This document may be modified by Inerail LLC at any time and published online to indicate changes. Please see clause 8 for more information on changes to this document.
1. SERVICE. Inerail LLC claims no responsibility as to the content provided by Inerail LLC's clients and customers, regardless of where it appears in relation to Inerail LLC.
2. SERVICE LEVEL AGREEMENT. Inerail LLC provides a 99.9% uptime guarantee. This guarantees that Inerail LLC will provide service availability to it's eligible clients 99.9% of the time (measured in a given 1-calendar-month period). If Inerail LLC should fail to provide the guaranteed amount of uptime, and the client reports the incidient within 7 days of occurance ending to Inerail LLC's support team, Inerail LLC will issue a credit towards future payments equal to 10% for first 0.1% of downtime (provided the downtime lasts beyond than that initial 0.1%), and 10% for each full hour after, not to exceed 50% of the client's monthly invoice for that month. Should a failure begin at the end of a month and continue forth into a second month with a total duration greater than 0.1% of the month of originating failure, the entire duration shall be counted in originating month. All downtime claims must be confirmed by Inerail LLC's own monitoring equipment as well as by the customer's contact with our support team. Downtime is considered to be any period of time in which the customer can not communicate with their equipment or the equipment that they are hosted on, excluding any issues with the client's own equipment or configuration. Further exclusions include any services not maintained by Inerail LLC that can cause a server to become unreachable (such as DNS servers), scheduled maintenance, or connection issues caused by any networks or network equipment outside the control of Inerail LLC. Eligible clients may become ineligible if their acocunt is past due or delinquent in any way, in breach or violation of our terms of service or hosting agreement, or if a failure of Inerail LLCs networking equipment is determined to have been caused by the actions of a client or a client's clients.
3. WARRANTY. Inerail LLC is not responsible for any loss of client data under any circumstances. While Inerail LLC does attempt to back up certain types of client data to aid in redundancy, diasaster recovery, and resistance to hardware failures, the client is also responsible for backing up all their information. Inerail LLC cannot be held responsible for any damages to a client or any clients of any client caused by any type of failure, whether or not caused by the fault or negligence of Inerail LLC, it's employees, contractors, or any other individual or company authorized to act on behalf or perform work for Inerail LLC.
4. INDEMNIFICATION. Client agrees that it shall defend, Indemnify, save and hold harmless from any and all demands, liabilities, losses, costs, claims, including reasonable attorney's fees ("Liabilities") against Inerail LLC, its agents, its clients, servants, officers, employees, that may arise or result from any services provided, performed or agreed to be performed or any product sold by client, its agents, employees or assigns. Client agrees to defend, indemnify and hold harmless Inerail LLC against Liabilities arising out of any injury to person or property caused by any products sold or distributed in connection with Inerail LLC's server or services, material supplied by client infringing or allegedly infringing on the proprietary rights of a third party, copyright infringement and any defective product which client sold on Inerail LLC's servers. As a result of this, client agrees that Inerail LLC shall not be liable to client for any claims of actual, compensatory and/or consequential damages which may be suffered by client, including, but not limited to, losses or damages due to the loss data resulting from delays, non deliveries, or service interruptions caused by the fault or negligence of Inerail LLC. Notwithstanding the above mentioned, client's exclusive remedies, damages, losses and causes of actions shall not exceed the aggregate dollar amount which client paid and retained by Inerail LLC during the quarter in which the dispute occurred.
5. INVOICING AND SERVICE FEES. Invoicing for a hosted service will be performed as follows: Client shall be billed in accordance with the above stated terms, unless otherwise agreed upon in writing and executed by both parties. Payments of the service fee will be due upon inception (sign-up date). In the event that client should fail to pay in advance for the services provided or in the event there shall exist any delinquency in the client's account then, in such event, Inerail LLC reserves the right, in its sole, absolute and unfettered discretion, to terminate this agreement and discontinue service to the client without notice or liability for actual, compensatory or consequential damages to client for the interruption in service. Inerail LLC shall be entitled to unilaterally terminate this agreement, in which case the provisions of all previous clauses shall continue in full effect, and/or, at its discretion, Inerail LLC may discontinue service to client until the client remedies the deliquency. Any service disconnection or suspension will result in the requirement of resubmission of any original setup fees incurred by the client. Furthermore, if the client should fail to pay any fees by the due date specified on the invoice (30 days from issue unless agreed upon in advance), the client will be additionally responsible for the payment of a late charge of $35 or 15% of the invoice amount, at Inerail's sole discretion. Should payment fail to be made, this amount will be added to the total invoice and will be included in the amount due to remedy account deliquncy should service be discontinued, suspended, or interrupted.
6. CANCELLATION AND EARLY TERMINATION. All cancellations in accordance with the terms and conditions contained must be submitted in one of the following forms: 1. Signed, in writing, via facsimile. 2. Via email to Inerail LLC's sales team. 3. Signed, in writing, via registered mail to Inerail LLC's headquarters. 30 days advance notice of cancellation is required. All client accounts and debts must be paid in full before the transaction will be considered complete. Any contracts terminated prior to the completion of agreed term will be subject to an early cancellation fee equal to fifty (50%) percent of the remaining service fees.
7. TAXES. Clients are responsible for submitting payment to Inerail LLC for all local, state, federal, national, international, county, provinicial, or any other government-mandated taxes.
8. MODIFICATIONS. Inerail LLC reserves the right to make changes (including additions, deletions, and modificatiosn) to any of the above and below terms and conditions of this agreement immediately and without notice to client. Changes in monthly service fees are effective the next billing cycle for which the client has not already paid. The use (continued or new) of any service by the client following the effective date of any change shall be proof of acceptance and acknowledgement of client of such change(s).
9. ENTIRE AGREEMENT AND SEVERABILITY. This instrument constitutes the entire agreement between the parties, and represents the complete and entire understanding of the parties with respect to the subject matter contained in the agreement. In the event that any term or provision of this instrument is held by a court of competent jurisdiction to be unenforceable, then the remaining provisions of this instrument and the agreement which it evidences shall remain in full effect. IN WITNESS WHEREOF the parties intending to be legally bound hereby, and in consideration of the covenants and agreements contained herein, do hereby execute this instrument with each party warranting their ability to enter into this agreement for the person or entity pursuant to the law of the State of New Jersey. This Agreement will be held in accordance with the laws of the State of New Jersey. Any actions brought against Inerail LLC must be done in the State of New Jersey.
10. RESTRICTIVE USE. The client may only use services provided by Inerail LLC for lawful and legal activity. At any given time, should Inerail LLC come to believe that the service is being used by a client in violation of any of the terms contained in this agreement, or in violation of any local, state, federal, national, international, or other law, Inerail LLC has the right to immediately terminate any service provided to the client with no liability. The following shall be cause for the immediate termination of services, as well as this agreement, without notice, credit, or refund to the client. Inerail LLC's own judgement determines what qualifies as a violation.
11. ACCEPTABLE ACCOUNT USAGE. Inerail LLC expects all clients to conform to the following acceptable use policy with regards to services provided by Inerail LLC.
A. RESPONSIBLE USAGE. The client is to take responsibility for their actions on Inerail LLC's systems or any systems accessed via Inerail LLC, including (but not limited to) statements made in messages sent through any electronic messaging system via Inerail LLC's networking equipment, statements made in chatrooms or discussion forums accessed via or provided by Inerail LLC, statements made via any voice or telecommunications services provided by Inerail LLC, or statements made in any newgroup accessed via Inerail LLC's networking equipment. If a client, or anyone acting on behalf of a client, authorized or unauthorized, is found to have displayed or performed behavior that may be deemed as irresponsible, potentially damaging to any computer network accessed via Inerail LLC, or potentially damaging or threatening to any company or individual, Inerail LLC may terminate services provided without prior notice.
B. MASS ELECTRONIC MAIL. Unsolicited mass e-mail and newsgroup postings are commonly known as, and referred to as "spam" within this document. For the purpose of this document, "spam" shall be defined as: any e-mail sent to any address or any list of addresses for which the receiver(s) have not given permission for the client to target in mass communication. Inerail LLC's network, servers, and equipment may not be used by a client to e-mail or mass e-mail any recipient(s) who have not indicated that they wish to receive these mailings. Violation of this policy may result in immediate termination of service. Should any client perform actions (intentional or otherwise) that result in any of Inerail LLC's hostnames, domains, IP addresses, or ASNs to be added to any lists that outline the details of potential spammers, or known spammers, or lists intended to be used widely to block certain senders, in addition to possible termination of service, the client shall owe Inerail LLC up to a $500 penalty fee per entry, with the final amount to be determined by Inerail LLC.
C. INTERNET RELAY CHAT. Inerail LLC's services may not be used to host Internet Relay Chat (IRC) related materials or services without explicit permission from Inerail LLC. Doing so without prior permission may result in the service (or services) being blocked by Inerail LLC or possibly suspension or termination or service, all without prior notice to the client.
D. SHARED RESOURCE FAIR-USE. Inerail LLC has safeguards in place that will not allow clients to consume excessive shared system resources of any type. Furthermore, these types of resources may also be manaully monitored by Inerail LLC and may have limits manually implemented if any client is utilizing excessive resources. Any attempts to circumvent limiting systems, automatic or manual, may result in termination of service without prior notice.
E. SECURITY/UNAUTHORIZED ACCESS. Inerail LLC monitors (automatically as well as manually) all systems for attempts at circumventing security precautions, including but not limited to, attempts to access systems or services that are not available or provisioned for a client's use, modifying or accessing another client's systems, files, or processes without that client's express permission, accessing without permission or causing any interruption to any other computer, system, or computer network regardless of whether or not it is a part of the Inerail LLC network. Violations of this policy will result in immediate counter-measures, including but not limited to IP address/IP allocation or hostname/hostmask blocking, immediate termination of service without notice, introduction of routing measures designed to prevent certain types of attacks, and physical disconnections of offending systems. Furthermore, should Inerail LLC be contacted by the authorities in reference to an attempt, successful or othewrise, to gain unauthorized access or disrupt any computer, system, or computer network, Inerail LLC will fully cooperate with the authorities in any way necessary. Furthermore, should any attempt, successful or otherwise, be made to gain unauthorized access or disrupt both Inerail LLC's systems, computers, or computer networks, and Inerail LLC's client's systems, computers, or computer networks, Inerail LLC will report the incident(s) to the appropriate authorities and fully cooperate with them to recover any damages caused, whether or not any damages have been caused.
F. PRIVACY. Inerail LLC may at times monitor data transferred in and out of the Inerail LLC networks to ensure security and optimal network performance. Normal network usage that is logged in a fashion that does not collect any identifying information of the sender or receiver. At the request of law enforcement authorities, hoewver, Inerail LLC may monitor and log all or a specific client's information as it passes in and out of the Inerail LLC network, and at the request of law enforcement authorities, turn this information over to them for use in an investigation. Furthermore, if Inerail LLC comes to believe for any reason that the Inerail LLC network is being used for unlawful purposes, or that a client is acting in violation to the terms of this document, Inerail LLC may monitor and log that client's information as it passes in and out of the Inerail LLC network. Inerail LLC will under no circumstances sell neither any recorded information nor any information related to our customer base (demographics, contact, billing, profile, products/services purchased and used, or otherwise), and will not use any recorded information for any reasons other than law enforcement, network optimization, network security enforcement, network or equipment troubleshooting, or client assistance.
Last updated: January 10, 2008
Sections updated: 5