged tort, shall be governed by the substantive laws of the State of Utah. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
ShopSite shall not be responsible for any damages your business may suffer. ShopSite makes no warranties of any kind, expressed or implied for the Services. ShopSite disclaims any warranty of merchantability or fitness for a particular purpose, including loss of data resulting from delays, delivery failures, wrong deliveries, and any and all service interruptions caused by ShopSite or our employees.
- Limited Warranty
THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE BASIS" EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION, SHOPSITE AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, FOR THE SERVICES PROVIDED HEREUNDER. SHOPSITE AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES (I) THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR COMPLETELY SECURE; (II) AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES; OR (III) AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED THROUGH THE SERVICES. SHOPSITE AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS ARE NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM USERS OR STORED BY USERS ON OR THROUGH THE SERVICES. THE TERMS OF THIS SECTION SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
- Disclosure to Law Enforcement
ShopSite may disclose User information to law enforcement agencies without further consent or notification to the User upon lawful request from such agencies. We cooperate fully with law enforcement agencies.
- Entire Agreement
This Agreement, including documents incorporated herein by reference, supersedes all prior discussions, negotiations and agreements between the parties with respect to the subject matter hereof, and this Agreement constitutes the sole and entire agreement between the parties with respect to the matters covered hereby.
The headings herein are for convenience only and are not part of this Agreement.
- Changes to the Agreement or the Services
- 19.1. ShopSite may modify, add, or delete portions of this Agreement at any time. If we have made significant changes to this Agreement, we will post a notice on the ShopSite website for at least thirty (30) days after the changes are posted and will indicate at the bottom of this Agreement the date of the last revision. Any revisions to this Agreement will become effective when posted unless otherwise provided. You agree to any modification to this Agreement by continuing to use the Services after the effective date of any such modification.
- 19.2. ShopSite reserves the right to modify, change, or discontinue any aspect of the Services at any time.
If any provision or portion of any provision of this Agreement is found to be illegal, invalid or unenforceable by a court of competent jurisdiction, the remaining provisions or portions (unless otherwise specified) thereof shall remain in full force and effect.
No failure or delay by you or ShopSite to exercise any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other or further exercise of any right or remedy. No express waiver of, or assent to, any breach of or default in any term or condition of this Agreement by any party hereto shall constitute a waiver of, or an assent to, any succeeding breach of or default in the same or any other term or condition hereof.
- Assignment; Successors
You may not assign or transfer this Agreement or any of your rights or obligations hereunder, without the prior written consent of ShopSite. Any attempted assignment in violation of this Agreement shall be null and void and of no force or effect whatsoever. ShopSite may assign our rights and obligations under this Agreement, and may engage subcontractors or agents in performing our duties and exercising our rights hereunder, without the consent of User. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.
- Force Majeure
Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party's reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.
- Third-Party Beneficiaries
Except as otherwise expressly provided in this Agreement, nothing in this Agreement is intended, nor shall anything herein be construed to confer any rights in any person other than the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, user acknowledges and agrees that any supplier of a third-party product or service that is identified as a third-party beneficiary in the service description, is an intended third-party beneficiary of the provisions set forth in this Agreement as they relate specifically to its products or services and shall have the right to enforce directly the terms and conditions of this Agreement with respect to its products or services against user as if it were a party to this Agreement.