Webii.net Hosting Contract

When a customer signs up for our services and/or when uses Webii services, they must agree to the following guidelines.  Please read below for a detailed description of the requirements and responsibilities of the customer and Webii.

CUSTOMER AGREEMENT

With the acceptance of Webii services, the customer agrees to the following, which shall apply during the term of account activity:

1. DEFINITIONS:

A. "Plans" means proposals for offering various services to be provided by Webii, as listed online at: http://www.webii.net/hosting.html or at http://www.webii.net/e-commerce.html "Plans" does not include the use of Webii's trademark or the use of it's parent company, WebXess' trademarks.
B. "Customer" means an end user who is utilizing services provided by Webii.net.
C. "Webii" refers to Webii.net and its parent company WebXess, Inc.

2. PRICES
A. All prices for Plans provided by Webii to Customer are in US dollars.
B. Customer shall be responsible for paying all taxes of any nature which become due with regard to Webii services, except for taxes on Webii's income, irrespective of which party may be responsible for reporting or collecting such taxes.

3. ORDER ACCEPTANCE, PAYMENT

A. All orders are subject to acceptance by Webii. An order will be deemed accepted by Webii when written confirmation of the order is sent to Customer. Webii may refuse to accept any order, or delay acceptance pending fulfillment of conditions Webii may choose to impose. Such refusal or such conditions may not be unreasonable, however, and Webii agrees to provide Customer with reasonable notice via Email or fax of any intent to delay or decline the acceptance of any order.

B. PAYMENT AND TERMS:
Payment shall be made in US dollars to Webii into the account designated by Webii,or as may otherwise be agreed in writing by the parties. Payments are due upon presentation of invoice. If due to bank charges, transfer fees, or the like, Webii should receive less than its invoice amount, Webii will re-invoice Customer for the shortfall. Should payment in full of any invoice (aside from such shortfalls) not be received by Webii within thirty (30) days after presentation, Webii will impose a debt service charge amounting to one percent (1%) of the overdue balance for each month or fraction thereof the overdue amount remains unpaid. In the event that any amount remains unpaid thirty (30) days after presentation of invoice, Webii may discontinue, withhold, or suspend services to Customer and/or its customer(s) to whom such unpaid amounts relate.

Customer recognizes the responsibility to detect additional use of services and accept charges based on any services utilized in excess of the Customer’s original account order or current account allocations.

It is Customer's responsibility to recognize payment due dates and maintain proper payment by said dates. Webii retains the right to discontinue, withhold, or suspend services for any account that is in past due status. If an account is not properly paid on the recognized account renewal date, Webii may impose additional fees to resolve, reactivate, or retrieve Customer's access to account information.

ACCOUNT RENEWAL AND DISCONTINUATION:
By normal procedure, Webii will automatically renew an account with the latest contract terms and plan allocations. If a credit card is listed on file for the Customer, that card will be charged accordingly for renewal, unless the Customer contacts Webii with alternative payment information before the payment deadline. Customer will receive notification of the renewal date by email to the address listed on file, or by regular mail if previously requested by the Customer. It is the Customer's responsibility to inform Webii of updates to contact information, including email addresses.
Customer is also responsible to notify Webii in writing of account discontinuation thirty days (30) prior to a renewal deadline to avoid automatic renewal for all regular web hosting services, and sixty (60) days prior to renewal date for all E-commerce web hosting services. If no written cancellation notice is received before the deadline as required by Webii, Customer will remain responsible for the next billing period.
If Customer makes a request to discontinue the account within an already active contract period, the charges for that period will not be refunded. The only event in which funds will be reimbursed is that when Webii has been notified in writing by Customer before the 30th day of a new account’s activity. (There will be no reimbursement for E-commerce accounts, due to the licensing agreement.)
Customers who request the "30-day-money-back-guarantee" (must be for an eligible non-ecommerce hosting plan) may be reimbursed the web hosting service fees minus setup fees and domain name registration fees. If Customer received the "free 1 year domain name registration" offer, the value of the domain name registration will be withheld from the refund amount. This fee is typically $17.50 per year for the domain registration service.

DOWNGRADES, UPGRADES, AND SERVICE CHANGES
Requests to change service may require notice in advance of renewal billing date. Webii/WebXess will typically handle such requests in conjunction with cancellation policies. Fees may be assessed to perform downgrades, usually at a rate of $15.00 per account. Fees for upgrades are typically charged by calculating the difference between the former and new plan setup costs. Upgrades to more extensive solutions such as dedicated servers may require a more substantial setup fee. Additions of add-on features to a plan may also require a setup fee.

REFUNDS
If customer requests to cancel a Web hosting account (non-Ecommerce only) within the first 30 days of the account's activity, they may choose to take advantage of the "30 day money back guarantee offer". This offer will refund only web hosting charges paid at the time of purchase, minus any setup fees or domain name registration fees. If a new domain name is acquired through Webii/WebXess at any time during the account's activity, the customer will be held responsible for domain name registration charges of at minimum $17.50 per year; these domain registration costs are non-refundable. Customer may continue to own the domain name(s) until the specified expiry date(s).

4. DUTIES OF Webii:
Webii will acquire, on request, a new Internet Domain Name (by use of SiteReserve.com) on behalf of the Customer. In such case the Customer hereby must waive in writing prior to acquisition of said domain name, any and all claims which it may have against Webii for any loss, damage, claim or expense arising out of, or in relation to, the registration of such Domain Name in any on-line or off-line network directories, membership lists or registration lists, or the release of the Domain Name from such directories or lists following the termination of services by Webii for any reason. Any costs of Webii in obtaining or maintaining a domain name for Customer or its customers shall be immediately reimbursed to Webii upon invoice from Webii to Customer.

5. RULES AND REGULATIONS
Webii may impose reasonable rules and regulations regarding the use of its services from time to time. Customer shall impose such rules and regulations on its customers to the extent necessary to ensure compliance.

6. LIMITATION OF Webii’s OBLIGATIONS AND LIABILITY
A. Webii will utilize its best efforts to maintain acceptable performance of services contracted for services, but Webii makes absolutely no warranties whatsoever, express or implied, including warranty of merchantability or fitness for a particular purpose. Webii cannot guarantee continuous service, service at any particular time, or integrity of data stored or transmitted via its system or via the Internet. Webii will not be liable for the inadvertent disclosure of, or corruption or erasure of, data transmitted or received or stored on its system.Webii shall not be liable to Customer or any of its customers for any claims or damages which may be suffered by Customer or its customers, including, but not limited to, losses or damages of any and every nature, resulting from the loss of data, inability to access Internet, or inability to transmit or receive information, caused by, or resulting from, delays, non-deliveries, or service interruptions whether or not caused by the fault or negligence of Webii.
B. Webii may discontinue servicing any Plan, or may require fulfillment of conditions Webii may choose to impose as a prerequisite for continuing to service any Plan. Such discontinuation or requirement may not be unreasonable, however, and Webii agrees to provide Customer with reasonable notice via Email and fax of any such intent to discontinue or impose conditions.
C. Services provided by Webii to Customer shall be deemed accepted for all purposes thirty days after presentation of invoice for such services, if no written claim or objection regarding such services has been received by Webii within the 30-day period. No claim related to such accepted services shall be raised.
D. Webii’s liability to Customer, and any end user of any Plan or other Webii services is limited to the amount paid to and received by Webii for services not accepted. In no event shall Webii be liable to Customer, or any end user or any other entity for any special, consequential, or other damages, however caused, whether for breach of contract, negligence or otherwise, even if Webii has been advised of the possibility of such damage.
E. Customer will take all necessary measures to preclude Webii from being made a party to any lawsuit or claim regarding Webii services provided to any Customer or end user. Customer hereby agrees to indemnify and hold harmless Webii from any and all claims of whatever nature brought by any of Customer's customers against Webii in excess of the remedy set forth in paragraph 6(D) .

7. PROPERTY RIGHTS
Webii owns all right, title and interest in Webii’s trade names, service marks, inventions, copyrights, trade secrets, patents, and know-how relating to the design, function, or operation of Plans and of the hardware and software systems and resources necessary to provide the individual service elements of which they consist. This agreement does not constitute a license to Customer to use Webii's trade names or service marks. The use by Customer of the other property rights mentioned here is authorized only for the purposes of marketing and selling Plans in the Territory.

8. CONFIDENTIALITY
Customer acknowledges that by reason of its relationship with Webii hereunder, it may have access to certain information and materials relating to Webii’s business, plans, customers, software technology, and marketing strategies that is confidential and of substantial value to Webii, which value would be impaired if such information were disclosed to third parties. Customer agrees that it will not use in any way for its own account nor for the account of any third party, nor disclose to any third party, any such information revealed to it by Webii. Customer further agrees that it will take every reasonable precaution to protect the confidentiality of such information. In the event of termination of this agreement, there shall be no use or disclosure by the Customer of any such confidential information in its possession, and all confidential materials shall be returned to Webii or destroyed. The provisions of this section shall survive the termination of the agreement for any reason. Upon any breach or threatened breach of this section, Webii shall be entitled to injunctive relief, which relief shall not be contested by Customer.

9. RELATIONSHIP OF THE PARTIES
The relationship between Webii and Customer is that of vendor and vendee. They shall not be construed as being joint ventures, franchiser/franchisee, or employer/employee. This agreement is a commercial agreement between businesses, not a consumer agreement. Customer has no authority, apparent or otherwise, to contract for or on behalf of Webii, or in any other way legally bind Webii in any fashion, nor shall Customer be authorized to make any representations about Webii or its services other than to set forth Webii' responsibilities as outlined in this agreement.

10. DISPUTES
The parties shall attempt to resolve all disputes arising out of this agreement in a spirit of cooperation without formal proceedings. Any dispute which cannot be so resolved (other than the collection of money due on unpaid invoices) and other than the injunctive relief referred to in paragraph 10 shall be subject to arbitration upon written demand of either party. Arbitration shall take place in Austin, Texas, or at another location if the parties so agree. The arbitration shall take place before an arbitration panel chosen as follows: The parties shall each choose an arbitrator, and the two arbitrators shall choose a third arbitrator and determine the third arbitrator's compensation. Each party shall have one veto over the choice of the third arbitrator. The three arbitrators shall schedule an informal proceeding, hear the arguments, and decide the matter by secret majority vote. Unless the arbitrators decide otherwise, each party shall pay the costs of its own arbitrator, and shall pay half of the other costs of the arbitration proceeding. Each party shall have the right to have the proceedings transcribed. The arbitrators shall not have the authority to award punitive damages or any other form of relief not contemplated in the contract. The majority of arbitrators shall render a written opinion setting forth the basis on which they arrived at the decision regarding each issue submitted to arbitration; the dissenting arbitrator, if any, shall not issue a dissenting opinion. Regarding each issue submitted to arbitration, the decision shall be final and binding only to the extent it is accompanied by a written explanation of the basis upon which it was arrived at. Judgment upon the award, if any, rendered by the arbitrators may be entered in any court having jurisdiction thereof. Should any legal action permissible under this agreement be instituted to enforce the terms and conditions of this agreement, in particular the right to collect money due on unpaid invoices, the prevailing party shall be entitled to recover reasonable attorney's fees and expenses incurred at both the trial and appellate levels.

11. TERM, TERMINATION:
This agreement shall run until the end of the current calendar year. It shall automatically be renewed on an annual basis unless terminated in one of the following ways:
A. By either party, by notifying the other in writing by November 30 of any given year that this agreement will not be renewed.
B. By Webii, upon thirty (30) days' written notice, if Customer breaches any material and substantial provision of this agreement and has not cured by the end of the 30 days.
C. By Webii, upon sixty (60) days' written notice, if
1. Webii provides Customer with written notice of the specific reasons for its belief in this regard, and
2. Customer has not cured by the end of the 60 days.
D. By Webii, immediately upon giving written notice to Customer, in the event that
1. Any bank draft or check delivered by Customer to Webii in payment for Products is returned unpaid and Customer fails to remedy such nonpayment within five business days;
2. Customer becomes more than sixty (30) days in arrears in payment of its account with Webii;
3. There are instituted bankruptcy or insolvency proceedings against Customer, which are not vacated within sixty (60) days from the date of filing;
4. Customer institutes voluntary bankruptcy or insolvency proceedings, or otherwise admits insolvency; or
5. Customer makes an assignment of all or part of its assets for the benefit of creditors.
E. By Webii immediately, if Customer attempts to assign all or any part of this Agreement without Webii' prior written approval;
F. By Webii immediately, if Customer fails to cause Webii to be informed in writing immediately on the happening of any event specified in this section;
G. By Customer, immediately upon giving written notice to Webii, if
1. There are instituted bankruptcy or insolvency proceedings against Webii, which are not vacated within sixty (60) days from the date of filing;
2. Webii institutes voluntary bankruptcy or insolvency proceedings, or otherwise admits insolvency;
3. Webii makes an assignment of all or part of its assets for the benefit of creditors; or
4. Webii fails to cause Customer to be informed in writing immediately on the happening of any event specified in this section. The provisions of this paragraph survive any termination of this agreement.

12. NONASSIGNABILITY
Customer's rights and obligations under this agreement may not be transferred or assigned directly or indirectly without the prior written consent of Webii, which consent shall not be unreasonably refused.

13. PARTIAL INVALIDITY
If any provision of this agreement is held to be invalid by a court of competent jurisdiction, then the remaining provisions shall nevertheless remain in full force and effect. Webii and Customer agree to renegotiate in good faith any term held invalid and to be bound by mutually agreed substitute provision.

14. APPLICABLE LAW, JURISDICTIONAL MATTERS
This agreement takes effect when accepted by Webii in Texas. It is to be governed by and construed under the laws of the State of Texas and the United States of America. The federal and state courts of the State of Texas shall have exclusive jurisdiction to adjudicate any non-arbitrary dispute arising out of this agreement. Customer hereby expressly consents to
(1) the jurisdiction of the courts of Texas and
(2) service of process being effective upon it by registered mail sent to the address set forth at the beginning of this document, as may be changed from time to time by written notice actually received by Webii. To the extent permissible by the law of Customer's jurisdiction, Customer waives any requirement that service of process or of any documents be made upon it pursuant to the provisions of the Hague Convention.

15. NOTICES
Except with respect to service of process as set forth in paragraph, all notices may be sent by email, fax, or express mail to the email address, fax number, or mailing address most recently provided and will be effective upon transmission. Evidence of successful transmission shall be retained.

16. ENTIRE AGREEMENT; MODIFICATIONS
This agreement between Webii and Customer sets forth the entire agreement and understanding between the parties and merges all prior discussion between them. Webii may make changes to this agreement upon thirty (30) days' written notice to Customer, advising of the change and the effective date thereof. Utilization of Webii services by Customer and/or its Customers following the effective date of such change shall constitute acceptance by Customer of such change(s). Otherwise, this agreement may not be modified except by the of written consent of both parties.

By submitting an order request and/or by using our services, the Customer accepts these terms.

AMMENDMENT 1: TERMS FOR APPSITE HOSTING ACCOUNT HOLDERS

For customers holding a Shared Web Hosting or E-commerce Shared Web Hosting account that has migrated to us from Appsite Hosting, the following terms apply. The terms below do NOT supersede terms for other customers who are not using an account that was migrated from Appsite Hosting.

By utilizing Webii.net web hosting services, all customers must agree to these terms. Although the billing procedures described here may differ from the typical procedures outlined in previous clauses of this agreement, all other terms of this agreement will remain imposed.

(AMMENDMENT TO B. PAYMENT AND TERMS):

The following terms supersede terms described in “B. PAYMENT AND TERMS” for AppSite Hosting account holders only.
B.1. Term. This Agreement will be for an "Initial Term" of either: (a) 30 days if you register for Shared Hosting Services, (b) 12 months from the order date if otherwise chosen by you in the order process by selecting 1-year service and billing terms. This Agreement will be automatically renewed (the "Renewal Term") at the end of the Initial Term for the same period as the Initial Term, unless you provide Webii with notice of termination either: (a) at least 7 days before the end of the Initial Term or the Renewal Term, whichever is then applicable, if you are receiving Shared Hosting Services on a monthly billing option, or (b) at least 30 days before the end of the Initial Term or Renewal Term, whichever is then applicable, if you are receiving Shared Hosting Services under 1-year billing option or have pre-paid for a 1-year period of Shared Hosting Services. You must provide Webii with your notice of termination by contacting the Webii Accounting Department in writing. Written notice will be accepted by email to accounting@webii.net, fax to 512-241-1773, or by Mail to Webii’s office. Any notice of termination will be effective upon Webii's receipt of notice, with reference to the cancellation notice policies outlined in this agreement. Receipt of a cancellation notice will be confirmed with a written reply by the Webii Accounting Department.

B.2 Termination Policy. If you terminate the Services before the end of the Initial Term or the Renewal Term, whichever is then applicable: (a) WebXess (Webii) will not refund to you any fees paid in advance of termination, and (b) you will be required to pay the lesser of 3 times the standard monthly charge or 100% of Webii's standard monthly charge for each month remaining in the term, unless otherwise expressly provided in this Agreement. But if you have pre-paid for a 1-year period of Shared Hosting Services, you are entitled to a pro-rata refund of the remaining months in the annual period, calculated at the standard monthly rate for the Shared Hosting Services, not the discounted annual rate. You must submit your termination request to Webii in the manner described in Section B.1. Webii may terminate this Agreement at any time and for any reason by providing to you 30 days' prior written notice of termination. If Webii terminates this Agreement, Webii will refund to you the pro-rata portion of pre-paid fees attributable to Services not yet rendered as of the termination date, unless otherwise expressly provided in this Agreement. (No refund is offered for customers who abuse Accepted Uses Policies or who abuse other terms in this agreement.)

By submitting an order request and/or by using our services, the Customer accepts these terms.