These Terms of Service were updated on November 17, 2014.
Terms of Service
This Terms of Service agreement (“Agreement”) is a legally binding contract between Webnii Internet Services LLC (“Webnii”) and you (“Customer”, “you”, or “your”) which shall govern the purchase and use, in any manner, of the services provided by Webnii to Customer (“Services”). Customer and Webnii are sometimes referred to herein collectively as the “parties” or individually as a “party”.
By registering an account, purchasing and/or using the Services in any manner, you represent that you have read, understand, and agree to all terms and conditions set forth in this Agreement, and that you are at least eighteen (18) years old and have the legal ability to engage in a contract in the United States of America and the State of Pennsylvania.
If you do not agree to all of the terms and conditions set forth in this Agreement, you may not use the Services. If you are already a customer of Webnii and do not agree with all of the terms and conditions set forth in this Agreement, you should immediately contact Webnii to cancel your services as described in this Agreement.
This Agreement was last updated on November 17, 2014 (v20141117).
1. Term of Agreement
1.1. This Agreement shall become effective immediately upon Customer clicking “I Agree”, authorizing Webnii to place an order on behalf of Customer, and/or remitting payment for the Services to Webnii, whichever comes first (“Effective Date”) and shall remain effective and binding until terminated by either party as outlined in this Agreement. This Agreement may only be modified by a written amendment signed by an authorized executive of Webnii, or by the posting of a revised version of this Agreement by Webnii as defined under “Changes to the Terms of Service”.
1.2. The term of this Agreement (“Term”) is set to Customer’s billing term (“Billing Term”) for the Services. If no Billing Term has been set out, the Term shall be one (1) year. Upon expiration of the initial Term, this Agreement shall renew for periods equal to the length of the initial Term. If Customer has modified the Billing Term to differ from the initial Term, the Term shall become equal to the updated Billing Term for the Services and renew accordingly for periods equal to the updated Billing Term. This Agreement is effective and shall be renewed until either party provides appropriate notice of its intent to terminate as described in this Agreement.
2. Ownership and Services Purchased
2.1. The individual or entity provided in our records as the primary contact shall be the owner of the account.
2.2. The features and details of the Services governed by this Agreement are described on the web pages outlining the particular Services that Customer has purchased (“Service Description Page”) based on their respective descriptions on the Service Description Page as of the Effective Date, as outlined below. Webnii may modify the products and services it offers from time to time. Should the Service Description Page change subsequent to the Effective Date, Webnii has no obligation to modify the Services to reflect such a change, but reserves the right to do so at its sole discretion.
2.3. Some aspects of the Services may be provided by third parties. These third parties might have reserved the right to make changes, including material changes, to the services provided by them. Customer may terminate this Agreement if such a change materially affects the Services in such a way that a reasonable business person would not have purchased the Services for the purposes used by Customer.
2.4. Webnii reserves the right to add, modify, and/or remove any features from the Services at any time, with or without notice, and with or without any reason, and at Webnii’s sole discretion. This includes, but is in no way limited to, (i) disk space limits, (ii) bandwidth limits, (iii) domain name limits, (iv) pricing, (v) hardware resources, (vi) virtualized resources, (vii) and/or third party applications and/or services. If such additions, modifications, and/or removals of features of the Services materially impacts Customer’s ability to use the Services in such a way that a reasonable business person would not have purchased the Services for the purposes used by Customer, Customer may terminate this Agreement as described in this Agreement.
3. Billing and Payments
3.1. Webnii accepts major credit cards, debit cards, and PayPal payments. Other forms of payment, such as checks, money orders, and/or purchase orders, may be arranged by contacting Webnii and at the sole discretion of Webnii.
3.2. If a payment method is saved on file, such as saved credit card information or an active PayPal subscription, Customer authorizes Webnii to automatically charge the payment method on file one (1) day prior to, on, or proceeding the first day of each Billing Term. All other payment methods must be manually initiated by Customer. It is the obligation of Customer to ensure that recurring fees are paid on or before their respective due dates.
3.3. All fees are billed in United States Dollars (“USD”) and are subject to change with a thirty (30) day notice. Applicable and acceptable notice is to be considered either (i) an email to the primary contact on file, or (ii) updated pricing on Webnii’s website provided that Webnii does not alter Customer’s pricing until thirty (30) days after such pricing is updated on Webnii’s website.
3.4. In the case of a price increase or decrease, Webnii may opt to bill Customer at their previous rate (“Grandfathered Rate”) without regard to the price increase or decrease. Customer’s eligibility for the Grandfathered Rate will be at the sole discretion of Webnii. Webnii reserves the right to bill Customer at the then-current rate at the start of the next Billing Term following the thirty (30) day notice as outlined above.
3.5. Webnii may use third party payment processors (“Payment Processors”) to bill Customer. The processing of payments will be subject to the terms, conditions, and privacy policies of the Payment Processors in addition to this Agreement. Webnii is not responsible for any error of the Payment Processors. By using the Services, Customer agrees and authorizes Webnii to, through the Payment Processors, charge Customer’s chosen payment provider (“Payment Method”) and agrees to provide payment using said Payment Method. Webnii reserves the right to correct any errors in relation to payment, even in such a case that Webnii has already requested or received payment.
3.6. Returned checks will be subject to a one-time $50.00 fee for each returned check in addition any balance due as a result of the returned check(s).
4. Late Payments
4.1. Services not paid in full by the end of day (11:59:59PM EST) on their respective due dates will be given a seven (7) day grace period. If payment for the full amount due is not made within the seven (7) day grace period, Webnii reserves the right to suspend Customer’s Services and/or charge a late fee equal to $3.00 or 10% of the past due amount, whichever is greater, at its sole discretion. Services which are not paid in full by the fourteenth (14th) day following their respective due dates may be terminated at any time, and at the sole discretion of Webnii. Please note that this single paragraph does not apply to dedicated servers or services obtained by Webnii through third parties, which must be paid in full by their respective due dates and may not be offered a grace period; Webnii reserves the right to terminate such Services on the day following the their respective due dates if not paid in full by the end of the day (11:59:59PM EST) on said respective due dates.
4.2. Webnii is not responsible for any damages and/or losses as a result of suspension or termination for non-payment of the Services. Furthermore, Webnii reserves the right to refuse to reactivate the Services until any and all outstanding balances on Customer’s account(s) have been paid in full.
5. Money Back Guarantee
5.1. Webnii offers a thirty (30) day money back guarantee for shared hosting packages (“Shared Web Hosting” or “niiShared”).
5.2. Webnii offers a seven (7) day money back guarantee for Virtual Private Servers (“VPS” or “niiVPS”).
5.3. Webnii offers a money back guarantee until the point of Customer’s approval of a website design for Custom Managed Websites (“niiCustomSite”), not to exceed a maximum of thirty (30) days, regardless of which party the delay is due to, unless such an extension is expressly approved by a representative of Webnii in writing.
5.4. Webnii does not offer a money back guarantee period for dedicated servers (“Dedicated Servers” or “niiDedicated”).
5.5. Webnii does not offer a money back guarantee period, nor refunds of any type, for any Services not explicitly identified as having money back guarantee periods above, except when such a guarantee is explicitly provided by a representative of Webnii in writing, and at the sole discretion of Webnii.
5.6. Pursuant to and within the timeframes and guidelines provided above, Webnii will refund Customer 100% of the Services’ paid-for purchase price minus any (i) setup costs, (ii) vendor fees, (iii) software fees, (iv) domain name registration fees, (v) and/or licensing fees. The maximum refund provided to Customer under the money back guarantee will be the paid-for purchase price of the Services minus the cost of the any of the items described above.
5.7. Money back guarantee refunds will only be provided when Customer requests cancellation through a verifiable method and as outlined under the cancellation portion of this Agreement, and when Customer explicitly states that Customer wishes to cancel under the money back guarantee policy.
5.8. Money back guarantees will only be honored if Customer has not breached any of Webnii’s policies including, but not limited to, the Authorized Use Policy and this Agreement. Breaking any policy of Webnii, regardless of intention, constitutes forfeiture of the money back guarantee and any and all refunds.
5.9. Only a first-time Customer is eligible for a refund under Webnii’s money back guarantee, except at the sole discretion of Webnii. For example, if Customer has, or has previously had, any other services with Webnii, Customer is not eligible for a refund under the money back guarantee for any proceeding services. Furthermore, the money back guarantee will not be honored for a Customer deemed to be using multiple accounts to circumvent this policy. In the context of this paragraph only, Webnii considers multiple accounts to be either (i) the same Customer assuming the role of primary contact on multiple accounts, or (ii) the same billing address, phone number, and/or other uniquely identifiable information being used as part of the primary contact’s information on multiple accounts. This means that a Customer, identified in this sentence, and only this sentence, as a person, phone number, and/or billing address, is only eligible for a refund under any money back guarantee a total of one (1) time. Exceptions to this paragraph may be made at the sole discretion of Webnii on a case-by-case basis.
6.1. Refunds will only be provided under the money back guarantee policy as outlined in the “Money Back Guarantee” section. Outside of the money back guarantee, Customer waives all claims to refunds, and agrees that Webnii is not obligated to provide a refund for any payment made to Webnii.
6.2. To reiterate, Webnii does not provide refunds for (i) web hosting, (ii) design services, (iii) Search Engine Optimization (“SEO”), (iv) Virtual Private Servers (“VPS”), (v) dedicated servers, (vi) one-time Services, (vii) setup costs, (viii) vendor fees, (ix) software fees, (x) domain name registrations, (xi) third party licenses or services, (xii) and/or any other services or otherwise assessed fee or charge not explicitly described as being eligible for a refund under the money back guarantee.
6.3. In the event of a refund being processed, Webnii will make a best attempt to return payment via the original Payment Method. In some situations, Webnii may not be able to provide a refund through the original Payment Method. In such cases where a refund cannot be processed via the original payment method, Webnii may provide a refund through PayPal. In a case where Webnii cannot process a refund via the original Payment Method, and Customer does not wish to receive a refund via PayPal, Webnii may provide a refund as an account credit usable towards future invoices. In certain cases, and at the sole discretion of Webnii, Webnii may provide a refund via a mailed check or money order.
6.4. Refunds will only be processed in United States Dollars (USD). Due to fluctuating exchange rates for international currencies, refunds will reflect the exchange rate in effect on the date that the refund is processed by Webnii.
6.5. Refunds may take up to seven (7) days to process.
7. Billing Disputes
7.1. If Customer believes that there is an error in Webnii’s invoicing or billing, Customer must contact Webnii in regard to the alleged error within thirty (30) days of the date that Customer is billed. Webnii’s obligation to investigate and consider Customer’s claim is contingent on Customer providing appropriate and sufficient facts for Webnii to investigate such claims. Customer waives any right to dispute any charges and/or fees if Customer fails to notify Webnii in writing or by exceeding the deadline outlined above. If Webnii determines that Customer’s claim is valid, Webnii will provide an account credit to be used toward a future invoice or due payment. Third party fees of any kind are final.
7.2. If Webnii receives a chargeback or payment dispute from a bank, credit card company, PayPal, or other financial institution or Payment Processors, the Services may be suspended and/or terminated without notice, and at the sole discretion of Webnii. A chargeback fee equal to $50.00, in addition to any outstanding balances accrued as a result of a chargeback or payment dispute, will be assessed to Customer for each chargeback and must be paid in full before the Services are restored, provided that the Services are in a restorable state. Webnii encourages Customer to contact Webnii directly to address any billing concerns.
7.3. If any double or excess payments result from a chargeback or payment dispute, Webnii will process the excess payment as an account credit.
8. Account Responsibility
8.1. Customer is responsible for taking reasonable and acceptable measures to secure Customer’s access credentials, security and verification information, account(s) and the Services in order to prevent unauthorized access.
8.2. Customer is responsible for providing valid, accurate, and up-to-date information to Webnii, such as, but not limited to, full legal name, email address, phone number, mailing address, and Customer’s business information (if applicable). Customer also understands and agrees that provided information, whether in part or in whole, may be used for inclusion in the WHOIS database in the case of domain name registrations, as required by ICANN. Customer is required to, agrees, and understands that Customer must provide valid and updated account information immediately upon any of the recorded and provided information changing.
8.3. Customer agrees, understands, and acknowledges that Customer assumes and takes full responsibility for any and all actions of their account, including, but not limited to, (i) additions to the Services, (ii) losses of the Services, (iii) modifications of the Services, (iv) changes to account ownership, (v) modification of any and/or all account information on file, and/or (vi) modification of any type to account’s designated users (“Sub-Users” or “Sub-User”), as well as the actions of anyone logging into or otherwise accessing Customer’s account, and the actions of anyone who has sufficient information to be reasonably authenticated (“Authenticated”) as defined in the following paragraph.
8.4. Authenticated is defined by Webnii as having access to, or sufficient knowledge of, Customer’s account and/or security information, including, but not limited to, (i) access to login to Customer’s email address on file, (ii) the proper responses to any valid security question(s) on file, (iii) the generated and/or chosen account security Personal Identification Number (“PIN”) on file, (iv) the ability to prove access to the account by providing a unique security and/or support code located in myWebnii when logged into Customer’s account, (v) the ability to answer a phone call at Customer’s phone number on file, and/or (vi) the Customer’s account password.
8.5. Customer understands and agrees that anyone Customer authorizes to become a Sub-User by creating, adding, inviting, or otherwise requesting another person to be authorized, added, permitted, supporting of, or otherwise granted permission to Customer’s account may make changes of any kind to Customer’s account, account information, and/or Services on behalf of Customer, and that Customer agrees to take full and sole responsibility for, and hold Webnii fully harmless for, the actions of any Sub-User designated by Customer or designated by an existing Sub-User of Customer’s account, including Sub-Users added due to negligence of Customer’s or Customer’s Sub-Users’ responsibilities per this Agreement.
8.6. Webnii maintains no responsibility for the actions of Customer, Sub-Users designated on Customer’s account, anyone able to provide Webnii with sufficient information to reasonably prove access to and/or sufficiently become Authenticated to, at Webnii’s sole discretion under this Agreement, Customer’s account and/or Sub-Users’ accounts, nor responsibility for any unauthorized access, fraudulent access, and/or modifications to Customer’s account or the Services whatsoever. Customer retains and takes full responsibility for any and all access to, actions on, and/or actions taken on, Customer’s account and/or Sub-Users’ accounts, as well as all data of the Services.
9. Account Notices
9.1. Webnii’s primary method of providing notices of any type to Customer will be through an email to the email address on file for Customer and/or any Sub-Users. Webnii may, however, and at its sole discretion, opt to provide notices, in addition to or instead of email, via physical mail to the mailing address on file and/or via a telephone call to the telephone number on file for Customer and/or any Sub-Users. Customer assumes any and all responsibility for ensuring that Customer’s information on file with Webnii is accurate and complete.
9.2. For all intents and purposes, notices provided to Customer via email are to be considered delivered, served, and otherwise provided in accordance with this Agreement upon Webnii sending said email, regardless of whether said notices are (i) accepted, (ii) delivered, (iii) bounced, (iv) rejected, (v) undeliverable, (vi) queued, (vii) unopened, and/or (viii) flagged or marked as spam. Webnii encourages Customer to whitelist and accept any and all email from Webnii and Webnii’s domain name “www.webnii.com”.
9.3. Webnii may opt to send marketing information, promotional items, gifts, letters, notices, packages, greeting cards, invoices, and/or any piece of mail to Customer’s and/or Customer’s Sub-Users’ mailing addresses on file. Customer grants Webnii full permission to send physical mail of such types to Customer and/or Customer’s Sub-Users at any time.
9.4. Customer authorizes Webnii to contact Customer and/or Customer’s Sub-Users via telephone at any time for matters concerning the Services.
10. Hosting Location
10.1. Webnii does not guarantee the availability of any hosting locations or datacenters, and reserves the right to add, move, modify, and/or remove any location at any time without notification. Webnii also reserves the right to transfer Services between locations at any time and without notification, at Webnii’s sole discretion.
11. Support Policy
11.1. Webnii will provide Customer with customer service and technical support twenty-four (24) hours a day, three-hundred and sixty-five (365) days per year, pursuant and in accordance with the “Support Response Service Level Agreement (SLA)” section of this Agreement. Webnii’s account and ticketing system (“myWebnii”), accessible at http://my.www.webnii.com and/or where indicated on Webnii’s website, is the only official method of receiving support.
11.2. Webnii may provide limited support through other methods such as, but not limited to, live chat and telephone, but myWebnii remains the sole official method of receiving support, and Webnii reserves the right to refer Customer to myWebnii to submit a ticket for assistance.
11.3. The availability of any means of support, with the sole exception of myWebnii, is neither guaranteed nor promised twenty-four (24) hours per day, and is subject to availability of Webnii personnel as well as other business factors.
11.4. Webnii’s support included with the Services, unless otherwise defined elsewhere in this Agreement, is limited to the support of the physical functioning of the Services (“Standard Support”). Webnii is not responsible for providing support for any third party scripts, software, and/or services, including compatibility issues between said third party offerings and the Services. Webnii is also not responsible for providing support for issues caused by Customer’s errors or omissions.
11.5. Webnii is responsible for providing support, as described in this Agreement, to its direct customers only. Webnii is not responsible for providing support to Customer’s customers in the event of resold services. All support requests must be made by the Customer on behalf of Customer’s customers.
12. Billable Support
12.1. Support requests which Webnii deems, at its sole discretion, to be outside of Standard Support may be eligible to be completed through advanced paid support (“Advanced Support”) by Webnii. Advanced Support is limited to areas of Webnii’s expertise and requests that are not covered under Standard Support. If available for a specific request, as determined solely by Webnii, Advanced Support will be billed at the rate of $45.00 per hour, billable in increments of one (1) hour, rounded up to the next hour, with a one (1) hour minimum.
12.2. Support requests that require hands-on access to any physical server or hardware component (“Remote Hands”) or are unable to be completed by Webnii due to being outside of Webnii’s expertise (“Unconventional Support”) or otherwise cannot be completed by Webnii for any reason, as determined solely by Webnii, may be eligible to be completed, worked on, and/or investigated by Webnii’s contractors, vendors, and/or affiliates. Remote Hands and Unconventional Support requests are billed at the rate of $150.00 per hour, and are billable in increments of fifteen (15) minutes, with a fifteen (15) minute minimum.
12.3. Webnii will advise Customer of the necessity for Advanced Support, Remote Hands, and/or Unconventional Support (“Billable Support”) prior to completing, working on, and/or investigating requests that are considered to require Billable Support, as determined solely by Webnii. Webnii will provide a best-effort estimate of the fees associated with the request at the time of advising Customer that said Billable Support would be required for a support request whenever possible. If Webnii is not able to provide an estimated cost for Billable Support, Webnii will provide Customer with the hourly rate at which Customer would be billed for said Billable Support. Customer must agree to pay the actual fees associated with the Billable Support and understands that the fee amount provided prior to Billable Support being completed, worked on, and/or investigated is only an estimate and may vary, except where otherwise specified as a definitive fee by a representative of Webnii in writing.
12.4. Customer may waive the right to receive an estimate or hourly rate for Billable Support by stating, whether in exact, similar, and/or implied context, that Customer approves any support fees associated with the request and/or Customer requires work to be completed as soon as possible and understands Webnii’s Billable Support terms.
12.5. Depending on the circumstances of each Billable Support request, Webnii may require payment for estimated fees, exact fees, or a portion of fees prior to Billable Support being completed. Webnii will, in most cases, require payment from Customer for fees associated with Billable Support after the support request has been completed, worked on, and/or investigated; however, Webnii reserves the right to require payment, whether in part or in full, prior to Billable Support being completed, worked on, and/or investigated, at Webnii’s sole discretion.
13. Uptime Service Level Agreement (SLA)
13.1. Webnii guarantees that components and/or services which directly correlate with the Services displaying on the Internet, such as, but not limited to, HTTP and MySQL, will be available at least 99.9% of any calendar month. This paragraph does not apply to Virtual Private Servers (“niiVPS”) or dedicated servers (“niiDedicated”), nor does it apply to any service which does not directly correlate with the Services displaying on the Internet, such as, but not limited to, FTP or SMTP.
13.2. In the case of Virtual Private Servers (“niiVPS”) and dedicated servers (“niiDedicated”), Webnii only guarantees that the Services will receive at least 99.9% network uptime in any given calendar month. Such Services as defined in this paragraph provide for guaranteed network uptime only.
13.3. If Webnii fails to meet its Uptime Service Level Agreement (“Uptime SLA”), as outlined above, Webnii will provide a credit equal to one (1) day per forty-five (45) minutes of downtime in excess of 0.1%. The first 0.1% of downtime, which is approximately forty-five (45) minutes, is not counted towards any credit. The maximum credit available under this policy is fifty percent (50%) of one (1) month of service. Credits will only be applied as account credits for use on future invoices and will not be issued as refunds.
13.4. Credits will be calculated based on the paid monthly price for Services divided by the number of days in the month during which the uptime, as defined and outlined above, has dropped below 99.9%. If the Billing Term for Services is longer than monthly, Webnii will calculate the monthly price for Services, for the sole purpose of credit calculations under the applicable uptime guarantee, by dividing the price paid for the Billing Term by the number of months in the Billing Term.
13.5. Requests for credits under the Uptime SLA must be made no later than the seventh (7th) day of the month following the alleged breach of the Uptime SLA. Uptime SLA credit requests not submitted by the end of day (11:59:59PM EST) on the seventh (7th) day of the following month may not be honored, at the sole discretion of Webnii.
13.6. All Uptime SLA credit requests must include the URL and/or hostname of the Services, specific dates and times of alleged outages provided in Eastern Standard Time, the length of the outages, and the user experience during said outages. Webnii requires this information in order to investigate the claims of not meeting Uptime SLA for the Services during a given month.
13.7. The following situations and circumstances are not eligible for Uptime SLA credits and are excluded from Webnii’s uptime guarantee and Uptime SLA: (i) scheduled maintenance, (ii) attacks such as DDoS attacks, (iii) third-party scripts and/or software failures, (iv) hardware failures, (v) issues resulting from errors or omissions by Customer, (vi) firewall restrictions, rules, and/or blocks, (vii) problems related to issues with Customer’s and/or visitor’s Internet Service Provider, (viii) suspension or termination of the Services due to any means covered in any part of this Agreement, (ix) restrictions put in place on the Services as part of Webnii’s Acceptable Use Policy, this Agreement, and/or any other official Webnii policy, (x) abnormal and/or extreme resource usage of the Services, (xi) downtime due to backup restoration requests, (xii) downtime due to a request of Customer being completed, worked on, and/or investigated, (xiii) acts of God, natural disasters, acts of war, terrorism, fire, flooding, and/or building damages, and/or (xiv) any other circumstance beyond Webnii’s reasonable control.
13.8. Scheduled maintenance notifications will be provided either via email to Customer and/or Sub-Users or posted within myWebnii at least forty-eight (48) hours in advance. Either method of communication of scheduled maintenance, whether emailed or posted within myWebnii, is acceptable and applicable notice of scheduled maintenance.
13.9. An Uptime SLA credit under this Uptime SLA policy shall be Customer’s sole remedy, and Webnii’s sole and only responsibility, for issues with the Services in accordance with this Uptime SLA policy and the guidelines provided above.
14. Support Response Service Level Agreement (SLA)
14.1. Webnii guarantees an initial, human support response to tickets opened in the “Customer Service” and/or “Technical Support” departments within six (6) hours, regardless of the time of day that the ticket was opened by Customer (“Support Response SLA”) provided that the ticket is opened within myWebnii through an authenticated, logged-on account with active Services and no past due balance.
14.2. Should Webnii fail to uphold this Support Response SLA, Webnii will provide customer with a $1.00 account credit per occurrence for use on future invoices, with a limit of one Support Response SLA credit per twenty-four (24) hours and a maximum of three (3) Support Response SLA credits per calendar month.
14.3. This Support Response SLA policy does not apply to any support departments and/or ticket queues other than “Customer Service” and “Technical Support”, and requires that support requests be opened through an authenticated account with active services directly in myWebnii. Support requests which are opened initially through email, live chat, telephone, voicemail, and/or any other method other than a ticket opened directly in myWebnii are neither eligible for nor applicable to this Support Response SLA policy.
14.4. In order to request an account credit under this Support Response SLA policy, Customer must open a ticket in the “Customer Service” queue and provide the original ticket number which failed to meet Support Response SLA and state that Customer would like to request an account credit under the Support Response SLA policy. Customer must open said Support Response SLA credit request within ten (10) days following the missed Support Response SLA. Webnii may, but is under no obligation to, pro-actively apply credits under this Support Response SLA policy, with or without notice.
14.5. This Support Response SLA policy does not guarantee time to resolution of any support request; this policy only covers an initial human response within six (6) hours of a support request being opened when adhering to the guidelines of this policy.
14.6. Webnii reserves the right to deny credits under this Support Response SLA policy in the event that Customer has (i) created multiple tickets for the same issue, (ii) falsified an issue, and/or (iii) did not adhere to the guidelines of this Support Response SLA policy as outlined above.
14.7. Any Support Response SLA credit under this Support Response SLA policy shall be Customer’s sole remedy, and Webnii’s sole and only responsibility, for support responses and/or lack thereof, in accordance with this Support Response SLA policy and the guidelines provided above.
15. Acceptable Use Policy
15.1. Services provided to Customer by Webnii may only be used for lawful purposes. Transmission or publication of any information, data, or material in violation of any United States of America Federal or State of Pennsylvania regulation or law is prohibited. This includes, but is not limited to, material protected by copyright, trade secret or any other statute, threatening material, and/or obscene material. Webnii reserves the right to remove any and all materials which infringe on copyrighted work, at any time, and with or without notice, at its sole discretion. Such materials may be removed at any time upon receiving a complaint or notice of copyright infringement per Webnii’s published DMCA compliance policy. Should Webnii provide a notice of DMCA or otherwise notice of a violation of Webnii’s Acceptable Use Policy, Customer is expected and agrees to respond, take any requested actions, and/or provide any requested information accordingly and promptly within 24 hours of the notice of suspected, alleged, reported, and/or determined violation being sent by Webnii.
15.2. Customer agrees not to transit, promote, or otherwise make available any software, product, or service that is either illegal or violates this Agreement. Such software, products, or services include, but are not limited to, programs designed to send unsolicited advertisements (i.e. “Spamware”) and services which send unsolicited advertisements.
15.3. Under no circumstances shall the Services be utilized to transmit or distribute unsolicited bulk email (“UBE” or “Spam”). Likewise, the sending of UBE or Spam from another service provider advertising a website, email address, services, or utilizing any resources hosted on the Services is prohibited.
15.4. In order to preserve the quality and integrity of Webnii’s network, the hosting of “IRC” or “Shell” servers are not permitted.
15.5. Webnii does not permit hosting of torrents, seed servers, or unauthorized content on the Services.
15.6. Webnii does not permit the hosting of (i) illegal pharmacy websites, (ii) payday loan websites and/or payday loan affiliate programs, (iii) fraudulent and/or phishing websites, (iv) file dumping and/or mirroring scripts, (v) virtual infections of any type, (vi) Spam lists and/or a website advertised by Spam, (vii) hacking and/or cracking scripts, software, instructions, and/or suggestions, (viii) Warez of any type, (ix) content, data, images, and/or information that infringes against a third party’s copyright, intellectual property, trademarks, and/or trade secrets, (x) any other material Webnii deems to be inappropriate, threatening, and/or obscene, at its sole discretion.
15.7. Webnii does not permit the hosting of public, private, or anonymous proxy servers, or public Virtual Private Networks (“VPN”). Webnii does, however, permit the use of VPN for private and/or restricted use when not used in such a manner as to intentionally deceive, hide, and/or falsify information in any way, shape, or form.
15.8. Customer shall not transmit any communication where the meaning of the message, its transmission, or its distribution, would violate any applicable law or regulation or would likely be offensive to the recipient thereof.
15.9. Use of the Services in a manner that is disruptive, damaging, unlawful, offensive, or intrusive as determined by Webnii shall be considered a breach of this Agreement and may result in termination of the Services without refund, at the sole discretion of Webnii.
15.10. Webnii reserves the right to stop, kill, disable, restrict, limit, and/or restart any process, file, and/or service running on the Services at any time, with or without notification, if found to be malicious and/or found to be consuming an excessive amount of resources, as deemed solely by Webnii.
15.11. Customer understands and agrees that the Services may not be resold unless the Services are (i) a reseller account (“niiReseller”), (ii) a Virtual Private Server (“VPS”, “niiVPS”), (iii) a dedicated server (“niiDedicated”), and/or (iv) acquired through a reseller or partner program. Customer may not resell individual services within any single account such as, but not limited to, web space, email accounts, add on domains, or mailing lists.
15.12. In the event of resold services, Customer is responsible for any and all content stored, accessed, and/or transmitted under the Services. Customer is also responsible for the actions of Customer’s customers. Webnii will hold Customer responsible for any of Customer’s customers’ actions that violate any applicable laws or the terms and/or provisions set forth in this Agreement.
16. Data and Backups
16.1. Customer’s use of the Services provided by Webnii and/or its vendors, affiliates, and/or other involved third parties is at Customer’s sole risk. Webnii maintains no responsibility whatsoever for data and/or files residing on the Services. Customer agrees to take full and sole responsibility for all files and data transferred to and from the Services.
16.2. Webnii performs regular backups on shared web hosting services. Webnii may also perform regular backups on other services, at Webnii’s sole discretion. Services using an excessive amount of data, as deemed solely by Webnii, may be excluded from any backup schedules, as determined solely by Webnii.
16.3. Any and all backup services provided by Webnii offer no warranty of their date, integrity, accuracy, existence, or accessibility. Webnii maintains no responsibility nor makes any guarantee of backup availability, whether expressed or implied. Customer is responsible for performing regular backups and maintaining offsite backups of Customer’s data.
16.4. Customer is only permitted to store a total of two (2) backups of data on the Services at any point in time, whether partial or complete. Customer is expected to and must download any excess backups and remove said backups from the Services immediately upon exceeding two (2) backups of data stored on the Services. Webnii reserves the right to remove any and all backups in excess of two (2) backups of data stored on the Services, and/or in a situation where any backups, regardless of number, cause the Services to exceed 80% of data storage limits, at the sole discretion of Webnii. This sole paragraph does not apply to dedicated servers.
16.5. Webnii encourages Customer to regularly maintain Customer’s own offsite backups as Webnii makes no guarantee or warranty whatsoever in regard to backup existence, completeness, integrity, accuracy, accessibility, or date. Webnii is not responsible for data loss of any type, regardless of cause.
16.6. Customer may request that Webnii restore a backup of the Services. If a requested backup is available, Webnii will restore the backup as requested. Webnii will restore a backup of the Services, if available, one (1) time per calendar month as a courtesy; subsequent backup requests in the same calendar month may be assessed a one-time $25.00 backup restoration fee, at the sole discretion of Webnii. Customer agrees to pay said $25.00 backup restoration fee for any backup restorations in excess of one (1) time per calendar month. Webnii will not assess said fee if the reason for the restoration is due to an error or omission caused by Webnii. Customer understands that a backup restoration will override any and all data on the Services. Webnii maintains no responsibility for and cannot be held liable for backup restorations which are not completed successfully nor the availability or completeness of backups.
17. Storage Space Restrictions
17.1. Services regarded to as shared web hosting (for example, but not limited to, “niiShared” hosting packages) must have valid, working websites and not violate any previously subscribed terms.
17.2. Services may not be used for the mass storage of (i) backups, (ii) files, (iii) audio, (iv) video, (v) zip files, and/or (vi) others, as determined at Webnii’s sole discretion. This single paragraph does not apply to dedicated servers.
17.3. The Services must not be used for the mass distribution of files, such as torrents or mirrors.
17.4. Services found to be in violation of these terms may be suspended or terminated without warning, and at any time, at the sole discretion of Webnii.
18.1. The Services may be allocated a bandwidth allowance which may vary based on the specific services purchased. Bandwidth allocations are measured on a monthly basis. Bandwidth is not pooled between Customer’s Services and unused bandwidth is not rolled over to the next allocation.
18.2. Should the Services surpass the allocated bandwidth amount, Webnii reserves the right to (i) charge Customer a fee equal to $0.50 per Gigabyte (GB) of excess bandwidth used, (ii) suspend the Services until the beginning of the next allocation of bandwidth, (iii) suspend the Services until Customer purchases additional bandwidth for an additional fee, or (iv) suspend the Services until Customer upgrades to a package with appropriate resources and a higher bandwidth allocation.
18.3. Customer is expected to responsibly use bandwidth in order to provide reasonable performance for all customers of Webnii. Webnii reserves the right to suspend and/or terminate Services that are deemed, at Webnii’s sole discretion, to use an excessive amount of bandwidth or irresponsibly utilize bandwidth. Webnii also reserves the right to limit bandwidth rates such as, but not limited to, port speed limiting, on the Services. Webnii reserves the right to act upon the rights outlined in this paragraph at any time, for any or no reason, and with or without prior notice or warning.
19.1. The terms set forth in this section, titled “niiCustomSite”, of this Agreement shall apply only to Webnii’s custom managed website solution (“niiCustomSite”).
19.2. Webnii will design a website, up to ten (10) pages total, for Customer. In addition, Webnii will provide up to two (2) hours of maintenance each calendar month (“Recurring Maintenance”) for the Services.
19.3. Recurring Maintenance may be used for, but is not limited to, (i) updating text and/or images, (ii) changing design components, (iii) updating and/or installing plugins, and/or (iv) modifying Search Engine Optimization (“SEO”) components used on the Services. Webnii reserves the right to cover other modifications and/or updates to the Services, at Webnii’s sole discretion, under Recurring Maintenance. Webnii also reserves the right to deny any maintenance request that Webnii deems to be outside of Webnii’s area of expertise or scope of support for the Services, at Webnii’s sole discretion. Recurring Maintenance becomes available for use as of the next calendar month following the publishing of the Services, defined as being accessible to the general public and/or target audience.
19.4. Webnii will utilize basic SEO techniques on all managed pages which Webnii created on the Services. Basic SEO techniques are defined as proper tags such as title tags and other descriptive tags meant to assist the search engines’ deciphering of the Services and content thereof.
19.5. As part of the Services, Webnii will submit a sitemap, defined as an index of pages, to search engines and/or directories. Webnii may also submit information about the Customer, the Customer’s business, and/or the Services to local search services and/or directories. Webnii reserves the right to use a third party service provider to assist with such submissions, at its sole discretion.
19.6. Webnii primarily uses WordPress as the tool used to design and/or manage the Services. The scope of Recurring Maintenance and/or initial development of the Services are limited to the functions, tools, and available plugins of WordPress. Webnii may choose to use a tool other than WordPress when agreed upon with Customer, whether orally or in writing.
19.7. Customer may desire to request that Webnii create and manage more than ten (10) pages in relation to the Services. Webnii will design and manage additional pages for a one-time fee of $100.00 per additional page.
19.8. A page, as defined under the terms of the Services, may contain as much text as necessary up to five hundred (500) words created by Webnii. If Customer requires more than five hundred (500) words on a page, Customer will be billed at the rate of $45.00 per hour, subject to the terms of the “Billable Support” section of this Agreement, for any additional time required for Webnii to create additional content, at the sole discretion of Webnii. If available, and pursuant to all terms in this “niiCustomSite” section, Customer may use Recurring Maintenance for the creation of additional content. Content which Customer has provided Webnii to use for the Services does not count toward any word limit and does not apply to this sole paragraph.
19.9. Customer may choose to provide Webnii with content, text, images, logos, documents, design components, scripts, records, and/or information to use as part of the Services. By providing any such information to Webnii for use as part of the Services, Customer warrants that Customer has the right to use any such information and that any such information does not infringe on any other or third party’s copyright, trademark, intellectual property, and/or trade secret.
19.10. Customer may also require more than two (2) hours of Recurring Maintenance in any given calendar month. Additional time may be contracted at the rate of $45.00 per hour, subject to the terms of the “Billable Support” section of this Agreement.
19.11. Unless other arrangements have been agreed upon in writing, the Services must be renewed and considered fully paid for a minimum of twelve (12) months prior to the design and/or content developed by Webnii being hosted elsewhere or being downgraded to a package which does not contain all of the features of the Services. Until the period of twelve (12) paid months has passed, Webnii holds the exclusive right to host the Services, unless otherwise agreed upon in writing.
19.12. For example, if Customer were to purchase the Services and have Webnii complete the design and/or content creation of the Services, but subsequently terminate this Agreement for the Services after three (3) months, Customer would no longer be permitted to use the design and/or content created by Webnii, except as outlined below. However, if Customer were to terminate this Agreement for the Services after a total of twelve (12) months, with no due balance, Customer would be permitted to (i) host the design and/or content created by Webnii with any other provider, or (ii) downgrade to a non-managed hosting solution with Webnii and continue to use the design and/or content created by Webnii.
19.13. If Customer wishes to terminate this Agreement for the Services prior to twelve (12) paid months and still retain the rights to use the design and/or content created by Webnii, Customer may do so by paying a fee equal to $65.00 multiplied by the number of remaining months between that time and the twelve (12) month period, or $750.00, whichever is less.
19.14. Please note that the above terms apply only to any design, design components, and/or content created and/or developed by Webnii. If Customer wishes to cancel the Services prior to twelve (12) months and discontinue use of any and all components of the Services created and/or designed by Webnii as outlined above, Customer will not incur any additional fees. In other words, Customer may cancel the Services and discontinue use of any and all components of the Services created and/or designed by Webnii at any time without penalty.
20. Domain Names
20.1. Webnii provides domain name registrations, which are, for the purpose of this Agreement, included in the definition of the Services, for a variety of Top-Level Domain extensions (“TLDs”) through one or more vendors. Webnii will make reasonable effort to ensure that domain names are registered, transferred, and/or renewed on time providing that any due balance for the Services is paid prior to such actions. If Webnii fails to process a domain name registration, transfer, and/or renewal when due and paid for in full, Customer is responsible for contacting Webnii via an official support method within fifteen (15) days of the incident to request investigation.
20.2. Immediately and at any time following the expiration of a domain name’s registration and before the deletion of a domain name, Customer acknowledges that Webnii and/or its vendors may direct an expired domain name’s name servers and/or DNS records to another location including, but not limited to, (i) a parking page with or without advertisements and with or without search engine capabilities, (ii) a page which explains that the domain name registration has expired with instructions for Customer or a link to such instructions for renewal, with or without advertisements, and with or without search engine capabilities, or (iii) no IP address or an IP address that does not resolve to a web page.
20.3. For a period of approximately thirty (30) days following the expiration of a domain name registration, Webnii may provide a procedure through which the expired domain name registration may be renewed (“Reactivation Period”). Customer acknowledges, accepts, and understands that Webnii is not required to, and may not be able to, provide a Reactivation Period. Whether or not a Reactivation Period will be granted for a particular expired domain name registration will be determined at the sole discretion of Webnii and/or its vendors and/or the policy of the managing domain name registry (“Registry”) of the TLD involved.
20.4. Webnii may, at its sole discretion, charge a fee for renewing a domain name registration after expiration and during the Reactivation Period, if any Reactivation Period is provided. Customer agrees to maintain responsibility for any such fees, which shall be assessed, if any, on a case-by-case basis, in addition to the cost for the renewal of the domain name registration.
20.5. Following the end of the approximately thirty (30) day Reactivation Period, should a Reactivation Period be available and provided as outlined above, Customer acknowledges and agrees that Webnii and/or its vendors may (i) choose to renew and transfer domain name registrations into their own names or a third party’s name, (ii) make the expired domain name registrations available to third parties, (iii) auction the rights to the expired domain name registration, and/or (iv) make or allow the expired domain name registration available to be re-registered to any party at any time.
20.6. Customer acknowledges, accepts, and understands that domain name registrations may be lost and/or irretrievable as soon as they expire or at any time thereafter. Customer maintains the sole responsibility for renewing Customer’s domain name registration prior to its respective expiration date.
20.7. Customer agrees that, by registering, transferring, and/or renewing a domain name registration with Webnii, a domain name registration does not indicate nor promise immunity from objection to neither the registration nor use of a domain name.
20.8. All domain name registrations are subject to the rules and regulations of the Internet Corporation for Assigned Names and Numbers (“ICANN”). Customer understands that Customer, Webnii, and Webnii’s vendors must comply with all policies and requests of ICANN.
20.9. Customer understands and agrees that Webnii’s liability for any issue, claim, error, or other circumstance regarding a domain name registration, regardless of reason or situation, is limited to the amount paid to Webnii by Customer for the domain name registration’s most recent invoice.
21. IP Address Allocations
21.1. The Services may include or have the option of purchasing one or more dedicated IP addresses. Any dedicated IP address may be subject to IP justification in accordance with the policies of the American Registry for Internet Numbers (“ARIN”). Webnii reserves the right to deny any dedicated IP address allocation and/or request based upon insufficient justification per ARIN policy and/or current IP address utilization.
22. Client Identification
22.1. Upon written permission from Customer, Webnii may use the name of and identify Customer and/or Customer’s business as a customer in advertising, publicity, and/or similar materials distributed and/or displayed to prospective customers and/or the general public.
23. Service Refusal
23.1. Webnii reserves the express right to refuse service to anyone at any time, and for any or no reason. Furthermore, Webnii reserves the right to suspend, terminate, limit or restrict, and/or hinder access to the Services at any time, for any or no reason, with or without notice. Webnii is neither responsible nor liable for any damages, data loss, income loss, traffic loss, and/or loss of any manner resulting from any refusal of service, suspension, termination, limitation, restriction, and/or hindrance.
23.2. Customer agrees that any communication with Webnii will be professional. Communication to Webnii that may be construed as vulgar, excessively rude, offensive, abusive, threatening, belligerent, and/or abuse may result in the Services being suspended or terminated without refund, at the sole discretion of Webnii. This policy includes, but is not limited to, libel, slander, threats to due, publicly bash or post, initiate a chargeback, solicit, or damage Webnii’s business in any way.
23.3. Webnii may screen orders for suspected fraudulent activity. Webnii reserves the right to refuse or otherwise restrict any customers and/or orders which do not pass Webnii’s fraud screening processes.
23.4. As Webnii must abide the laws of the United States of America, Webnii cannot accept orders which originate from countries that the United States of America has established an embargo or prohibited trade with. Customer warrants that (i) Customer is not located in a country which the United States of America has established an embargo on, (ii) Customer is not located in a country which the United States of America has otherwise restricted trade with, and (iii) Customer is not in any way listed on or associated with any party that is listed on any governing United States of America list as a restricted or prohibited party.
24. Independent Contractors
24.1. The parties to this Agreement are independent contractors. Neither Customer nor Webnii are an agent, representative, or partner of the other party and this Agreement shall in no way be interpreted or construed to create an association, agency, join venture, partnership, franchise, or employee relationship between the parties to this Agreement.
25. Electronic Contracting
25.1. Webnii and Customer desire to facilitate certain transactions pursuant to this Agreement by exchanging records, documents, and/or signatures electronically or through the use of electronic agents. The use of electronic facilities or agents shall be in accordance with procedures established by Webnii and governed by the applicable provisions of the Uniform Electronic Transactions Act (“UETA”) as adopted in the State of Pennsylvania.
26. Changes to the Terms of Service
26.1. Webnii reserves the right to, from time to time, at any time, and in whole or in part, amend or modify the terms and conditions set forth in this Agreement without prior notice to Customer, provided that if any alterations constitute a material change to this Agreement, Webnii will notify Customer by posting an announcement on Webnii’s website on or before the date of alteration of this Agreement and for a period of at least seven (7) days following the date of alteration of this Agreement. By continuing to use or access the Services after any such amendments or modifications, Customer agrees to be bound by said amended or modified Agreement. Webnii encourages Customer to review the content of this Agreement on a regular basis.
27. Cancellation of Services
27.1. Either party may terminate this Agreement pursuant to the guidelines provided herein and throughout this Agreement.
Customer may cancel the Services and effectively terminate this Agreement by submitting a cancellation request through myWebnii and/or deemed Authenticated by Webnii through any means. Customer must provide at least seven (7) days’ notice of intent to cancel, or may be required to pay any fees for the next Billing Term, should a renewed Billing Term start within seven (7) days of the notice of intent to cancel, at Webnii’s sole discretion. Webnii reserves the right to direct Customer to submit cancellation requests through myWebnii directly with their credentials.
27.2. In the event of an active recurring PayPal subscription, Customer is responsible for cancelling the recurring PayPal subscription within Customer’s PayPal account. Webnii is not able to cancel recurring PayPal subscriptions and Webnii is not obligated to refund payments mistakenly made due to a recurring PayPal subscription.
27.3. Webnii reserves the right to terminate this Agreement at any time, pursuant to any terms in this Agreement, by providing notice to Customer via email to the email address on file with Customer’s account, or as otherwise outlined in this Agreement.
28. Governing Law
28.1. Webnii is registered and located within the United States of America and is required to comply with the laws and official policies of the United States of America, regardless of where the Services are provided. Furthermore, Webnii will comply with the laws and official policies set forth by the State of Pennsylvania.
28.2. This Agreement shall be governed in all respects by the laws of the United States of America and the State of Pennsylvania without regard to its conflict of laws provisions, and Customer and Webnii agree that the sole venue and jurisdiction for disputes arising from this Agreement shall be the appropriate state or federal court located in Luzerne County, Pennsylvania, United States of America, and that Customer and Webnii hereby submit to the jurisdiction of such courts.
28.3. Should any portion, paragraph, section, or provision of this Agreement be held to be invalid by a court of competent jurisdiction, the remaining portions, paragraphs, sections, and provisions of this Agreement shall remain in full effect.
29.1. Webnii represents and warrants that (i) Webnii has the power and authority to enter into and perform its obligations under this Agreement, and (ii) the Services under this Agreement shall be performed in a professional manner consistent with industry standards.
29.2. Customer represents and warrants that (i) Customer has the power and authority to enter into and perform its obligations under this Agreement, (ii) Customer shall use commercially reasonable efforts to prevent unauthorized access to any restricted areas of the Services and any databases, email accounts, and storage areas or other sensitive material generated from or in connection with the Services, (iii) Customer understands and accepts that use of the Services is at Customer’s sole risk, and (iv) Customer’s content does not and shall not contain any content, materials, advertising, or any other type of data that is/are inaccurate or otherwise infringe on or violate any applicable law, statute, regulation, or right of a third party, including, without limitation, export laws, or any proprietary, contract, moral, or privacy right, or any third party right, and that Customer owns the content or otherwise has the right to place the content on the Services, in accordance with the terms of this Agreement. Should Customer receive a notice of a claim regarding the Services, Customer shall promptly provide Webnii with written notice of said claim.
29.3. EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN THE “WARRANTIES” SECTION OF THIS AGREEMENT, WEBNII MAKES NO WARRANTIES HEREUNDER, AND WEBNII EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
30. Limitation of Liability
30.1. CUSTOMER ACKNOWLEDGES, ACCEPTS, AND UNDERSTANDS THAT ANY DAMAGES WILL BE LIMITED TO NO MORE THAN THE FEES PAID BY CUSTOMER FOR ONE (1) MONTH OF THE SERVICES.
30.2. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WEBNII, ITS OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, OR THIRD PARTIES PROVIDING SERVICES THROUGH WEBNII, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, COST SAVINGS, REVENUE, BUSINESS, BACKUPS, DATA, OR USE, OR ANY OTHER PECUNIARY LOSS BY CUSTOMER, ANY OF CUSTOMER’S END USERS OR ANY THIRD PARTY, OR THAT RESULTS FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES AND/OR SERVICES, ERRORS, DEFECTS, DELAYS IN OPERATIONS, OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT LIMITED TO ACTS OF GOD, NATURAL DISASTERS, COMMUNICATION FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO WEBNII RECORDS, PROGRAMS, SYSTEMS, OR SERVICES. CUSTOMER AGREES THAT THIS PARAGRAPH APPLIES EVEN IF WEBNII HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CUSTOMER HEREBY AKNOWLEDGES THAT THIS PARAGRAPH SHALL APPLY TO ALL CONTENT ON ALL SERVICES AND ALL SERVICES THEMSELVES.
31.1. Customer agrees to indemnify, defend, and hold harmless Webnii, its subsidiaries, affiliated companies, third party service providers and each of their respective directors, officers, employees, agents, and contractors, from and against any and all claims, damages, losses, liabilities, suits, proceedings, actions, demands, and expenses, including, but not limited to, reasonable attorney’s fees threatened, asserted, or filed by a third party against any of the indemnified parties arising out of, or relating to (i) Customer’s use of the Services, (ii) any violation by Customer of any Webnii policies and/or this Agreement, (iii) any breach of Customer’s representations, warranties, or covenants contained in this Agreement, and/or (iv) any acts, errors, or omissions by Customer. The terms of this paragraph shall survive any termination of this Agreement. For the purpose of this paragraph, the terms used to designate Customer include Customer, Customer’s Sub-Users, Customer’s customers, visitors to Customer’s website and/or the Services, and users of Customer’s products or services where use of which is through facilities of Webnii, its affiliates, and/or its third party vendors.
32.1. Paragraphs 20.2 to 20.9, 28.1 to 28.3, 30.1 to 30.2, 31.1 and 32.1 shall survive the termination of this Agreement.