Terms of Service (TOS)
This Service Agreement (the “Agreement”) is between WPPronto, a partnership , and the person or legal entity who signs, or accepts via electronic means, WPPronto’s order form (the “Order”) incorporating this Agreement by reference (“Customer”). This Agreement governs Customer’s use of WPPronto’s web hosting and related services (the “Service” or “Services”).
Subject to the terms of this Agreement, and contingent on Customer’s satisfaction of WPPronto’s credit approval requirements, WPPronto agrees to provide the Services described in the Order for the fees stated in the Order.
The initial Service term of the Agreement shall begin on the date that WPPronto generates an e-mail message to Customer announcing the activation of the Customer’s account (the “Service Commencement Date”), and shall continue for the term specified in the Order (the “Initial Term”). Upon expiration of the Initial Term, this Agreement shall automatically renew for the same time period as the Initial Term (each a “Renewal Term”) unless WPPronto or Customer provides the other with written, or electronic, notice of non-renewal at least 10 days before the beginning of the next term. 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 Term. If the Order provides for credit/debit card billing, Customer authorizes WPPronto to bill subsequent fees to the credit/debit card on or after the first day of each billing cycle during the Term of this Agreement. Otherwise, WPPronto will invoice Customer via electronic mail to the Primary Customer Contact listed on the Order. Invoices may be issued before the first day of each billing cycle, and the fees shall be due on or before the first day.
Overage charges will be calculated and invoiced at the end of each billing cycle, and are due immediately.
Payments must be made in United States dollars. Customer is responsible for providing WPPronto with changes to billing information. WPPronto may charge interest on overdue amounts at the lesser of 1.5% per month or the maximum rate under applicable law. WPPronto may suspend the Service without notice if payment for the Service is overdue, or if payment is overdue for any other services provided by WPPronto. Fees not disputed within thirty (14) days of their due date are conclusively deemed accurate. Customer agrees to pay WPPronto’s reasonable reinstatement fee following a suspension of Service for non-payment, and to pay WPPronto’s reasonable costs of collection of overdue amounts, including collection agency fees, attorney fees and court costs.
(b) Fee Increases
WPPronto may increase its fees and/or rates for Services effective the first day of a Renewal Term by giving notice to Customer of the new amounts at least thirty (30) days prior to the beginning of the Renewal Term. 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).
At WPPronto’s request, Customer shall remit to WPPronto all sales, VAT or similar tax imposed on the provision of the Services, regardless of whether WPPronto fails to collect the tax at the time the related Services are provided.
(d) 30-Day Money-Back Guarantee
WPPronto offers a 30-day, risk-free guarantee on its WordPress web hosting. Customer may cancel Service and request a refund within thirty (30) days of the Service Commencement Date. The request must be made via a support ticket submitted to WPPronto’s billing department from Customer’s account in the WPPronto Client Portal.
The 30-day guarantee may only be exercised once by any person and/or entity. WPPronto refuses to reject any refund request that it believes to be fraudulent or an attempt to abuse the refund policy in any way.
If the refund request is not rejected, WPPronto will issue the refund to Customer within thirty (30) days of the request.
(e) Refund Policy for Work-for-Hire Services
Work-for-hire services, such as web development, require a nonrefundable, up-front deposit, usually equal to half of the estimated cost of the project. This deposit covers scheduling, setup, and the first portion of work done on the project (proportional to the amount of the deposit, for example a deposit of one-third of the project price would cover approximately the first third of work on it).
Due to the nature of work-for-hire services, they are not refundable.
(f) Early Termination
Beyond the 30-day guarantee period, 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 WPPronto 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 WPPronto’s breach, WPPronto will not refund fees for Services that would have been provided to Customer during the remainder of the Term.
Customer agrees to use the Service in compliance with applicable law and WPPronto’s Acceptable Use Policy (the “AUP,” below), which is hereby incorporated by reference in this Agreement. Customer agrees that WPPronto 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 WPPronto’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 WPPronto’s reasonable investigation of any suspected violation of the AUP. In the event of a dispute between WPPronto and Customer regarding the interpretation of the AUP, WPPronto’s commercially reasonable interpretation of the AUP shall govern.
5. Customer Information
Customer represents and warrants to WPPronto that the information he, she or it has provided and will provide to WPPronto for purposes of establishing and maintaining the Service is accurate. If Customer is an individual, Customer represents and warrants to WPPronto that he or she is at least 18 years of age. WPPronto 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 or electronic notice changing the Primary Customer Contract.
Customer agrees to indemnify and hold harmless WPPronto, WPPronto’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 login information, regardless of whether such person has been authorized to use the Services by Customer.
7. Disclaimer of Warranties
WPPRONTO DOES NOT WARRANT OR REPRESENT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WPPRONTO DISCLAIMS ANY AND ALL WARRANTIES INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. 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 WPPRONTO 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.
(a) Suspension of Service
Customer agrees that WPPronto may suspend Services to Customer without notice and without liability if: (i) WPPronto 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) WPPronto 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 WPPronto’s reasonable reinstatement fee if Service is reinstituted following a suspension of Service under this subsection.
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 WPPronto 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 WPPronto 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 WPPronto 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.
10. Requests for Customer Information
Customer agrees that WPPronto 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 WPPronto 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.
11. Back Up Copy
Customer agrees to maintain a current copy of all content hosted by WPPronto nothwithstanding any agreement by WPPronto to provide backup services.
12. Changes to WPPronto’s Network
Upgrades and other changes in WPPronto’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. WPPronto reserves the right to change its network in its commercially reasonable discretion, and WPPronto shall not be liable for any resulting harm to Customer.
Notices to WPPronto under the Agreement shall be given via electronic mail sent to [email protected]. 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.
14. Force Majeure
WPPronto shall not be in default of any obligation under the Agreement if the failure to perform the obligation is due to any event beyond WPPronto’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, strike or other organized labor action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.
15. Governing Law/Disputes
The Agreement shall be governed by the laws of the State of North Carolina, exclusive of its choice of law principles, and the laws of the United States of America, as applicable. 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 THE STATE AND FEDERAL COURTS IN MECKLENBURG COUNTY, NORTH CAROLINA. EACH PARTY AGREES NOT TO DISPUTE SUCH JURISDICTION AND WAIVES ALL OBJECTIONS THERETO.
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 WPPronto 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 WPPronto’s prior written consent. WPPronto’s approval for assignment is contingent on the assignee meeting WPPronto’s credit approval criteria. WPPronto may assign the Agreement in whole or in part.
This Agreement, together with the Order, AUP and SLA, constitutes the complete and exclusive agreement between the parties regarding its subject matter, and supersedes and replaces any prior understanding or communication, written or oral.
Inquiries regarding these terms should be directed to [email protected].
Acceptable Use Policy (AUP)
This AUP governs the use of web hosting and related services provided by WPPronto. Violation of this AUP may result in suspension or termination of your service. In the event of a dispute between you and WPPronto regarding the interpretation of this AUP, WPPronto’s interpretation, in its reasonable commercial judgment, shall govern. If you have any questions regarding this AUP, contact [email protected].
You may not use WPPronto’s services to host any web application other than WordPress.
You may not publish or transmit via WPPronto’s service any content that WPPronto reasonably believes:
- constitutes child pornography;
- constitutes pornography;
- is excessively violent, incites violence, threatens violence, or contains harassing content or hate speech;
- is unfair or deceptive under the consumer protection laws of any jurisdiction, including chain letters and pyramid schemes;
- is defamatory or violates a person’s privacy;
- creates a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with a investigation by law enforcement;
- improperly exposes trade secrets or other confidential or proprietary information of another person;
- is intended to assist others in defeating technical copyright protections;
- clearly infringes on another person’s trade or service mark, patent, or other property right;
- promotes illegal drugs;
- violates export control laws;
- relates to illegal gambling or illegal arms trafficking;
- is otherwise illegal or solicits conduct that is illegal under laws applicable to you or to WPPronto; or
- is otherwise malicious, fraudulent, or may result in retaliation against WPPronto by offended viewers.
Content “published or transmitted” via WPPronto’s service includes Web content, e-mail, forum or bulletin board postings, chat, and any other type of posting or transmission that relies on any Internet service provided by WPPronto.
You must take reasonable security precautions, including protecting your password(s) and other sensitive information.
Unsolicited Commercial E-Mail (SPAM)
You may not use WPPronto’s services to send any e-mail which violates the CAN-SPAM Act.
Material Protected by Copyright
You may not publish, distribute, or otherwise copy in any manner any music, software, art, or other work protected by copyright law unless:
- you have been expressly authorized by the owner of the copyright for the work to copy the work in that manner;
- you are otherwise permitted by established United States copyright law to copy the work in that manner.
WPPronto will terminate the service of repeat copyright infringers.
Copyright Infringement Notice (Digital Millennium Copyright Act)
If you believe your copyright is being infringed by a person using WPPronto services, please send your written notice of copyright infringement to:
7900-D Stevens Mill Road, #105
Matthews, NC 28104
Your notice must include the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted words at a single site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit WPPronto to locate the material;
Information reasonably sufficient to permit WPPronto to contact you, such as an address, telephone number, and, if available, an e-mail address;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, the copyright owner’s agent, or the law;
- A statement that the information in the notification is accurate, and under penalty of perjury that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You must have valid and current information on file with your domain name registrar for any domain hosted on the WPPronto network.
You may not engage in illegal, abusive, or irresponsible behavior, including:
- Unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures (including those belonging to WPPronto and its customers) without express authorization of the owner of the system or network;
- monitoring data or traffic on any network or system without the authorization of the owner of the system or network;
- interference with service to any user, host or network including, without limitation, mail bombing, flooding, deliberate attempts to overload a system and broadcast attacks;
- use of an Internet account or computer without the owner’s authorization, including, but not limited to Internet scanning (tricking other people into releasing their passwords), password robbery, security hole scanning, and port scanning;
- forging of any TCP-IP packet header or any part of the header information in an e-mail or a newsgroup posting;
- any conduct that is likely to result in retaliation against WPPronto’s network; or
- Use of WPPronto’s network in a way that unreasonably interferes with WPPronto’s other customers use of the network
You must comply with the rules of any other network you access or participate in using your WPPronto services.
WPPronto is under no duty, and does not by this AUP undertake a duty, to monitor or police our customers’ activities and disclaims any responsibility for any misuse of the WPPronto network.
Inquiries regarding this policy should be directed to [email protected].
We collect the following information:
- When you visit our Web site we will capture your IP address, the time of and duration of your visit, and the time and duration of the pages on our Web site that you view.
- When you sign up for any of our services, we will ask you to provide contact information such as your name, address, telephone number, e-mail address, and payment information such as credit/debit card number and expiration date.
- If you contact us for customer support, we may also ask you for information about your operating system, software and other technical matters.
Use of Personally Identifiable Information
We will use your personally identifiable information only as follows:
- For payment purposes and to provide customer support;
- To announce special offers or provide other information from time to time via e-mail. We may also send e-mail announcing special offers by our third parties, but we will not provide the third parties with your e-mail address or other personally identifiable information. If you do not wish to receive these e-mails, you may opt out of future e-mails at any time by following the instructions included in the e-mail.
- To improve our service and the marketing of our service. For example, we may use the information we gather from user surveys, demographic data, and web site visits to help us improve or target our Web site and customize your visit.
We will not provide any personally identifiable information about you to any other person other than:
- a law enforcement or regulatory agency at their request;
- a person or company who acquires our business;
- third parties who perform services on our behalf (such as payment processing), subject to their agreement with us to keep your information confidential, and to use it only for its intended purpose; or
- as otherwise needed to protect or enforce or rights or the rights of others.
We absolutely do not sell, rent or otherwise provide your information for inclusion on third party e-mail or other marketing lists.
Use of Non-Personally Identifiable Information
We may share aggregate statistical data about our customers with third parties, such as advertisers or suppliers. This information will not identify you personally.
Security of Your Information
We protect your data in several ways:
- We utilize encryption technology to secure transmission of sensitive data such as credit card numbers.
- We do not store credit card numbers on our systems; we transmit them securely to our PCI-compliant payment processor.
- We utilize encryption and other safeguards to protect stored information on our systems.
We have various security mechanisms, physical and otherwise, in place at our facilities.
Our service is not available to children under the age of 13, and we will not intentionally maintain information about anyone under the age of 13.
Inquiries regarding this policy should be directed to [email protected].
WPPronto and the WPPronto logo are trademarks of WPPronto. WordPress and the WordPress logo are trademarks of the WordPress Foundation, which is not affiliated with WPPronto. All other trademarks remain the property of their owners, and are used for descriptive purposes only.