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Sollicito Services Agreement
Definitions:
Provider: Sollicito, Inc.
Client: Person or Entity receiving hosting services.
Terms
Initial cost and first month's (or quarter's, as agreed) service is due ten days
from the start date. Provider will bill client the monthly, quarterly, or yearly hosting
fee on the first of the month, quarter, or year as agreed. Accounts which are more than 30
days past due are subject to disconnection of services. A reinstatement fee of $50 will
apply. Accounting issues should be addressed to support@sollicito.com. All
returned checks are subject to a $25 service charge, or the maximum charge allowed by law.
Services Termination
Each individual service in this agreement may be terminated by client with the
understanding that payment made for each service within the billing cycle is not
refundable. Provider will give client at least 30 days written notice prior to exercising
provider's right to terminate this agreement (except as noted below in "Terms and
Conditions").
SOLLICITO STANDARD TERMS AND CONDITIONS
1. Client will use the host services in a manner consistent with any and all
applicable laws of the State of Alabama and the United States. This
Agreement and any operating rules for the Sollicito servers or services established or
provided by Sollicito constitute the entire agreement of the parties with respect to the
subject matter hereof, and supersede all previous written or oral agreements between the
parties with respect to such subject matter. This Agreement shall be construed in
accordance with the laws of the State of Alabama. No waiver by either party of any breach
or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach
or default. Any section headings used herein are for convenience only and shall not be
given any legal import.
2. Provider reserves the right, in its sole discretion, to
deactivate the Client's host account(s) upon an indication of credit problems including
payments delinquent more than 30 days.
3. Disclaimer of Warranty; Limitation of Liability.
(A) CLIENT EXPRESSLY AGREES THAT USE OF SOLLICITO SERVERS IS AT CLIENT'S SOLE RISK.
NEITHER SOLLICITO SERVERS, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS,
THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE SOLLICITO SERVERS WILL BE
UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE
OBTAINED FROM USE OF THE SOLLICITO SERVERS, OR AS TO THE ACCURACY, RELIABILITY OR CONTENT
OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH THE SOLLICITO SERVERS.
(B) SOLLICITO SERVERS ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY
KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR
IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN
THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR
MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
(C) THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF
PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR
TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR
UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT,
TORTUOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. CLIENT SPECIFICALLY
ACKNOWLEDGES THAT SOLLICITO IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT
OF OTHER CLIENTS OR THIRD-PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS
ENTIRELY WITH CLIENT.
(D) IN NO EVENT WILL SOLLICITO, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR
DISTRIBUTING THE SOLLICITO SERVERS OR THE CONTENT INCLUDED THEREON BE LIABLE FOR ANY
DAMAGES, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE
SOLLICITO SERVERS. CLIENT HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL
APPLY TO ALL CONTENT ON THE SOLLICITO SERVERS.
(E) IN ADDITION TO THE TERMS SET FORTH ABOVE NEITHER SOLLICITO NOR ITS AFFILIATES,
SUBCONTRACTORS, INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL BE LIABLE REGARDLESS OF
THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR
UNTIMELINESS OR UNAUTHENTICITY OF, THE INFORMATION CONTAINED WITHIN THE SOLLICITO SERVERS,
OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE USER, OR FOR ANY
CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE FOREGOING PARTIES
SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT
LIMITED TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES. PRIOR TO THE EXECUTION OF A
STOCK TRADE, CLIENTS ARE ADVISED TO CONSULT WITH A BROKER OR OTHER FINANCIAL
REPRESENTATIVE TO VERIFY PRICING OR OTHER INFORMATION. SOLLICITO, ITS AFFILIATES,
SUBCONTRACTORS, INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL HAVE NO LIABILITY FOR
INVESTMENT DECISIONS BASED ON THE INFORMATION PROVIDED. NEITHER, SOLLICITO, NOR ITS
AFFILIATES, SUBCONTRACTORS, INFORMATION PROVIDERS OR CONTENT PARTNERS WARRANT OR GUARANTEE
THE TIMELINESS, SEQUENCE, ACCURACY OR COMPLETENESS OF THIS INFORMATION. ADDITIONALLY,
THERE ARE NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THE INFORMATION.
4. Provider is not responsible for any damages arising from
Client's use of Provider's services or by Client's inability to use the hosting services
for any reason.
5. While Provider shall make every reasonable effort to protect and backup data for
Client on a regular basis, Provider is not responsible for Client's files residing on
Provider. Client is solely responsible for independent backup of data stored on Provider.
6. Client hereby agrees that any material submitted for publication on provider
through client's account(s) will not violate or infringe any copyright, trademark, patent,
statutory, common law or proprietary rights of others, or contain anything libelous or
harmful. Any potentially illegal activity may result in an account being deactivated
without warning by Provider. Client hereby agrees to indemnify and hold harmless Provider
for any claim resulting from the submission of illegal materials.
7. Client hereby agrees that any material submitted for publication on Provider
through Client's account(s) will not contain anything leading to an abusive or unethical
use of the host server(s). Abusive and unethical materials and uses include, but are not
limited to pornography, obscenity, nudity, violations of privacy, computer viruses, and/or
any harassing and harmful materials or uses. Client hereby agrees to indemnify and hold
harmless Provider from any claim resulting from Client's publication of materials or
Client's use of those materials. Provider may or may not give notice before deactivating
the use of an account(s) which Provider decides, in its sole judgement, is an abusive or
unethical use of the host server(s). Sollicito will be the sole arbiter in determining
what constitutes pornographic, obscene or harmful material, violations of privacy,
computer viruses, or harassing behavior.
8. Due to the public nature of the Internet, all information should be considered
publicly accessible, and important or private information should be treated carefully.
Provider is not liable for protection or privacy of electronic mail or other information
transferred through the Internet or any other network provider or services its customers
may utilize.
9. Use of distribution lists via unsolicited electronic mail or other mass
electronic mailings is strictly prohibited. The Provider reserves the right to deactivate
the Client's host account(s) upon an indication of such activity. Client hereby agrees to
indemnify and hold harmless the provider from any claim resulting from the Client's or
another party's use of electronic mail service(s) on the Client's host account(s).
Sollicito will be the sole arbiter in determining what constitutes a violation of this
provision. Sollicito may or may not give notice prior to deactivation of accounts in
violation of this provision.
10. Sollicito will not permit unauthorized use of materials on Sollicito servers by
users of other servers. Links to HTML pages by third parties are permitted, but no other
links (including graphical information and binary data) are permitted. Sollicito will be
the sole arbiter in determining what is an inappropriate or unauthorized use of materials.
Sollicito may or may not give notice prior to deactivation of accounts in violation of
this provision.
11. All terms and conditions herein shall apply to those sub-hosted accounts which
may be controlled by Client.
12. Sollicito and Client agree to use their best efforts and cooperation in the
performance of this agreement.
13 . Sollicito shall have the
right at any time to change or modify the terms and conditions applicable to Client's use
of the Sollicito servers, or any part thereof, or to impose new conditions, including, but
not limited to, adding fees and charges for use. Such changes, modifications, additions or
deletions shall be effective immediately upon notice thereof, which may be given by means
including, but not limited to, posting on the Sollicito home page at
http://www.sollicito.com, or by electronic or conventional mail, or by any other means by
which Client obtains notice thereof. Any use of the Sollicito servers by Client after such
notice shall be deemed to constitute acceptance by Client of such changes, modifications
or additions.
14. Client shall be responsible for obtaining and maintaining all telephone, computer
hardware and other equipment needed for access to and use of the Sollicito servers and
services and all charges related thereto.
15. Indemnification. Client agrees to defend, indemnify and hold harmless Sollicito,
its subcontractors, affiliates and their respective directors, officers, employees and
agents from and against all claims and expenses, including attorneys' fees, arising out of
the use of the Sollicito servers and services by Client or Client's account.
16. This agreement shall be binding on the parties, and on
their successors and assigns, without regard to whether it is expressly acknowledged in
any instrument of succession or assignment.
Sollicito, Inc. |
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