Hosted Services Agreement

Agreements

In consideration of the mutual covenants set forth in this Agreement, Bravecom.net and Client hereby agree as follows:

1. Terms.

Subject to the terms and conditions of this Agreement, Bravecom.net will provide Web Hosting services for Client subject to the following terms:

a)     Length of Service.

Client agrees to an initial six (6) month or twelve (12) month contractual term of service (“Term”). The length of contract required is based on the type of service desired by Client.

b)     Service Start Date.

The first payment plus setup charges, if any, shall be due in advance of any service provided. Service shall begin upon Bravecom.net receipt of payment for such first Term of service or upon a mutually agreed upon alternate date.

c)     Renewal by Client.

This Agreement will automatically renew for successive six (6) or twelve (12) month Terms unless canceled in writing by Client at least 30 days prior to the end of Term renewal date. Renewal prices are subject to change. Renewal of services by Client indicates agreement to any Contract revisions and price changes. Renewal fees for the following term will be automatically invoiced to Client’s account.

 

2. End User Pricing and Web Hosting Compensation.

End User pricing and Web Hosting Compensation is outlined on Exhibit A (invoice), attached, and is subject to change at the sole discretion of Bravecom.net.

3. Terms of Payment.

Terms of payment are C.O.D. unless credit approval has been granted by Bravecom.net.  If credit approval has been granted, credit terms are net 10 days upon receipt of invoice. We reserve the right to revoke any credit extended if payment is in arrears for more than 30 days.

4. Proprietary Information.

Proprietary information exchanged here under shall be treated as such by Client. This information shall include, but not be limited to, the provisions of this Agreement, product and services information and pricing. Client further agrees to not decompose, disassemble, decode or reverse engineer any Bravecom.net program, code or technology delivered to Client or any portion thereof.

Under no circumstance shall Bravecom.net release proprietary information pertaining to Client. This information shall include, but not be limited to, the provisions of this Agreement, contact information, analytics, credit card data, and product & services information and pricing. Bravecom.net further agrees to not decompose, disassemble, decode or reverse engineer any Client program, code or technology used in conjunction with its services.

5. Censorship.

Bravecom.net exercises no control whatsoever over the content of the information passing through the network, email or web site. Client is responsible to abide by all applicable laws for the content they host with Bravecom.net. This includes trademarks, copyrighted material and any other form of intellectual property.

6. Warranties.

Bravecom.net makes no warranties or representations of any kind, whether expressed or implied for the service it is providing. Bravecom.net also disclaims any warranty of merchantability or fitness for any particular purpose and will not be responsible for any damages that may be suffered by Client, including loss of data resulting from delays, non-deliveries or service interruptions by any cause or errors or omissions of Client. Use of any information obtained by way of Bravecom.net is at Client’s own risk, and Bravecom.net specifically denies any responsibility for the accuracy or quality of information obtained through its services. Connection speed represents the speed of an end-to-end connection. Bravecom.net does not represent guarantees of speed or availability of end-to-end connections. Bravecom.net expressly limits its damages to Client for any non-accessibility time or other down time to the pro-rata monthly charge during the system unavailability. Bravecom.net specifically denies any responsibilities for any damages arising as a consequence of such unavailability.

7. Content Ownership

a) Client Ownership Of Content

All data stored on the host server(s) should remain the property of client at all times.  The client represents and warrants that this data is not in violation of Section 5.

b) Trademarks and Copyrighted Material.

Client warrants that it has the right to use any applicable trademarks or copyrighted material in connection with this service in accordance with the law. In the event of a DMCA request, Bravecom.net will notify and work with Client to resolve the dispute.

 

8. Transfer of Agreement.

Client may not assign or transfer this Agreement, in whole or in part without the prior written consent of Bravecom.net.  In the event that Client contemplates whole or partial sale of it’s business, ownership change, or change in jurisdiction, Client shall notify Bravecom.net by mail, or email no less than 14 days prior to the effective date of the event.

9. Termination. 

Bravecom.net may terminate this Agreement at its sole discretion upon the occurrence of any of the following events: 1) failure to comply with any provisions of the Agreement upon receipt of written notice from Bravecom.net of said failure, 2) appointment of Receiver or upon the filing of any application by Client seeking relief from creditors, 3) upon mutual agreement in writing of Bravecom.net and Client. We reserve the right to terminate any account upon (14) day notice of service termination.

Upon termination of an account, Bravecom.net will delete all customer data within (14) days of termination. This data includes all sites, accounts, emails, and any other customer data we may posses.

10. Disputes.

If legal proceedings are commenced to resolve a dispute arising out of, or relating to, this Agreement, the prevailing party shall be entitled to recover all costs, legal fees, and expert witness fees as well as any costs or legal fees in connection with any appeals.

11. Indemnification.

Client shall indemnify and hold Bravecom.net harmless from and against any and all claims, judgments, awards, costs, expenses, damages and liabilities (including reasonable attorney fees) of whatsoever kind and nature that may be asserted, granted or imposed against Bravecom.net directly or indirectly arising from or in connection with Client’s marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this Agreement by Client.

12. General.

If any provision of this Agreement is held to be unenforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan. Exclusive jurisdiction and venue shall be in the Berrien County, Michigan Superior Court. A failure by any party to exercise or delay in exercising a right or power conferred upon it in this Agreement shall not operate as a waiver of any such right or power.

The client and Bravecom.net both represent and warrant that, on the date first written above, they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature(s).

 

REVISION 1.1 – 8/4/2014