MPD Global Hosting Agreement

This Hosting Agreement (the “Agreement”) governs your purchase and use, in any manner, of all hosting services ordered by you (the “Subscriber”) and accepted by MPD Global (”mpdglobal.com”). This Agreement describes the terms and conditions that apply to such purchase and use of the Services. You must accept the terms of this Agreement to use the Services. Use of Services indicates the Subscriber is in agreement with, and is bound by; all policies and practices contained the Agreement.

General: Subscriber has ordered, and MPD Global agrees to provide (upon acceptance of these terms), the Services as outlined below. As part of the Services, MPD Global will (a) configure, install, house, maintain, upgrade, monitor, modify and operate the computer equipment, server(s), operating software, network equipment and components (collectively, “MPD Global’s Systems”) and (b) secure and maintain connectivity with third-party telecommunication providers, all as necessary to host and serve the Subscriber’s Content (as defined below) via the Internet in accordance with the agreement. Subject to the specific terms of this Agreement, MPD Global retains sole right and control over the programming, content and conduct on MPD Global’s Systems. Subscriber is responsible for securing and maintaining its own Internet connectivity to access MPD Global’s Systems.

Uptime Goal: MPD Global shall use commercially reasonable efforts to make MPD Global’s Systems and the Service available 99.5% of the time (the “Uptime Goal”). The Uptime Goal shall exclude the duration in time of any temporary shutdowns due to scheduled maintenance (which will not exceed in the aggregate ten (10) hours per month), telecommunications or power disruptions caused by third parties, and any other causes beyond MPD Global’s reasonable control. Any failure of MPD Global to satisfy the Uptime Goal shall not constitute a breach of this Agreement. SUBSCRIBER FURTHER ACKNOWLEDGES AND AGREES THAT ITS SOLE AND EXCLUSIVE REMEDY FOR ANY FAILURE OF MPD GLOBAL TO PROVIDE THE SERVICES IN ACCORDANCE WITH THE UPTIME GOAL IS TO TERMINATE THIS AGREEMENT PURSUANT TO CANCELLATION SECTION.

Changes in terms of services: MPD Global reserves the right to change or modify the Services, the terms and conditions of this Agreement, or any policy or guideline applicable to the Services, at any time in its sole discretion. MPD Global will send a notice to Subscriber of any such changes, and include a revised copy of the Agreement. If Subscriber does not agree to any change to this Agreement, the Service Options, or any governing policy or guideline, Subscriber’s sole remedy is to immediately terminate this Agreement pursuant to cancellation section. Subscriber’s continued use of the Services following MPD Global’s posting of any changes to this Agreement, or any policy or guideline will constitute Subscriber’s acceptance of such changes or modifications.

Subscriber Content: Subscriber hereby grants MPD Global a limited, non-exclusive, royalty-free, non-sublicensable license to host, reproduce, transmit, cache, store, exhibit, publish, display, distribute, perform, edit, adapt, modify, create derivative works from, and otherwise use the Subscriber Content solely as necessary to provide the Services for Subscriber. “Subscriber Content” means all materials, code, data, text (whether or not perceptible by users), multimedia information (including, but not limited to sound, data, audio, video, graphics, photographs, or artwork), Subscriber Domain(s), e-mail, chat room content, bulletin board postings, or any other items or materials of Subscriber or any third party that are provided or permitted by Subscriber to reside on MPD Global’s Systems.

MPD Global’s Rights: MPD Global will not access or review the contents of any e-mail or other stored electronic communications except as required or permitted by applicable law or legal process. In the event that MPD Global determines in its sole and reasonable discretion that any Subscriber Content or conduct or actions of Subscriber (including its employees and users) are objectionable, unlawful, potentially infringing or otherwise violate this Agreement or other applicable policy, MPD Global may take any action that it deems appropriate and reasonable under the circumstance to protect its systems, facilities, subscribers and/or third parties. Such corrective action includes, but is not limited to: (a) issuing a warning; (b) immediately suspending or terminating the Services; © restricting or prohibiting access to any Subscriber Content that is objectionable or otherwise violates this Agreement or applicable policy; and/or (d) disabling or removing hypertext links, Subscriber Content or the content of any third party from MPD Global’s Systems. In the event MPD Global takes corrective action, MPD Global shall not refund any fees paid in advance of such corrective action.

Fees and Payment Schedule: Subscriber agrees to pay to MPD Global’s service fees in accordance with the agreement and any and all costs and expenses incurred by MPD Global in connection with the Services provided to Subscriber by MPD Global under this Agreement. All fees shall be billed by MPD Global in advance of providing the Services on a monthly basis. All charges are considered valid unless disputed via e-mail or phone within fifteen (15) days of the invoice date. Subscriber’s failure to fully pay any fees and taxes within fifteen (15) days after the applicable due date will be charged an additional fee of 25% of the total amount of their invoice. Failure to remit payment after a total of thirty (30) days after the original applicable due date will be deemed a breach of this Agreement, justifying MPD Global’s suspension of its performance of the Services and, in MPD Global’s sole discretion, termination of this Agreement. Any termination by MPD Global for Subscriber’s failure to pay will not relieve Subscriber from paying past due fees. In the event of collection enforcement, Subscriber shall be liable for any costs associated with such collection, including, but not limited to, reasonable attorneys’ fees, court costs and collection agency fees.

Cancellation Policy: The Agreement shall remain in full force and effect until terminated by either party. Either party may terminate this Agreement for any reason by providing the other party thirty (30) days prior notice; provided that, MPD Global may immediately terminate or suspend the Services and this Agreement upon notice for Subscriber’s or its users’ violation of the Acceptable Use Policy. Upon any termination of this Agreement, MPD Global will not refund, and Subscriber is not eligible for, any remaining portion of any monthly fee that already has been charged.

Effect of Termination: Should this Agreement be terminated for any reason, MPD Global will not be liable to Subscriber because of such termination for compensation, reimbursement or damages on account of the loss of prospective profits, anticipated sales, goodwill or on account of expenditures, investments, leases or commitments in connection with Subscriber’s business, or for any other reason whatsoever flowing from such termination. Subscriber is solely responsible for procuring any new or replacement service upon termination. Any termination of this Agreement shall not relieve Subscriber of any obligations to pay fees and costs accrued prior to the termination date and any other amounts owed by Subscriber to MPD Global as provided in this Agreement.

Proprietary Rights: MPD Global is the exclusive owner of and retains all right, title and interest (including, but not limited to, all copyrights, trademarks, patents, trade secrets, and any other proprietary rights thereto (collectively, “Proprietary Rights”)) to all materials, including but not limited to any computer software (in object code and source code form), data or information developed or provided by MPD Global or its suppliers pursuant to this Agreement, and any know-how, methodologies, equipment, or processes used by MPD Global to provide the Services to Subscriber. Subscriber is the exclusive owner of and retains all right, title and interest (including all Proprietary Rights) to the Subscriber Content.

Limitation of Liability: MPD GLOBAL SHALL HAVE NO LIABILITY FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF MPD GLOBAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL MPD GLOBAL HAVE ANY LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF INFORMATION DISTRIBUTED OR MADE AVAILABLE FOR DISTRIBUTION VIA THE SERVICES THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. THE TOTAL LIABILITY OF MPD GLOBAL TO SUBSCRIBER FOR ANY REASON AND UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID TO MPD GLOBAL BY SUBSCRIBER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH SUCH CLAIM AROSE. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND OTHER TORTS.

Acceptable Use Policy

This Acceptable Use Policy (the “Policy”) describes the proper kinds of conduct and prohibited uses of the hosting and e-mail services (the “Services”) provided by MPD Global. (”MPD Global”). This Policy is not exhaustive and MPD Global reserves the right to modify it at any time, effective upon notice. By using MPD Global’s Services, you agree to abide by the then current version of this Policy.

ANY VIOLATION OF THIS POLICY MAY RESULT IN THE SUSPENSION OR TERMINATION OF THE SERVICES AND SUCH ACTION AS MPD GLOBAL DEEMS APPROPRIATE AS FURTHER DESCRIBED IN THE HOSTING AGREEMENT. ANY REPEATED VIOLATION OF THIS POLICY WILL RESULT IN THE TERMINATION OF THE HOSTING AGREEMENT. INDIRECT OR ATTEMPTED VIOLATIONS OF THIS POLICY, AND ACTUAL OR ATTEMPTED VIOLATIONS BY A THIRD PARTY ON YOUR BEHALF, SHALL BE CONSIDERED VIOLATIONS OF THE POLICY BY YOU.

General: MPD Global’s Services enable you to host and serve your Web site and all related content, including, but not limited to, programs, program scripts, e-mail, text, bulletin board postings, hypertext links, meta tags, domain names, pictures, graphics, forums, interactive media, and audio/visual materials that you or a third party (collectively, “Subscriber Content”) posts on your Web site or other equipment, servers, software and network of MPD Global (collectively, “MPD Global’s Systems”). Generally, MPD Global does not actively monitor, censor, or directly control any information that is stored on or transmitted over MPD Global’s Systems. MPD Global cannot and does not warrant, verify or guarantee the quality, accuracy, safety or integrity of your Subscriber Content or other materials or information that you or a third party may post or access through the Services. You are solely responsible for all of the Subscriber Content and use of MPD Global’s Services and your Web site.

Illegal or Harmful Uses: MPD Global’s Services and Systems may be used only for lawful purposes. Transmission, distribution or storage of any material in violation of any applicable law or regulation is strictly prohibited. The following non-exhaustive list describes the kinds of illegal or harmful conduct that are prohibited. MPD Global reserves the right to restrict or prohibit any and all uses or content that it determines in its sole discretion is harmful to its systems, network, reputation, good will, other MPD Global customers, or any third party.

  • Excessive Use of Server Resources. The use of programs and scripts that cause excessive stress to servers including, without limitation, chat scripts is prohibited on shared server accounts. This is due to the resultant reduction in resources and deterioration of service for other customers on the same shared server. Determination of excessive use is at MPD Global’s sole discretion, and may result in revision of monthly charges to you.
  • Infringement. Infringement of intellectual property rights or other proprietary rights including, without limitation, material protected by copyright, trademark, patent, trade secret or other intellectual property right used without proper authorization. Infringement may result from the unauthorized copying and posting of pictures, logos, software, articles, musical works, and videos.
  • Illegal Materials. Disseminating or hosting material that is, without limitation, unlawful, libelous, defamatory, obscene, harmful, invasive of privacy or publicity rights, abusive, or otherwise objectionable.
  • Harmful Content. Disseminating or hosting harmful content or software including, without limitation, viruses, Trojan horses, worms, time bombs, cancelbots or any other computer programming routines that may damage, interfere with, surreptitiously intercept or expropriate any system, program, data or personal information.
  • Fraudulent Conduct. Offering or disseminating fraudulent goods, services, schemes, or promotions (i.e., make money fast schemes, chain letters, and pyramid schemes); fraudulent submission or use of personal or financial information; or engaging in any practice that constitutes an unfair or deceptive trade practice.
  • Export Violations. Posting or sending of software or technical information in violation of U.S. export laws, including, without limitation, the Export Administration Regulations maintained by the Department of Commerce.
  • Privacy. Collecting, using and disclosing any personally identifiable user information in violation of any applicable law and/or stated privacy policy.

Security and Integrity: Violations of system or network security are prohibited, and may result in criminal and civil liability. MPD Global will investigate incidents involving such violations and may involve and will cooperate with law enforcement if a criminal violation is suspected. Examples of system or network security violations include, without limitation, the following:

  • Hacking. 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 without express authorization of the owner of the system or network.
  • Interception. Unauthorized monitoring of data or traffic on any network or system of MPD Global or any third party.
  • Intentional Interference. Interference with service to any user, host or network including, but not limited to, denial of service attacks, mail bombing, news bombing, other flooding techniques, deliberate attempts to overload a system and broadcast attacks.
  • Falsification of Origin. Forging of any TCP-IP packet header, e-mail header or any part of a message header. This prohibition does not include the use of aliases or anonymous re-mailers.
  • Avoiding System Restrictions. Using manual or electronic means to modify usage details for billing reasons or to avoid any use limitations placed on the Services such as access and storage restrictions.

Enforcement: MPD Global reserves the right, but does not assume the obligation, to investigate any violation of this Policy or misuse of MPD Global’s Systems. As described in the Hosting Agreement, MPD Global reserves the right and has absolute discretion to (a) enforce this Policy and the terms of the Hosting Agreement and (b) remove or disable access, screen or edit any Subscriber Content that violates these provisions or is otherwise objectionable. Without limitation, MPD Global also reserves the right to report any activity (including the disclosure of appropriate subscriber information) that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. MPD Global also may cooperate with appropriate law enforcement agencies to assist in the investigation and prosecution of any illegal conduct by providing network and systems information related to allegedly illegal, harmful or objectionable content.


Mark Dotson, President
MPD Global
112 El Sueno Rd.
Santa Barbara, CA 93110
(805) 991-9719

Any questions regarding these Terms of Service can be addressed via the contact form.

A PDF version is available here.

 
hosting/hosting_agreement.txt · Last modified: 03/13/2013 21:40 by mdotson
 
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