Web Hosting and Electronic Commerce Agreement
Carefully read the following terms and conditions of this agreement. By accessing and using the web hosting and electronic commerce services and associated software of Quantum Networks Internet Solutions Corp. (“Quantum Networks”), you (“Customer”) indicate the acceptance of the following terms and conditions and you agree to be bound by them. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, DO NOT ACCESS OR USE THE Quantum Networks WEB HOSTING AND ELECTRONIC COMMERCE SERVICES or associated software and promptly return the complete package including the software to Milleniun.
This agreement constitutes the complete and exclusive statement of the agreement between you and Quantum Networks with respect to the Quantum Networks web hosting and electronic commerce services and associated software and SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, oral or written, and any other communications relating to the subject matter of this agreement.
Now, therefore, in consideration of the mutual covenants set forth herein, Quantum Networks and Customer agree as follows:
1.Order Acceptance, Payment.
A. All orders are subject to acceptance by Quantum Networks. An order will be deemed accepted by Quantum Networks when Quantum Networks sends written confirmation of the order to Customer.
B. Quantum Networks shall charge Customer’s credit card for the applicable set-up fees and monthly fees according to the Package(s) (as defined below) selected by Customer and provided by Quantum Networks. Such fees and charges shall include, without limitation, the fees for connectivity, design services, and charges by any and all third parties whose materials are included as part of the Package(s). Quantum Networks reserves the right to change the amount of, or basis for determining, any fees or charges and institute new fees and charges upon prior notice to Customer. Customer must provide Quantum Networks with a valid credit card number to which Quantum Networks will automatically charge all Quantum Networks fees as they become due. All monthly fees and set-up fees shall be due in advance of the month incurred and all additional charges shall be due at the end of the month in which such charges are incurred. Except as provided in Section 3, the set-up fees are nonrefundable and Quantum Networks does not issue pro rata refunds for fees paid in advance. If payment by Customer’s credit card is denied, or Customer’s charge is returned to Quantum Networks for any reason, including charge back or Customer otherwise fails to make any payments owing to Quantum Networks, Quantum Networks may, at Quantum Networks’s discretion, suspend or terminate access to the Quantum Networks Services and/or terminate this Agreement. Customer’s right to use the Quantum Networks Services are subject to any limits established by Quantum Networks or by the issuer of Customer’s credit card. Interest charges of 1% per month (or the highest rate permitted by law if lower than 1% per month) will accrue daily on any unpaid balance, which is more than thirty (30) days overdue. Customer shall be responsible for any and all taxes related to this Agreement.
2.Quantum Networks Services.
A. During the term of this Agreement, Quantum Networks shall provide software services to Customer according to the Package(s) accepted by Customer (the “Quantum Networks”). “Package” means one of Quantum Networks business and/or electronic commerce service offerings, as can be found on Quantum Networks Web site at http://www.Quantum Networksinternetsolutions.com. The specific Package to be provided to Customer shall be established by correspondence between Quantum Networks and Customer. Such Package shall be deemed incorporated by reference into this Agreement, as if fully set forth herein. Quantum Networks and Customer shall retain copies of such Package(s) for future reference.
B. At Customer’s request, Quantum Networks will acquire an Internet Second-Level Domain Name (“Domain Name”), from the Contracted Registrar on behalf of Customer. Customer’s request for and/or acceptance of a Domain Name obtained by Quantum Networks shall in all cases constitute Customer’s waiver of any and all claims which Customer may have, or which may later arise, against Quantum Networks or its third party providers, for any and all damages, losses, claims or expenses arising our or related to the acquisition, registration and/or use of the Domain Name. Any cost incurred by Quantum Networks to obtain and/or maintain the Domain Name on behalf of Customer shall be charged to Customer by Quantum Networks. Request for and acceptance of a domain name requires Quantum Networks to supply the domain name to the Contracted Registrar, which in turns supplies the Domain Name to third parties. Quantum Networks will be the sole technical contact for the Domain Name.
3.Limited 30-Day Money-Back Guarantee.
Quantum Networks offers a thirty (30) day money back guarantee on web hosting Packages. If Customer is not completely satisfied with the Quantum Networks Services provided under such Package within the first thirty (30) days, Customer may cancel this Agreement by notifying Quantum Networks by calling 305-814-4461 - Toll free: 1-877-333-3006 or writing us at 11401 SW 40 St Suite#301 Miami, FL 33165. In such case, Customer will receive a full refund of any amounts paid pursuant to this Agreement, except for set-up fees, Search engine submissions, Domain name registrations, SSL Certificates, and web sites that have had 3 draft designs submitted to the customer are nonrefundable. After the initial thirty (30) day period, all other Quantum Networks Services shall be deemed accepted for all purposes, provided no written claim has been received by Quantum Networks within such thirty (30) day period.
Due to the amount of hours that go into creating 3 drafts designs for the customer to choose from, there are no refunds once we have started this process. If a customer decides to cancel the design for their website prior to us completing and submitting the 3 drafts we will give the customer a complete refund for the package.
4.Third Party Providers.
In order to access and use the Quantum Networks Services, Customer may be required to subscribe to other Quantum Networks services offered under separate agreements, including, but not limited to, the Quantum Networks Agreement. This Agreement does not in any way modify the terms of such agreements. In addition, Customer acknowledges that in order to access certain of the Quantum Networks Services, Customer may have to agree to and execute agreements with third party providers who may charge Customer fees and charges which are in addition to the fees and charges imposed by Quantum Networks.
5.Intellectual Property Rights.
Customer acknowledges and agrees that the Quantum Networks Services constitute confidential and proprietary information of Quantum Networks and its licensors and embodies trade secrets and intellectual property of Quantum Networks and its licensors protected under United States copyright and other laws and international treaty provisions. Customer further acknowledges that all right, title, and interest in and to all parts of the Quantum Networks Services, including, without limitation, associated intellectual property rights, are and shall remain with Quantum Networks and its licensors. Customer shall not, and shall cause its employees and agents not to, disclose or transfer any portion of the Quantum Networks Services to any third party. Customer further agrees not to translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, sublicense, distribute, remarket or otherwise dispose of any portion of the Quantum Networks Services. Customer hereby acknowledges that, if Quantum Networks at any time or from time to time performs any customizations or modifications to Quantum Networks Services, all rights and interests to such customizations or modifications shall be the sole property of Quantum Networks.
6.Term and Termination.
A.This Agreement shall have an initial term of one (1) month and shall thereafter automatically renew for successive one (1) month periods. This Agreement and Customer’s access to the Quantum Networks Services shall terminate as follows: (i) Either party may terminate upon thirty (30) days prior notice; (ii) Quantum Networks may immediately and without prior notice terminate upon a violation by Customer of Quantum Networks’s acceptable use policies; (iii) Quantum Networks may terminate immediately and without prior notice in accordance with Section 1; and (iv) Quantum Networks may terminate immediately if, after 15 days prior notice to Customer, Customer has failed to correct any breach of this Agreement.
7.To cancel an Quantum Networks web hosting, domain name services or electronic commerce services, Customer should call Quantum Networks at 305-814-4461 or send a request via mail to Quantum Networks, 11401 SW 40 Street Suite#301, Miami, FL 33165, Attention: Web Hosting Cancellations. For assurance of delivery, Quantum Networks recommends that requests for cancellation are sent via certified mail.
8.Exclusion of Warranties.
While Quantum Networks makes reasonable efforts to maintain the Quantum Networks service, many factors are not within Quantum Networks’s control. Therefore, Quantum Networks does not warrant, and is not responsible for (even if caused by the negligence of Quantum Networks) any loss of data, delays, non-delivery or misdelivery of information, lack of access, slows response time, or service interruptions or errors. Loss, delay or non-delivery of data can be due to but not limited to Quantum Networks’s own negligence, viruses or other third parties. Customer’s data is defined as any data held by Quantum Networks and includes account information, web hosting data, email and domain name services. This disclaimer and waiver shall apply equally to any and all third party providers. Quantum Networks provides no warranty to customer regarding the accuracy of usage statistics, which Quantum Networks may provide in its discretion. Further, no advice or information given by an Quantum Networks representative shall create a warranty or serve as an amendment to this agreement.
Quantum Networks has the right to change prices, or add or delete product features of any existing product or service. The right to change products or services extends to any software supporting a product or service. Quantum Networks reserves the right to change prices or material features at any time upon 30 days prior notice. Quantum Networks reserves the right to institute new fees or new material features at any time upon 30 days prior notice. Quantum Networks has the right to discontinue products or services and the right to remove or reassign IP addresses of a customer’s web site. Quantum Networks also has the right to deactivate a customer’s service with a thirty (30) day notice. Except for certain products and services specifically identified as being offered by Quantum Networks, Quantum Networks does not control any materials, information, products, or services on the Internet. The Internet contains unedited materials, some of which are sexually explicit or may be offensive to you. Quantum Networks has no control over and accepts no responsibility for such materials. You assume full responsibility and risk for use of the services and the Internet and are solely responsible for evaluating the accuracy, completeness, and usefulness of all services, products, and other information, and the quality and merchantability of all merchandise provided through the service or the Internet.
9.Limitation of Liability and Damages.
THE TOTAL AGGREGATE LIABILITY OF Quantum Networks TO CUSTOMER SHALL BE LIMITED TO THE AMOUNT PAID TO Quantum Networks BY CUSTOMER HEREUNDER DURING THE THREE MONTHS IMMEDIATELY PRECEDING A CLAIM IN WHICH Quantum Networks IS LIABLE TO CUSTOMER. IN NO EVENT SHALL Quantum Networks BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS OR LOSS OF BUSINESS, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED UPON BREACH OF CONTRACT, TORT, OR OTHERWISE AND WHETHER OR NOT Quantum Networks HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Customer acknowledges that by reason of its relationship with Quantum Networks, it may have access to certain information and materials relating to Quantum Networks’s business, customers, software technology and marketing which Quantum Networks treats as confidential (collectively “Confidential Information”). Customer shall: (i) hold in confidence, and not disclose or reveal to any person or entity, any Confidential Information without the clear and express prior written consent of a duly authorized representative of Quantum Networks; and (ii) not use or disclose any of the Confidential Information for any purpose at any time, other than for the limited purpose of performance under this Agreement. These obligations shall continue indefinitely for so long as the Confidential Information is a trade secret under applicable law and shall continue for two (2) years following termination of this Agreement with respect to Confidential Information, which does not rise to the level of a trade secret.
Customer shall indemnify and hold Quantum Networks harmless against all third party claims, demands, suits, actions, judgments, losses, costs, damages (direct, indirect and consequential), attorney’s fees and expenses that Company may sustain or incur by reason of any breach or alleged breach of any term or condition of this Agreement (including reasonable attorney’s fees) and for any act or omission of Customer or its clients which are in any way related to the Quantum Networks Service.
Either party shall be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God, earthquake, labor disputes and strikes, riots, war, and governmental requirements. The obligations and rights of the party so excused shall be extended on a day-to-day basis for the period of time equal to that of the underlying cause of the delay.
Revised: 6/09/2011 10:00:13 PM