Master Service Agreement
Unless otherwise provided in this Agreement for specific add-on products, this Agreement shall be on a month-to-month basis, with an initial term of one month beginning on the date on which the Customer accepts this Agreement, and shall be automatically renewed for each successive month for additional one month periods unless and until sooner terminated pursuant to the provisions of this Agreement.
You agree to provide Introplex with accurate and complete contact information. Contact information means any data relating to your identity, electronic mail, and street address, or telephone and fax number, or any other information that you provide to Introplex in order to receive or to continue receiving services. Further, you agree to provide Introplex with updated contact information within a reasonable period of time following the change in circumstance that creates the need for updated information.
Scope of Service
Introplex shell be responsible to provide the service of network management, hardware management and server software management, including that of the operating system. Introplex shell install, update, monitor and provide support for all existing, pre-installed server software. Introplex shell not be responsible to provide service, installation or support to any software, files or applications the Customer wishes to install in addition to the existing software on the server, especially files and software on the server's home directory. Introplex shell not manage nor provide support for the Customer's websites, self-installed applications, or any files installed or modified by the Customer.
Payments and Fees
Establishment of this service is dependent upon receipt by Introplex of payment of stated charges. Subsequent monthly payments are due on a recurring date that coincides with the date on which the Customer has accepted this Agreement.
The accepted payment methods are credit cards (Visa, MasterCard, American Express) and PayPal. Customers are responsible for any additional transaction fees that coincide with any payment methods.
Introplex reserves the right to deny Customers the use of any payment method for, but not limited to, abuse or misuse of a payment method. Abuse of a payment method may also be grounds for further disciplinary action up to and including the immediate and permanent cancellation of the Customer's services or their entire account with Introplex.
On each monthly payment due date the Customer's current payment method will automatically be charged for the invoiced amount. If the Customer's current payment method is PayPal and the Customer does not have an active PayPal subscription for payments for the service, the Customer will have to manually pay by the payment due date either with a one time PayPal payment or with a payment that establishes a new PayPal subscription. If the Customer's current payment method is credit card and the card cannot be successfully charged by the payment due date for whatever reason, it is the Customer's responsibility to pay for the invoice manually by the payment due date.
The service may be suspended or terminated if payment of any invoiced amount is overdue and the Customer does not pay the overdue amount within 4 days of the due date. Service suspended for non-payment is subject to a $50 reconnect charge. Introplex reserves the right to refuse to reconnect suspended or terminated services that have not been paid by the due date. Services not paid by due date are subject to a $10 late fee. Overdue invoices that are not collectible by Introplex may be turned over to an outside collection agency for collection. If your unpaid invoice is turned over for collection, you agree to pay Introplex a Processing and Collection Fee of not less than $75 nor more than $200. If you wish to cancel your service, please follow the proper procedure as outlined in this Agreement.
If a service is suspended due to non-payment, the service in question may only be reactivated once payment for the outstanding balance has been received in full. If all services on an active account are suspended, all outstanding invoices must be paid in full before any one service can be reactivated. Introplex reserves the right to keep a service suspended until funds paid have cleared.
If, in our judgement, your purchase constitutes a high risk transaction, we reserve the right to require you to provide us with a copy of your valid government-issued photo identification, and possibly a copy of a recent bank statement for the credit card used for the purchase.
Service Cancellation Requests
Customers who wish to cancel a service must do so by logging in to their account at www.introplex.com and submitting a Service Cancellation Request (an option to "Request Cancellation" is available inside each listed active service in the account). Upon submitting a service cancellation request, The Customer will have a choice to choose between cancelling the service immediately or at the end of the current billing cycle.
When a requests is made to cancel the service immediately, the service will be cancelled and terminated typically within 24 hours, and sometimes within 48 hours. A request to cancel a service immediately will not result in any eligibility for the Customer to receive a partial refund for the remaining billing cycle. The Customer will still be liable to pay for the entire current billing cycle.
Requests to cancel a service at the end of a current billing cycle must be received no less than 7 days and not more than 30 days before the end of the current billing cycle. If the service next billing cycle has already begun, or will begin within 7 days, the payment for the new billing cycle will not be cancelled. The Customer will need to request cancellation of the service for the end of the subsequent billing cycle.
Cancellation requests are not accepted through phone, email, fax, or any other method besides the Service Cancellation Request form submitted via the Customer's Introplex account. Only the authorized account holder may request to cancel the service.
In the event of service cancellation, the customer will be billed for any excess bandwidth usage, if such existed during the last monthly billing cycle or prior to it.
It is the Customer's sole responsibility to download, if needed, a backup of the files and databases he has on a service before that service is being cancelled and terminated. Introplex will not retain any copies of files and databases the Customer used to have on his service after the service has been cancelled and the Customer shall not hold Introplex liable for any loss resulting in his failure to download an updated backup before the service has terminated, in particular when a request was made to cancel the service immediately.
The Customer agrees that bandwidth usage shall not exceed the number of gigabytes per month for the services ordered by the Customer. Introplex will monitor the Customer's bandwidth usage and shall have the right to take corrective action if Customer's bandwidth usage exceeds the amount allocated by the Customer's service plan ("Allocation"). Such corrective action may include the assessment of additional charges, disconnection or discontinuance of any and all services, or termination of this agreement, which actions may be taken is in Introplex's sole and absolute discretion. Introplex believes in communicating with our Customers and will try to work with our Customers to resolve any overage issues before taking action which could cause a Customer's service to become unavailable.
Bandwidth usage is measured on a monthly basis coinciding with Customer's billing cycle. Both incoming and outgoing traffic are counted.
In the event that a Customer exceeds the included allocation, Introplex may, at its sole discretion, collect a deposit in the amount of $0.25 per GB for the projected overage for the month, immediately against customer's payment method on file with Introplex.
The Customer agrees to pay Introplex any additional fees for bandwidth overages, including over and above those that have been paid in a deposit, within 3 days of the invoicing period at a rate of $0.25 per GB of bandwidth used over the Allocation. Any bandwidth overage bill not paid within three (3) days of invoicing will subject the server and services to suspension.
Unused bandwidth allocations cannot be carried over to future months, or applied to other servers.
All IP addresses which are assigned to the Customer must be justified per ARIN Guidelines at http://www.arin.net/policy/nrpm.html. If it is determined that IP addresses which have been assigned to a Customer are not being used in accordance with these guidelines, they may be revoked.
SPAM and Unsolicited Commercial Email (UCE)
Introplex takes a zero tolerance approach to the sending of Unsolicited Commercial Email (UCE) or spam over our network. Very simply this means that Customers of Introplex may not use or permit others to use our network to transact in UCE. Customers of Introplex may not host, or permit hosting of, sites or information that is advertised by UCE from other networks. In addition, it is not acceptable to transmit bulk email through remote SOCKS, HTTP or other similar proxies who in turn make a SMTP connection to the destination mail servers. This technique may result in account suspension or termination. Violations of this policy carry severe penalties, including termination of service. In order to prevent unnecessary blacklisting due to spam we reserve the right to occasionally sample bulk email being sent from servers.
Violation of Introplex's email policy, as outlined in the Acceptable Use Policy ("AUP") will result in severe penalties. Upon notification of an alleged violation of our AUP, Introplex will initiate an immediate investigation (within 48 hours of notification). During the investigation, Introplex may restrict Customer access to the network to prevent further violations. If a Customer is found to be in violation of our AUP, Introplex may, at its sole discretion, restrict, suspend or terminate Customer's account. Further, Introplex reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated policy violation. Introplex will notify law enforcement officials if the violation is believed to be a criminal offense.
First violations of this policy will result in an "Administrative Fee" of $250 and your account will be reviewed for possible immediate termination. A second violation will result in an "Administrative Fee" of $500 and immediate termination of your account. Customers who violate this policy agree that in addition to these "Administrative" penalties, they will pay "Research Fees" not to exceed $175 per hour that Introplex personnel must spend to investigate the matter.
As our Customers are ultimately responsible for the actions of their Customers over the network, it is advisable that Customers develop a similar, or stricter, policy for their Customers.
Refund and Disputes
All payments to Introplex are nonrefundable. This includes one time setup fees, prepayment fees, and subsequent charges regardless of usage. Customer shall not be entitled to any refunds, pro-rated or otherwise, in the event of early termination of this agreement by Introplex or by the Customer according to the terms herein. All overcharges or billing disputes must be reported within 60 days of the time the dispute occurred. If you dispute a charge to your credit card issuer or payment provider (chargeback) that, in Introplex's sole discretion is a valid charge under the provisions of the TOS and/or AUP, you agree to pay Introplex an "Administrative Fee" of not less than $75 and not more than $200.
Introplex may suspend the service to the Customer without liability if: (i) Introplex reasonably believes that the service is being used (or has been or will be used) by the Customer in violation of the MSA, the TOS or any applicable law, court order, rule or regulation in any jurisdiction; (ii) the Customer does not cooperate with Introplex’s investigation of any suspected violation of the MSA, the TOS or any applicable law, court order, rule or regulation in any jurisdiction; (iii) Introplex reasonably believes that the service provided to the Customer has been accessed or manipulated by a Third Party without the Customer’s consent or in violation of the MSA; (iv) Introplex reasonably believes that suspension of the service is necessary to protect Introplex’s network or other Introplex customers; (v) a payment for the service is overdue by more than 4 days including the payment due date; (vi) the continued use of the service by the Customer may adversely impact the services or the systems or content of any other Introplex customer, (vii) Introplex reasonably believes that the use of the service by the Customer may subject Introplex, its affiliates, or any Third Party to liability; or (viii) suspension is required by law, statute, regulation, rule or court order. Introplex will give the Customer reasonable advance notice of a suspension under this paragraph and a chance to cure the grounds on which the suspension are based, unless Introplex determines, in Introplex’s reasonable commercial judgment, that a suspension on shorter or contemporaneous notice is necessary to protect Introplex or its other customers from operational, security, or other risk or the suspension is ordered by a court or other judicial body.
If Introplex suspends the Customer’s right to access or use any portion or all of the service: (i) the Customer remains responsible for all fees and charges the Customer has incurred through the date of suspension; (ii) the Customer remains responsible for any applicable fees and charges for any services to which the Customer has continued to have access, as well as applicable data storage fees and charges, and fees and charges for in-process tasks completed after the date of suspension; (iii) the Customer will not be entitled to any SLA credits under the service Level Agreement for any period of suspension; and (iv) at Introplex’s sole discretion, Introplex may terminate the Customer’s access to the Customer Content stored in the services during a suspension, and Introplex shall not be liable to the Customer for any damages or losses the Customer may incur as a result of such suspension.
Introplex may terminate the service to the Customer immediately upon notice to the Customer if: (i) Introplex discovers that the information the Customer provided to Introplex about the Customer’s proposed use of the service or account information was inaccurate or incomplete; (ii) if the Customer is an individual, the Customer was not at least 18 years old or otherwise did not have the legal capacity to enter into the MSA, install, or accept services at the time the Customer submitted the order, or if the Customer is an entity, the individual submitting the order for the Customer did not have the legal right or authority to enter into the MSA, install or accept services on behalf of the person represented to be the Customer; (iii) the Customer payment of any invoiced amount is overdue, and the Customer does not pay the overdue amount within 4 days of the due date; (iv) the Customer use of the service or the Customer's end users use of the Customer offering is in violation of this MSA and the Customer fails to remedy any violation within 5 days of Introplex’s written notice; (v) the Customer or Customer's end user violates the AUP or any part of the TOS; (vi) the Customer’s service has been suspended for 14 days or more; (vii) the Customer has multiple violations of the MSA and TOS; or (viii) the Customer fails to comply with any other provision of this MSA or TOS and does not remedy the failure within 14 days of Introplex notice to the Customer describing the failure.
Introplex will give the Customer written notice of service termination under this paragraph unless Introplex determines, in Introplex’s reasonable commercial judgment, that a termination on shorter or contemporaneous notice is necessary to protect Introplex or its other customers from operational, security, or other risks.
The deletion of the Customer Content is automatic upon termination or expiration of the service. Consequently, unless Introplex determines otherwise, the Customer will not have access to the Customer's Content upon service termination, and Introplex may immediately delete all of the Customer's Content from its servers and network infrastructure after the effective date of termination or expiration of the service.
Upon termination or expiration of the service, the Customer must discontinue use of the service and relinquish use of the IP addresses and servernames assigned to Customer by Introplex and any other materials provided to the Customer by Introplex in connection with the service, including pointing the DNS for the Customer domain names away from the service.
Courtesy Transfer Service
Introplex performs all account transfers, account moves, cPanel transfers, server transfers and any other service which involves Introplex copying files of yours from a third party service to your Introplex service, hereafter known as a "transfer" as a courtesy service only. By requesting Introplex to perform a transfer you agree to indemnify and hold harmless Introplex from any and all liability arising from the transfer and/or copying of your accounts. You also agree Introplex is not responsible for any issues relating to the transfer of your accounts, both on your Introplex service and at any other third party service from which Introplex may be transferring your accounts from, including but not limited to, missing or corrupted files, improperly transferred accounts, any and all fees you may incur from third party services such as bandwidth fees or charges from delays in transferring account, settings or files from third party providers which may not have been transferred, any downtime or outages, DNS problems, accounts set up on incorrect IP addresses, any issues at third party services which delay or prevent Introplex from performing the service, or any other issues. It is the Customer's responsibility to ensure all files and data from existing service have a current backup before requesting a transfer. Introplex makes no guarantees regarding the availability of our transfer service or the amount of time it takes to perform transfers. Introplex can only perform transfers from any service which uses the same control panel that is used on your Introplex service (ie. cPanel). Introplex will still provide "best effort" assistance which includes general advice on file transfer and configurations, DNS settings, MySQL database imports, and other general assistance for Customers whose 3rd party service does not use the same server control panel.
VPS Nightly Backups
Introplex performs nightly backups of VPS accounts as a courtesy service only. Introplex is not responsible for the completeness, integrity, or freshness of your VPS backup. Introplex recommends you have your own backup system in place. VPS backups are intended for disaster recovery purposes only. Introplex reserves the right to charge fees for restores which are requested that are not for disaster recovery purposes.
Excessive Upgrades and Downgrades
Introplex does not normally charge any fees for account upgrades and downgrades. However, because upgrading and downgrading between virtualized accounts (such as VPS and Hybrid) and full dedicated server accounts, is a labor-intensive and time consuming process, as is changing the primary disk in dedicated servers, Introplex reserves the right to charge for upgrades and downgrades at the hourly rate of $75 per hour if Customer has made an excessive number of upgrade or downgrade requests. Introplex, at it's sole discretion, will have the final say as to what is considered 'excessive'.
Harassment and Abuse
Introplex does not tolerate abuse of any kind towards its employees. This includes all verbal harassment, yelling, swearing, rudeness, threats, and any intentionally disruptive behavior directed at Introplex or any of its staff or agents. Customer agrees to engage our staff in a professional manner whether in email, helpdesk tickets, live chat, forums, or on the telephone. Any abuse will be construed as a violation of this Agreement. No refunds will be provided for any service termination which arises as a result of a violation of this clause.
Customer acknowledges that the service provided is of such a nature that service can be interrupted for many reasons other than the negligence of Introplex and that damages resulting from any interruption of service are difficult to ascertain. Therefore, Customer agrees that Introplex shall not be liable for any damages arising from such causes beyond the direct and exclusive control of Introplex. Customer further acknowledges that Introplex's liability for its own negligence may not in any event exceed an amount equivalent to charges payable by Customer for services during the period damages occurred. In no event shall Introplex be liable for any special or consequential damages, loss or injury.
Introplex is not responsible for any damages your business may suffer. Introplex does not make implied or written warranties for any of our services. Introplex denies any warranty or merchantability for a specific purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by Introplex.
Customer agrees that Introplex's failure at any time to enforce any of the provisions of this Agreement or any right or remedy available hereunder, or at law or equity, or to exercise any option herein provided, shall in no way be construed to be a waiver of such provisions, rights, remedies, or options or in any way to affect the validity of this Agreement. The exercise by Introplex of any rights, remedies, or options provided hereunder, or at law or equity, shall not preclude or prejudice Introplex from exercising thereafter the same or other rights, remedies, or options.
You agree that Introplex is not responsible for any damages, delays, or other failures to fulfill its obligations hereunder as a result of war, fire, strike, riot or insurrection, natural disaster, delay of carriers, governmental order or regulation, complete or partial shutdown of plant, unavailability of materials or equipment from suppliers, failures or blackouts, labor disputes, and/or other occurrences beyond its control whether or not similar to those listed above.
Neither this Agreement nor any of the rights, interests or obligations hereunder may be assigned by the Customer (whether by operation of law or otherwise) without the prior written consent of Introplex. Introplex may assign this Agreement without the consent of Customer. Subject to the foregoing, this Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
We reserve the right to refuse service to anyone at any time for any reason.
Introplex is not responsible for data integrity on equipment reclaimed for non-payment.
Anything not explicitly stated in this Agreement is subject to interpretation at Introplex's sole and absolute discretion.
You, as Introplex's Customer, are solely responsible for the content stored on and served by your Introplex service.
Introplex may modify any of the Terms of Service contained in this Agreement at any time at its sole discretion. Any modifications are effective upon posting of the revisions on Introplex website. Your continued use of the services following Introplex’s posting of any modifications constitutes your acceptance of the modifications and your agreement to be bound by them. You acknowledge and agree that it is your responsibility to review this site and this Agreement periodically and to be aware of any modifications. You may identify whether Introplex has revised this Agreement by noting the "last updated" date at the end of this Agreement. If you do not agree to the terms of any modification, you may terminate your service at the end of its current billing cycle.
If you have any questions regarding the Terms of Service please forward your enquiry to firstname.lastname@example.org.
This Master Service Agreement was last updated on July 28, 2014 and replaces all previous versions.