This is an agreement between ILLYSOFT LLC, d/b/a IllyHosting.com, as well as its partners and affiliates on the one hand, and the user of IllyHosting’s products and services on the other hand. In this Agreement “You” and “Your” refer to you or any agent, employee, servant or person authorized to act on your behalf. “We”, “Us” and “Our” refer to ILLYSOFT LLC as well as its subsidiaries and sister companies (collectively, “IllyHosting”). This Agreement explains our obligations to you, and explains your obligations to us for various services offered by IllyHosting. When you use your account or permit someone else to use it to purchase or otherwise acquire access to additional IllyHosting service(s) or products or to cancel your IllyHosting services (even if we were not notified of such authorization), this Agreement covers such service or actions.
1. Term of Agreement; Modification. You agree that IllyHosting may modify this Agreement and the services it offers to You from time to time. You agree to be bound by any changes IllyHosting may reasonably make to this Agreement when such changes are made. If You have purchased services or products from IllyHosting, the term of this Agreement shall continue in full force and effect as long as You take advantage of and use the products or services.
2. Accurate Information. You agree to maintain accurate information by providing updates to IllyHosting, as needed, while You are using IllyHosting products and services. You agree You will notify IllyHosting within five (5) business days when any change of the information You provided as part of the application and/or registration process changes. Failure by You, for whatever reason, to respond within five (5) business days to any inquiries made by IllyHosting to determine the validity of information provided by You will constitute a material breach of this Agreement. If You provide any information that is inaccurate, not current, false, misleading or incomplete, or if IllyHosting has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, IllyHosting has the absolute right, in its sole discretion, to terminate its Services and close Your account.
4. Prohibited Activities:
5. Storage and Security. At all times, You shall bear full risk of loss and damage to Your server and all of Your server content. 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 Your server content displayed, linked, transmitted through or stored on the server. You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to Your server content; (ii) maintain independent archival and backup copies of Your server content; (iii) ensure the security, confidentiality and integrity of Your server content transmitted through or stored on IllyHosting servers; and (iv) ensure the confidentiality of Your password. IllyHosting’s servers are not an archive and IllyHosting shall have no liability to You or any other person for loss, damage or destruction of any of Your content. The services offered by IllyHosting are not intended to provide a PCI (Payment Card Industry) compliant environment and therefore should not be utilized as such without further compliance activity. IllyHosting shall have no liability to You or any other person for Your use of IllyHosting products and/or services in violation of these terms.
6. Non-exclusive License. If You have licensed software from IllyHosting, IllyHosting grants You a limited, non-exclusive, nontransferable and non-assignable license to use the software for such purposes as are ordinary and customary. You are free to use the software on any computer, but not on two or more computers at one time. You agree to not alter or modify the software. You agree You are not authorized to combine the software with any other software program, create derivative works based upon the software, nor are You authorized to integrate any plug-in or enhancement which uses or relies upon the software. You further agree not to reverse engineer, decompile or otherwise attempt to uncover the source code. IllyHosting reserves all rights to the software. The software and any copies You are authorized to make are the intellectual property of IllyHosting. The source code and its organization are the exclusive property of IllyHosting and the software is protected by copyright law. Except as expressly provided for in this section, this Agreement does not grant You any rights in the software and all rights are reserved by IllyHosting. Any such software and services are provided to You “as is” without warranty of any kind either express or implied, including but not limited to the implied warranties or conditions of merchantability or fitness for a particular purpose.
7. IllyHosting Account IllyHosting will host an account for You corresponding with the purchaed, leased or provided domain name(s) and for the period of time corresponding with the payment plan chosen by You. The contract will automatically renew at the end of The Term unless otherwise specified by You. Once the account cancellation request is received and we process the request as per the account holders consent, the agreement between You and IllyHosting is officially terminated. We reserve the right to remove the account from the web server at any time thereafter. IllyHosting will NOT host the site for any time period left once the cancellation request has been received and processed. It is Your responsibility to make sure that You and Your respective clients have access to all their files and relevant data before initiating the cancellation request. IllyHosting shall not be responsible for any loss of data once the account recurring billing has been cancelled.
8. Legal Purposes. The web hosting and reseller hosting account and/or related electronic services can only be used for legal purposes under all applicable international, federal, provincial, and municipal laws. The intent of IllyHosting is to provide space to serve web documents, not as an off- site storage area for electronic files and is governed by our Disk Usage Provision, set out in Section 10 of the Acceptable Use Policy. Violations of these or any other provisions of this Agreement may result in termination of the services provided by IllyHosting, with or without the grant of a notice or cure period, such notice or cure period to be granted at the sole discretion of IllyHosting based upon the severity of the violation. IllyHosting reserves the right to refuse service if any of the content within, or any links from, the Account Holder’s website is deemed illegal, misleading, or obscene, or is otherwise in breach of IllyHosting’s then current Acceptable Use Policy, in the sole and absolute opinion of IllyHosting.
9. Rates and Prices. You acknowledge that the nature of the service furnished and the rates and charges have been communicated to You. You are aware that IllyHosting reserves the right to change the specified rates and charges from time to time.
10. Account Use. You agree to follow generally accepted rules of “Netiquette” when sending e-mail messages or posting to newsgroups. You are responsible for security of your password. IllyHosting will not change passwords to any account without proof of identification, which is satisfactory to IllyHosting, which may include written authorization with signature. In the event of any partnership break-up, divorce or other legal problems that includes You, You understand that IllyHosting will remain neutral and may put the account on hold until the situation has been resolved. Under no circumstances will IllyHosting be liable for any losses incurred by You during this time of determination of ownership, or otherwise. The You agree to indemnify and hold harmless IllyHosting from any and all claims arising from such ownership disputes.
11. Safe Use. You agree not to harm IllyHosting, its reputation, computer systems, programming and/or other persons using IllyHosting.com’s services. IllyHosting.com reserves the right to select the server for Account Holder’s website for best performance. You understand that the services provided by IllyHosting are provided on a shared server. In order to keep our servers running at optimal levels, any sites running a process that uses more than 25% of all available system resources for 60 seconds or longer will be required to move up to VPS Hosting or Dedicated Server solution, or to be hosted elsewhere. This upgrade may result in an automatic upgrade to a higher-level pricing plan corresponding with the elevated use requirements. Alternatively, IllyHosting reserves the right to suspend services on that specific account until the higher usage may be accommodated. A failure by You to agree to and comply with the terms of this provision may result in the termination of the services provided to You without any refunds of the unused prepaid portion of the fees.
12. Third Party Content. If You elect to sell or resell advertising or web space to a third party then You will be responsible for the contents of that advertising and the actions of that third party. IllyHosting has the absolute right to reject any advertising or other third party content that is illegal, offensive or otherwise in breach of the then current IllyHosting policy or agreement. Such content may result in the suspension or in the immediate termination of Your account. You are responsible for monitoring all domain transfers, renewal and orders. In the event that an error occurs the account holder must notify IllyHosting immediately of the error. In no event shall IllyHosting.com be liable to the Account Holder for any damages resulting from or related to any failure or delay of domain registration, transfer or renewal.
13. Domain Lease. IllyHosting’s “Free Domain for Life” service offers You a free domain name for the active life of the web hosting or reseller account that should be hosted on IllyHosting servers. The domain name is registered under IllyHosting’s name, owned by IllyHosting, is the property of IllyHosting, and is managed by IllyHosting on Your behalf. IllyHosting employs privacy protection services provided by WhoisGuard on all domain names. IllyHosting may substitute the client’s information into the whois database upon client request.
Free domain names must be hosted on the servers of IllyHosting only.
In the case of an upgrade to a plan with fewer free domain names, it is possible to keep your domains with IllyHosting for the yearly renewal cost of each domain. See Domain Pricing. In the event of hosting cancellation, it is possible to keep ALL your domains with IllyHosting for the yearly renewal cost of each domain. Important: We cannot register all domain names extensions but can host them. These rules are in place to prevent the abuse of our free domain registration offer. Please email our sales department should you have any confusion regarding this promotional offer.
14. Fees, Payment and Refund. As consideration for the products and/or services purchased by You and provided to You by IllyHosting, You agree to pay IllyHosting at the time You order. All fees are due immediately and are non-refundable unless otherwise expressly noted, even if Your services are suspended, terminated, or transferred prior to the end of the term of service. IllyHosting expressly reserves the right to modify pricing through email notification and/or notice on its website. You may receive a refund within the initial 30 days after sign up if you cancel a web hosting, business or reseller hosting account. If you cancel a VPS hosting account, you may not receive a refund after sign up. If the account holder cancels after the time period specified, there will be no refund given. Refunds do NOT apply to dedicated servers, dedicated IP addresses, SSL certificates, WHMCS, Blesta, cPanel, Windows Server license, VPS/dedicated server management or domain registration related fees. Important: If the client cancels within the first 30 days and has registered new domain names with us during this time period, IllyHosting will charge the client a one time fee based on current IllyHosting's domain prices per domain name before the refund. Alternatively the domain name can be transferred out to the clients property at a cost of domain name per one domain transfer. These terms are in place to prevent abuse of our free domain name(s) service.
15. Billing. If You signed up for a monthly payment plan, Your monthly billing date will be determined based on the day of the month You purchase the products or services. If that date falls after the 28th of the month, then Your billing date will be the 28th of each month. If You signed up for an annual (or longer) payment plan, and You elected the automatic renewal option, IllyHosting will automatically renew Your services when they come up for renewal and will take payment in accordance with the designated payment method at IllyHosting’s then current rates. If for any reason IllyHosting is unable to charge Your account for the full amount owed IllyHosting for the products and/or services provided, or if IllyHosting is charged a penalty for any fee it previously charged to You, You agree that IllyHosting may pursue all available remedies in order to obtain payment. If You pay by credit card and if for any reason IllyHosting is unable to charge Your credit card with the full amount of the services provided, or if IllyHosting is charged back for any fee it previously charged to the credit card You provided, You agree that IllyHosting may pursue all available remedies in order to obtain payment. You agree that among the remedies IllyHosting may pursue in order to effect payment, shall include but will not be limited to, immediate cancellation without notice to You of any domain names or products and/or services registered or renewed on Your behalf. IllyHosting reserves the right to charge a reasonable administrative fee for administrative tasks outside the scope of its regular services, including additional costs that it may incur in providing the services and pass these costs along to You.
16. Affiliate Program Terms:
17. While all purchases are processed in EURO, IllyHosting may provide an estimated conversion price to currencies other than EURO. You acknowledge and agree that the pricing displayed during the checkout process is an estimate. Due to potential slight time delays between actual purchase and the payment settlement, the actual price charged may fluctuate. Accordingly, IllyHosting makes no representations or warranties that the actual price will be the same or substantially similar to the actual price You will pay and You waive any and all claims based upon any discrepancy between the estimate and the actual price. In addition, you may be charged VAT, based on the country indicated in Your billing address section. Any amounts to be charged will appear during the checkout process.
18. Limitation of Liability; Waiver and Release. The services offered by IllyHosting are being provided on an “AS IS” and IllyHosting expressly disclaims any and all warranties, whether express or implied, including without limitation any implied warranties of merchantability or fitness for a particular purpose, to the fullest extent permitted or authorized by law. Without limitation of the foregoing, IllyHosting expressly does not warrant that the IllyHosting products and/or services will meet Your requirements, function as intended, or that the use of the provided services will be uninterrupted or error free. In no event shall IllyHosting be liable for any or all direct, indirect, incidental, special, exemplary or consequential damages (including, but not limited to, procurement of substitute goods or services; loss of use, data, or profits; or business interruption) however caused and on any theory of liability, whether in contract, strict liability, or tort (including, but not limited to, negligence or otherwise) arising in any way out of the use of the services, even if IllyHosting is aware of or has been advised of the possibility of such damages.
19. Indemnification Accordingly, You for Yourself and all of Your heirs, personal representatives, predecessors, successors and assigns, hereby fully release, remise, and forever discharge IllyHosting and all affiliates of IllyHosting, and all officers, agents, employees, and representatives of IllyHosting, and all of their heirs, personal representatives, predecessors, successors and assigns, for, from and against any and all claims, liens, demands, causes of action, controversies, offsets, obligations, losses, damages and liabilities of every kind and character whatsoever, including, but not limited to, any action omission, misrepresentation or other basis of liability founded either in tort or contract and the duties arising thereunder, whether known or unknown, relating to or arising out of, or in any way connected with or resulting from, the products and services and Your acquisition and use thereof, including, but not limited to, the provision of the IllyHosting products and/or services by IllyHosting and its agents and employees. Further, You agree to defend, indemnify and hold IllyHosting harmless from any loss, liability, damages or expense, including reasonable attorneys’ fees, arising out of any breach of any representation or warranty provided herein, any negligence or willful misconduct by You, or any allegation that Your account infringes a third person’s copyright, trademark or proprietary or intellectual property right, or misappropriates a third person’s trade secrets. This indemnification is in addition to any indemnification required of You elsewhere. Should IllyHosting be notified of a pending law suit, or receive notice of the filing of a law suit, IllyHosting may seek a written confirmation from You concerning Your obligation to defend, indemnify IllyHosting. Your failure to provide such a confirmation may be considered a breach of this agreement. You agree that IllyHosting shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify IllyHosting of any such claim promptly in writing and to allow IllyHosting to control the proceedings. You agree to cooperate fully with IllyHosting during such proceedings.
20. Termination. You agree that You will be responsible for notifying IllyHosting to terminate Your use of IllyHosting’s Services. Notification of Your intent to terminate must be provided to IllyHosting at least 3 days before your billing date.
21. Notices. You agree that any notices required to be given under this Agreement by us to you will be deemed to have been given if delivered in accordance with the account and/or domain name WHOIS information you have provided.
22. Legal Age. You attest that you are of legal age to enter into this Agreement.
23. Final Agreement. This Agreement, together with all modifications, constitute the complete and exclusive agreement between you and us, and supersede and govern all prior proposals, agreements, or other communications. This Agreement may not be amended or modified by you except by means of a written document signed by both you and an authorized representative of us.
24. No Agency Relationship. Nothing contained in this Agreement shall be construed as creating any agency, partnership, or other form of joint enterprise between the parties hereto. Each party shall ensure that the foregoing persons shall not represent to the contrary, either expressly, implicitly, by appearance or otherwise.
25. Waiver. The failure of us to require your performance of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by us of a breach of any provision hereof be taken or held to be a waiver of the provision itself.
26. Enforceability. In the event that any provision of this Agreement shall be unenforceable or invalid under any applicable law or be so held by applicable court decision, such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole. We will amend or replace such provision with one that is valid and enforceable and which achieves, to the extent possible, our original objectives and intent as reflected in the original provision.
27. Assignment and Resale. Except as otherwise set forth herein, your rights under this Agreement are not assignable or transferable. Any attempt by your creditors to obtain an interest in your rights under this Agreement, whether by attachment, levy, garnishment or otherwise, renders this Agreement voidable at our option. You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes any of the Services (or portion thereof) without IllyHosting’s prior express written consent.
28. Force Majeure. Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to causes beyond its control including, but not limited to: earthquake; flood; fire; storm; natural disaster; act of God; war; terrorism; armed conflict; labor strike; lockout; boycott; supplier failures, shortages, breaches, or delays; or any law, order regulation, direction, action or request of the government, including any federal, state and local governments having or claiming jurisdiction over IllyHosting, or of any department, agency, commission, bureau, corporation or other instrumentality of any federal, state, or local government, or of any civil or military authority; or any other cause or circumstance, whether of a similar or dissimilar nature to the foregoing, beyond the reasonable control of the affected party, provided that the party relying upon this section (i) shall have given the other party written notice thereof promptly and, in any event, within five (5) days of discovery thereof and (ii) shall take all steps reasonably necessary under the circumstances to mitigate the effects of the force majeure event upon which such notice is based; provided further, that in the event a force majeure event described in this Section extends for a period in excess of thirty (30) days in the aggregate, IllyHosting may immediately terminate this Agreement.
29. Headings. The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.
This document was last revised on September 09, 2017.