Terms of Service (TOS)
By purchasing the Services, You acknowledge and agree that You have read, understand, acknowledge and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies that WebHATS may establish and post on its website from time to time.
Description of Services
WebHATS provides the Services to its customers for a monthly fee. WebHATS will provide You an account on one or more of its dedicated servers, provided, however, You abide by the terms and conditions set forth in this Agreement and in any other agreement pertaining to other services you may purchase. WebHATS reserves the right to modify its network and facilities used to provide the Services for purposes including, but not limited to, accommodating evolving technology and increased network demand, and providing enhanced services. WebHATS shall use reasonable efforts to notify You in advance of any planned changes to WebHATS's network or facilities that may adversely affect the Services provided under this Agreement.
Fees for Services ordered by You shall be charged beginning on the date of the initial order and that date shall serve as the monthly anniversary date for all future billings including one time fees, upgrades, additional services, terminations and service credits. Fees are due in advance of the monthly service cycle and will be billed on the anniversary date of each month.
From time to time it may be necessary to make adjustments in the fees and surcharges charged for the Services in order to cover certain changing costs (e.g., power) incurred by WebHATS in providing the services. Such adjustments will be reflected on the statement or invoice provided to you for the Services, and you agree to pay for the fees and surcharges for the Services, as adjusted.
WebHATS provides several options for payment:
- ccAvenue. This option is only available to customers residing in India at the moment. This gateway allows the customers to make a payment via Internet Banking, Debit Cards and Credit Cards for Indian Master/ Visa solutions. Payments made by this mode towards discounted licenses and products or services may attract an additional 10% charge on the final product value. This will be intimated to you at the time or before the purchase.
- Checks, Money Orders, Wire Transfers and Pay Pal payments. WebHATS accepts both checks and money orders. In the event a check is returned, WebHATS will charge a returned check fee of $35.00 or, if less, legal limit in Your state or country. You are responsible for payment of all bounced check fees. In the event Your invoice is 3-days or more past due (from the invoice Due Date) then WebHATS reserves the right to suspend service or terminate service after 5 days past due until payment is received.
- Third Party Processing Options. Currently, WebHATS is able to accept Third Party Payments via the following sources: Pay Pal and 2CheckOut. Payments must be fully CLEARED before they are credited to your account. Bounced payments will incur a fee of $35.00 or, if less, the legal limit for a bounced check or payment in your state or country. In the event Your invoice is 3-days or more past due (from the invoice Due Date) then WebHATS reserves the right to suspend service or terminate service after 5 days past due until payment is received.
WebHATS reserves the right to charge a late fee of 1.5% per invoice per month on late payments. Invoices will be automatically considered late once the invoice due date has passed.
In the event you fail to pay your invoice within 3 days of the due date, we reserve the right to suspend your service.
If you are still past due on the 5th day from the due date on the invoice, we reserve the right to terminate your service entirely and reformat your server.
If you are terminated for non-payment, we also reserve the right to refer your account to a third party collection agency and you agree to pay any collection fees or legal fees we may be charged to collect on your debt.
"Overage" is defined as usage of the Services provided by WebHATS to You in excess of the allocated limitation. Overages is chargeable to Bandwidth, backup services or on time based administration allocated to your package.
Overage fees can be avoided by subscribing to a higher service plan.
Term and Termination and Money Back Guarantee
You agree to a month to month term for the Services unless otherwise agreed to in writing. The month to month term for services is automatically renewed each month unless either party notifies the other in writing of its desire that the Agreement not be renewed, no later than three (3) days before the next upcoming anniversary date for billing. For information on how to terminate Your account, please contact the WebHATS billing department.
When you request termination, we will follow this process: We will first contact you to confirm the termination and verify that you are authorized under your account to terminate it. Then, we will immediately suspend billing and disconnect service to the server. We are not able to schedule termination ahead of time, and all termination requests are effective immediately. Regarding mid-month or mid-period terminations, WebHATS will not issue pro-rated refunds for payments received in the middle of a payment cycle. Receipt by you of any Services in a given period will obligate you to pay for the Services during that entire billing period.
WebHATS may terminate this Agreement effective immediately and without notice upon any breach by You of any of the terms of this Agreement. In such event, WebHATS shall have no obligation to refund any fees paid in advance by You.
At this time, WebHATS does not offer a refund-based MBG of any kind.
Chargebacks and Payment Disputes
Under this Terms of Service agreement you must first contact WebHATS to attempt to resolve any billing disputes before contacting your bank or credit card company to dispute the charges. You further agree that any billing disputes must be submitted in writing to our billing department within one month of the invoice payment in question.
By using our services You agree to the above policy and to contact WebHATS before contacting your financial institution to seek a resolution.
In the event you dispute charges contrary to this agreement, we reserve the right to refer your account or sell your debt (plus any applicable fees) to a third party collection agency. We also reserve the right to take further legal action against you.
Promotional or Special Offers: Pre-payment Offers
From time to time, WebHATS may offer discounted pricing for initial introductory periods (e.g., discounted fees for the first months service.) A condition of such discounted pricing may be the requirement that prepayment for a period longer than the introductory period be paid. For example, the first month's service may be offered for a discount, with the standard pricing going into effect during the second month, with a quarterly prepayment being required.Promotional offers are non-refundable.
Promotional or Special Offers: Other Types of Offers
From time to time, WebHATS may offer promotional or special offers as sales incentives. These offers may be comprised of discounts, free time, free services, discounted services, trial offer periods and other types of offers. Such offers cannot be combined with other offers unless otherwise stated and are one-time use offers. One offer per client only. Offers are valid only where they are permitted by law. Offers are void where prohibited. Some offers (example: "Three Months Free Load Balancing Service") require You, the Client, to contact WebHATS prior to the expiration of the trial period in order to avoid being re-billed. Offers which provide a discounted monthly rate for a specified period of time will reset automatically to the full monthly rate once the promotional period has passed and You, the Client, agree to pay, in full, the full monthly rate, unless You cancel in advance.
Any abuse towards any WebHATS employee will not be tolerated. You are expected to request and respond to support and other issues in a professional manner, when emailing, calling or submitting online tickets to WebHATS. Any cursing, yelling, or further intentional disruptive behavior aimed at WebHATS or its employees shall be considered a violation of this Terms of Service agreement.
Any threat; whether orally, verbally, in written, via E-mail, via Live Chat, delivered by second parties or delivered in any other way, and directed towards WebHATS or any of WebHATS's employees, partners, staff, contractors, sub-contractors, facilities, offices, etc. shall be construed as a violation of this Terms of Service agreement. Threats of physical violence will be directed to the proper authorities.
No refunds shall be given when the above Tortuous Conduct clause is violation and necessitates the termination of an account or services.
License to Host
You hereby grant to WebHATS a non-exclusive, royalty-free, worldwide right and license during the term of this Agreement to do the following to the extent necessary to provide the Services under this Agreement: (a) digitize, convert, install, upload, select, order, arrange, compile, combine, synchronize, use, reproduce, store, process, retrieve, transmit, distribute, publish, publicly display, publicly perform and hyperlink any content uploaded by You; and (b) make archival or backup copies of content uploaded by You to the WebHATS servers. WebHATS shall have the right, but not the obligation, to make backup copies of the data uploaded by You to the WebHATS servers. You are responsible for any of your content residing on WebHATS's servers and for the backup thereof.
Storage and Security
At all times, You bear full risk of loss of any content and software you place on the WebHATS servers. You are entirely responsible for maintaining the confidentiality of Your password and account information. You acknowledge and agree that You are solely responsible for all acts, omissions and use under and charges incurred with Your account or password or in connection with the server or any of the content displayed, linked, transmitted through or stored on the server.
WebHATS does not undertake any obligation to provide management or security services unless you specifically request it to do so. If any technology specifically associated with your account requires updating, You must make a request for such update through WebHATS's ticketing system.
You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to Your content; (ii) maintain independent archival and backup copies of Your content; and (iii) ensure the security, confidentiality and integrity of Your content transmitted through or stored on WebHATS servers. WebHATS shall have no liability to You or any other person for loss, damage or destruction of any of Your content.
Uptime" refers to the amount of time the Services are available, as measured solely and only by WebHATS's internal monitoring systems. "Downtime" refers to the amount of time the Services are unavailable, as measured solely and only by WebHATS's internal monitoring systems. WebHATS guarantees that its Networking and Connectivity services will be available 100% of the time. In the event such level of service is not provided, customer will be credited 10x (1000%) of the downtime as recorded by the support ticket and confirmed problem to the resolution, up to 100% of the customer's monthly fee. If the network is out for 1 hour, we will credit you 10 hours of downtime and so on. In this instance we divide your monthly payment by days of the month, divided by 24hrs a day to find an hour rate. That amount will be credited to your account towards your next invoice.
The credit request will be denied if the same cannot be verified by our internal monitoring systems.
The total amount credited to You in a particular month under this Agreement shall not exceed the total amount of fees paid by You for such month for the affected Services. Credits are exclusive of any applicable taxes charged to You or collected by WebHATS and are Your sole and exclusive remedy with respect to any Downtime.
The uptime credit does not apply to the following:
Hardware Replacement Guarantee
WebHATS strives to maintain the integrity of the hardware used to provide its services, and any Downtime caused by hardware failure shall be credited pursuant to this Agreement. WebHATS maintains a stock of all essential hardware necessary to provide the Services. WebHATS shall replace any and all substantially malfunctioning hardware within 1 hour of WebHATS becoming aware of such substantial malfunction.
The amount of time for replacement of hardware shall be measured from the moment that WebHATS determines that the hardware must be replaced, and does not include time spent diagnosing the problem, researching other solutions, investigating the cause of the failure or time spent installing software, restoring backups or other, similar situations.
In the event that WebHATS fails to meet this hardware replacement guarantee, customer will be credited 10x (1000%) of the downtime as recorded by the support ticket and confirmed problem to the resolution, up to 100% of the customer's monthly fee.
TERMS APPLICABLE TO RESELLERS
THE TERMS IN THIS SECTION APPLY TO RESELLERS OF WEBHATS'S HOSTING SERVICES THROUGH WEBHATS'S RESELLER PROGRAM
Grant of Right to Resell Services
You are granted the limited right as provided in this section to resell the Services. This limited right is conditioned upon Your full compliance with all applicable user agreements, including but not limited to WebHATS's Terms of Service and Acceptable Use Policy, and is also conditioned upon compliance with all applicable user agreements by the customers of Yours to whom You resell WebHATS's services (Reseller Customers).
The rights granted to You to resell the Services are non-transferable and cannot be sold separately or in conjunction with the sale of an existing site or business without WebHATS's prior written consent.
Price and Payment
WebHATS will provide the Services to You under the Reseller Program at the prices and rates posted on the Reseller Price Schedule, which is located inside of the WebHATS LEAP control panel and accessible at any time, applicable to You. The rates applicable to You will vary depending on various factors such as
Pricing is updated every night automatically based on the above factors
Indemnification by Reseller
You agree to indemnify, defend and hold WebHATS harmless against any and all claims, damages and liability occasioned by any conduct of You or Your Reseller Customers, including any and all claims arising from content uploaded or stored by any Reseller Customer. You agree to indemnify WebHATS against transactions processed by WebHATS by or on Your behalf that are fraudulent in nature.
Agreement to Cooperate With Investigations
You agree that You will provide assistance to WebHATS in connection with any investigation, demand, or notice provided to WebHATS pertaining to any conduct or content of any Reseller Customer made by any governmental agency or third party. Such assistance shall include but not be limited to investigation and necessary communication in connection with Takedown Notices issued to WebHATS pursuant to the Digital Millennium Copyright Act. You agree that You will cooperate with WebHATS in connection with all reasonable requests made by WebHATS for You to preserve all information and content that may be the subject of any investigation or third party claim.
Management of Reseller Customer Accounts
At all times you must maintain a list and contact information of your clients with WebHATS for the purpose of cooperation with any investigations that may be executed upon you or your clients activities, and to maintain your active status as a reseller with WebHATS.
In the event of a default or breach by You of any provision of this Agreement or the WebHATS TOS (Terms of Service), or in the event You abandon, for any reason, Your obligation to provide the Services to any of Your Reseller Customers, WebHATS shall be entitled to do any of the following in connection with Your Reseller Accounts:
In the event of default, breach or abandonment by You as provided in this subsection, You agree to provide to WebHATS, on WebHATS's request, all billing and contact information for each of Your Reseller Customers so that WebHATS may exercise the rights set forth in this subsection.
Your Obligations to Provide Customer Service
Unless You elect otherwise, on a per incident basis, through a technical feature in the Reseller Program, You shall be solely responsible for providing all Customer Service to Your Reseller Customers. In the event You elect to have WebHATS handle a particular customer service incident, You grant the authority to WebHATS to handle the particular situation exercising WebHATS's sole discretion, and agree to hold WebHATS harmless for any claims made by the Reseller Customer in connection with WebHATS's handling of the customer service request. WebHATS reserves the right to charge You a fee for each incident You elect WebHATS to handle.
Requirements for Agreements With Reseller Customers
In no event will You undertake any obligation to any Reseller Customer which would grant or purport to grant any rights not expressly provided to You under this Agreement
Disclaimer of Warranties
You acknowledge and agree that WebHATS exercises no control over, and accepts no responsibility for, the content of the information passing through the host computers, network hubs and points of presence or the Internet. NEITHER WEBHATS, ITS EMPLOYEES, AFFILIATES, AGENTS, SUPPLIERS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS NOR THE LIKE MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT FOR THE SERVICES OR ANY EQUIPMENT WEBHATS PROVIDES. NEITHER WEBHATS, ITS EMPLOYEES, AFFILIATES, AGENTS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE, WARRANT THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. WEBHATS IS NOT LIABLE FOR THE CONTENT OR LOSS OF ANY DATA TRANSFERRED EITHER TO OR FROM YOU OR STORED BY YOU OR ANY OF YOUR CLIENTELE VIA THE SERVICES PROVIDED BY WEBHATS.
You agree to indemnify, hold harmless, and defend WebHATS and all directors, officers, employees, and agents of WebHATS from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative) and expenses (including but not limited to reasonable legal fees) arising out of or relating to the use of the Services by You, including any violation of the Acceptable Use Policy set forth in this Agreement. Such claims shall include, but shall not be limited to, claims based upon trademark, service mark, trade name, copyright and patent infringement, trademark dilution, tortious interference with contract or prospective business relations, unfair competition, defamation or injury to reputation, or other injuries or damage to business.
Limitation of Liability
IN NO EVENT SHALL WEBHATS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, SUFFERED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF WEBHATS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will WebHATS's liability for any damages, losses and causes of actions whether in contract or tort (including negligence or otherwise) exceed the actual dollar amount paid by You for the Services during the 12-month period prior to the date the damage or loss occurred or the cause of action arose. The provisions of this Agreement pertaining to Uptime Guarantee apply to credits available to you for system downtime.
WebHATS shall not be liable for failure or delay in performing its obligations under this Agreement if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, terrorist or other attack, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Services.
You represent and warrant that Your use of the Services shall not infringe the intellectual property or other proprietary rights of WebHATS or any third party. You further acknowledge that all right, title and interest in any and all technology, including the software that is part of or provided with the Services and any trademarks or service marks of WebHATS is owned by WebHATS and/or its licensors. Unless otherwise specifically provided in this Agreement, You shall have no right, title, claims or interest in or to WebHATS's intellectual property.
You shall not copy, modify or translate any WebHATS intellectual property or related documentation, or decompile, disassemble or reverse engineer same, to use it other than in connection with the Services, or grant any other person or entity the right to do so. Unless otherwise specifically provided in this Agreement, You are not authorized to distribute or to authorize others to distribute WebHATS intellectual property in any manner without the prior written consent of WebHATS.
WebHATS respects the intellectual property of others, and we ask You to do the same. WebHATS may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers.
Governing Law and Forum Selection
This Agreement shall be interpreted and construed according to, and governed by, the laws of the State of Illinois. The Circuit Court of Cook County, Illinois shall have exclusive jurisdiction to hear any dispute under this Agreement, or, if such court is without subject matter jurisdiction, the United States District Court for the Northern District of Illinois shall have exclusive jurisdiction.
Waiver and Modification
Except as otherwise provided herein, this Agreement may not be amended except through a writing executed by the parties. Any failure or delay in exercising any right, remedy, or power under this Agreement shall not operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. The waiver by any party of the time for performance of any act or condition hereunder shall not constitute a waiver of the act or condition itself.
Assignment and Severability
This Agreement shall be binding upon and inure to the benefit of You, WebHATS and their respective successors, and assigns. You may not assign this Agreement without the prior written consent of WebHATS, which consent will not be unreasonably withheld. If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect.
Additional Incorporated Agreements
Additional amendments to the Agreements, when noted, are amendments to this Agreement and are to be incorporated into it. Examples include terms and conditions for promotional offers and other additional terms and conditions.
WebHATS reserves the right to modify this agreement as needed without notice, and You agree that by creating, using, or otherwise engaging in business with WebHATS, that You have fully read, fully understand and agree to these Terms and Conditions. You understand that the Terms and Conditions in the Agreement are legally binding and that you are authorized to enter into such agreements on behalf of Your organization or Yourself.
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