WEBSITE MAINTENANCE TERMS OF SERVICE
Our terms and conditions govern what you can expect from us and what we can expect from you in relation to our WordPress Maintenance packages. The following Terms of Service (“Terms”) apply to your use of our website and all services, features, and/or content provided by
1. WORDPRESS MAINTENANCE REQUIREMENTS
There are certain requirements that you must fulfill in order for us to effectively maintain your WordPress site. We will not be held responsible for any issues that occur if you have not fulfilled these requirements.
1.1. Administrator account
1.1.1. We will require a user account with the Administrator role on your site. We will not disclose the login credentials of this account to third parties or make unauthorised changes to your site under any circumstances.
1.1.2. You will be responsible for user accounts.
1.2. FTP (File Transfer Protocol)
1.2.1. We will require an FTP account to upload and download files. We will not disclose the login credentials of this account to third parties or upload unauthorised files to your server under any circumstances.
1.2.2. You will be responsible for FTP accounts.
2. WORDPRESS CORE, PLUGINS, AND THEMES
Definitions of WordPress core files, plugins and themes, and terms and conditions that involve them.
2.1. WordPress core
2.1.1. WordPress core refers to the directories and files that comprise WordPress, available from WordPress.org.
2.1.2. You agree that you will not edit any WordPress core files.
2.1.3. Any issues that arise from the editing of WordPress core files will be charged at four times our standard maintenance charge hourly rate to repair.
2.2. WordPress plugins
2.2.1. A plugin is software that expands the core functionality of WordPress. “Plugins” refers to the directories and files that comprise a WordPress plugin, whether it is a free plugin from the WordPress repository, a bespoke plugin built by us or a premium plugin purchased from a software marketplace.
2.2.2. You agree that you will not edit any WordPress plugin files.
2.2.3. Any issues that arise from the editing of WordPress plugin files will be charged at four times our standard maintenance charge hourly rate to repair.
2.3. WordPress themes
2.3.1. A theme is software that defines the visual design of a WordPress site. “Themes” refers to the directories and files that comprise a WordPress theme, whether it is a bespoke theme built by us or a premium theme purchased from a software marketplace.
2.3.2. You agree that you will not edit any WordPress theme files.
2.3.3. Any issues that arise from the editing of WordPress theme files will be charged at four times our standard maintenance charge hourly rate to repair.
3. WORDPRESS UPDATES
Updates to WordPress core, plugins and themes are released on an ongoing basis to fix bugs and offer new or improved functionality.
3.1. WordPress core updates
3.1.1. Minor updates (point updates – 5.1.1, 5.1.2, etc) will be performed automatically by your site if automatic updating has not been disabled. We will check your site monthly for any conflicts created by automatic updates.
3.1.2. Major updates (5.1, 5.2, 5.3, etc) will not be performed automatically by default. We will perform these updates and check your site for any conflicts created by these updates.
3.1.3. We will make a backup of your database before all major updates.
3.2. WordPress plugin updates
3.2.1. We will perform plugin updates and check your site for any conflicts created by these updates.
3.2.2. Plugins purchased from a marketplace that cannot be updated via the WordPress update functions will be updated via FTP after receiving the plugin files from you.
3.2.3. Plugin updates that require premium theme templates to be updated will be performed after receiving the updated theme files from you. If not updating the plugin poses a security threat to the site, we may update the plugin.
3.3. WordPress theme updates
3.3.1. We will update themes installed on your site once per month via the WordPress update functions.
3.3.2. Themes written by us will be updated as and when necessary to function with altered core or plugin functions.
3.3.3. Themes purchased from a marketplace that cannot be updated via the WordPress update functions will be updated via FTP after receiving the plugin files from you.
4. WORDPRESS SECURITY
This section applies if your package includes security.
4.1. WordPress security plugins
4.1.1. We will, after receiving Administrator login credentials from you, install a security plugin on your site that will scan your WordPress folders for suspicious files and compare plugin and theme files against originals in the WordPress repository. Plugins and themes purchased from a marketplace will not be compared.
4.1.2. The scans and comparisons will be performed no less than once per week.
4.1.3. We will act as necessary on the reports from the security plugin.
4.1.4. You agree not to change the settings of the security plugin without prior authorization from us.
4.2. WordPress backups
4.2.1. We will, after receiving Administrator login credentials, install a backup plugin on your site that will backup your database daily and send the backup as a zipped file to our cloud storage database.
4.2.2. We backup all media files on your site once per week, after you supply us with FTP credentials.
4.2.3. We will store one backup at any one time. This backup will be replaced by the latest backup.
4.3 Premium security plugins
4.3.1. We will, after receiving Administrator login credentials from you, install a security plugin on your site that will scan your WordPress folders for suspicious files and compare plugin and theme files against originals in the WordPress repository. Plugins and themes purchased from a marketplace will not be compared.
4.3.2. The scans and comparisons will be performed daily.
4.3.3. The plugin will also add the following functions:
188.8.131.52. Real time updated firewall rules
184.108.40.206. The latest malware signatures
220.127.116.11. Malicious IP updates
18.104.22.168. Country blocking
22.214.171.124. Advanced comment spam filter
4.3.4. We will act as necessary on the reports from the security plugin.
4.3.5. You agree not to change the settings of the security plugin without prior authorization from us.
5. WORDPRESS EXPANSION
This section applies if your package includes expansion.
5.1. WordPress plugin suggestions
5.1.1. As we work with you, we get to know what you are looking for from your site. We may suggest plugins, free or paid, that may enhance visitors’ experience on your website.
5.1.2. You are under no obligation to install any plugin suggested by us.
5.2 WordPress plugin assistance
5.2.1. If you would like a suggested plugin installed on your site, we will offer assistance to review, install and configure the plugin without extra charge.
6. FEES AND CHARGES
6.1. Payment of fees
6.1.1. Fees are payable in US dollars by the following methods:
126.96.36.199. First payment by credit or debit card. Credit and debit card transactions are handled by Stripe.
188.8.131.52. After the initial payment, future installments will be automatically charged on the first of each month and these charges will be handled by Stripe.
6.1.2. We reserve the right to restrict payment methods without notice and without giving reason.
6.1.3. Full payment of the first invoice is required in advance, before the service is established.
6.1.4. We will send an invoice to your registered email address seven days before your nest payment is due.
6.1.5 If technical issues arise that require more time to resolve than that stated in your maintenance agreement, additional time will accrue at our normal hourly rate.
6.2. Non-payment of fees
6.2.1. Payment is due on or before your current expiry date.
6.2.2. If payment is not made by 7 days after the expiry date we will suspend your maintenance package and we will not perform any maintenance on your site. We will not be held responsible for any issues that arise on your site in these circumstances.
6.2.3. If payment still has not been made by 28 days after the expiry date, we reserve the right to cancel your WordPress maintenance package.
6.2.4. By cancelling your WordPress maintenance package, we do not remove your obligation to pay any outstanding monies owing.
7. CANCELLATIONS AND REFUNDS
7.1. Cancellations and refunds
7.1.1. Should you wish to cancel during the first 14 days of your maintenance package, please let us know as soon as possible in writing, by email, or phone. Your package will be cancelled and we will refund any charges paid. Please allow 10 working days for cancellations to be processed.
7.1.2. After the first 14 days of your maintenance package, you must give one calendar month’s notice of cancellation. Please let us know of your intention to cancel in writing, by email, or phone. Your package will be cancelled after the notice period.
7.1.3. We will not perform any maintenance on your site after the package has been cancelled and will not be held responsible for any issues that arise on your site after the cancellation date.
8.1.1. This Agreement shall be governed by the laws of the State of Oregon. The State of Oregon shall have jurisdiction for any legal action or claim arising from the contract between the parties, with venue in Linn County.
8.2. Survival of contract
8.2.1. Where one or more terms of the said contract are held to be void or unenforceable for whatever reason, any other terms of the contract not so held will remain valid and enforceable at law.
8.3. Change of terms and conditions
8.3.1. These terms & conditions may change from time to time. You will be informed of revisions as and when they are issued. WordPress Maintenance Terms and Conditions were last updated on 22 April 2019.
HOSTING TERMS OF SERVICE
The following Terms of Service (“TOS,” “Terms” or “Agreement”) apply to your use of our website and all services, features and/or content provided by
1. APPLICATION OF TERMS
1.1. These TOS apply to all Services provided by
1.2. The TOS, together with your Order, represent the entire Agreement relating to the Services and supersedes any other agreement previously established between you and
1.3. In addition to these TOS, all registrations of domain names are subject to the terms and conditions set out in our Domain Name Agreement, an integral part of these TOS. The Domain Name Agreement incorporates by reference the terms and conditions of the respective Registrar, its rules and regulations.
2. ORDER. ACCEPTANCE OF ORDER BY
BENU CREATIVE, LLC
2.1. In these TOS the method you use to choose which Service(s) to purchase or renew is referred to as an “Order.” First-time customers must purchase our Service(s) through our website. Existing customers may purchase or renew Services through the
2.2. Your Order will be deemed to be an offer by you to purchase
2.3. The date on which
2.4. You must be at least eighteen (18) years of age at the time you place your Order. By submission of an Order you declare that you are eighteen (18) years old or older and have the legal capacity to enter into an agreement with
2.5. If you place an Order on behalf of a legal entity, you represent and warrant that you have the legal authority to bind such legal entity to these TOS, in which case the terms “you” or “your” shall refer to such legal entity. In the event that
2.6. By placing an Order to purchase our Services you declare that there is no other restriction to enter into an agreement with
2.7. You understand and agree that all Orders may be subject to automated compliance checks to determine if they meet our financial, security and other reasonable criteria (Fraud Screen). If your Order is flagged for review by any of these checks, it may require our manual review and approval. For such reason, we might ask you for additional information before we can approve and accept your Order. We will use commercially reasonable efforts to review such Orders in a timely manner, but we are not liable for any delays.
2.9. Orders that fail our Fraud Screen will not be approved and Service(s) will not be provided. In case an Order fails to pass the Fraud Screen, you will receive formal notice that your Order has been cancelled. We are unable to provide additional information about the reasons a particular Order fails to pass the Fraud Screen. In case your Order is cancelled and Service(s) are not activated,
3. PERSONAL DATA. DATA PROCESSING AGREEMENT
3.2. Under the GDPR the Customer may qualify as the “controller” and
4.1. For the purposes of these TOS “Service” or “Services” means any and all services provided by
4.2. The Services will be provided to you as configured for our standard customer. We might modify, update or upgrade the Services and/or add, remove or modify any software, functionality or configuration installed on or used by the Services at any time with or without prior notice. You will bear ultimate responsibility to ensure that the Services are configured to meet your operational, privacy and security needs. Your hardware, software as well as any other items you deem necessary to use the Services shall be compatible with the Services. We will not be obliged to modify the Services to accommodate your use.
4.3. To the maximum extent applicable under national law and without affecting your rights as a Consumer, the Services will be provided on “as-is basis”. The hardware configurations may vary.
4.4. The proprietary and third-party software we offer as part of the Service(s) will be provided as-is and will be subject to availability and all warranty disclaimers and limitations of liability set out herein. Such software may have terms and conditions that are in addition to those set out in these TOS. You must agree to those terms to use the software. If you fail to do so, you will not be able to use the Service(s). Terms and conditions concerning the above mentioned third party software are incorporated by reference and links to any such terms and conditions are available in an appendix to these TOS.
4.5. We may assign an Internet Protocol (“IP”) address for your use. You shall have no right to use that IP address except as permitted by
4.6. We provide certain Services designed to filter unwanted email. Depending on the Services set out in your Order, email filtering may be activated by default; in other cases, it may be available as an additional paid Service. Email filtering will likely result in the capture of some legitimate email and the failure to capture some unwanted email that may contain spam, phishing scams and viruses. We recommend that you implement additional levels of protection. Email that is captured by our filtering system is not subject to our SLA.
5. SERVICE LEVEL AGREEMENT (SLA)
5.2. We guarantee network uptime 99.9% on an annual base. If we fall below the guaranteed network uptime, we will compensate you as follows:
- 99.9% – 99.00% uptime: 1 month free hosting
- An additional month of free hosting for every 1% of uptime lost below 99.00%.
5.3. You may check the status of your hosting server uptime from your User Area. You may contact our customer service team if you believe an SLA event has occurred. Compensation is limited to the length of your current Term, but cannot exceed twelve months.
5.4. The following events do not count towards our calculation of uptime:
- Scheduled maintenance;
- Emergency maintenance, hardware and software failure remedied under 1 hour;
- Downtime caused by DNS and/or IP address changes for which you have been notified, but you failed to set your configuration;
- Distributed denial of service (DDOS) attacks, hacker attacks, and other similar events;
- Downtime caused by you, your own configuration, or third-party applications you use;
- Downtime caused when you reach the maximum resources allocation for your plan;
- Downtime caused by your violation of these TOS or any other policy announced on our website;
- Downtime during upgrade/downgrade of your Cloud or Dedicated Server resources;
- Downtime during processing of your technical support request(s); or
- Force majeure or any event beyond our control.
5.5. Our calculation of network availability is based on our internal records. We will not accept third-party reports as evidence that you are entitled to a compensation under this SLA.
6. FEES AND PAYMENT
6.1. You are responsible for the payment of the fee(s) set out on the Order, in the currency specified on the Order (Fees). All fees must be paid in advance for the entire term or renewal term set out on the Order.
6.2. The current fee(s) and payment method(s) are listed on our website. Unless a specific agreement for use of the Service(s) exists between
6.3. All Fees listed on our website are net of applicable taxes, unless explicitly stated otherwise. You are responsible for all taxes levied on the Services.
6.4. In certain cases, the issuer of your payment method may charge you a foreign transaction fee or other fees, which may be added to the final amount that appears on your bank statement or posted as a separate charge.
6.5. Time for payment is of the essence. Customer’s account(s) will not be activated or renewed until all outstanding fees are paid to
6.6. In the course of the order process, in case of payment by card, you will be asked to provide your card information, which will be verified. By submitting an Order you authorize
6.7. In case of payment via PayPal or a similar online payment provider, immediately after submitting your Order you will be directed to the web page of the payment provider, where you will authorize the payment. You acknowledge and agree that the processing of payments will be subject to the terms, conditions and privacy policies of the respective payment processors in addition to this Agreement. Once the transaction is completed, you will be redirected to our website.
6.8. You acknowledge and agree that your payment details shall be stored by our payment providers to process payment for any
6.9. Our obligation to provide the Service(s) depends on your payment of the Fees. It is your responsibility to ensure that we receive timely payment of the Fees.
6.10. You are responsible for keeping at least one active payment method on file. We reserve the right to make an alternative payment method primary if we determine that the current one is not active for any reason. You can manage your payment method(s) in the
6.11. You confirm that any payment method you use and/or add on file is yours or that you have been specifically authorised by the owner of the card to use it for the purchase.
6.12. In case of delay in payment of any fees(s) due, for whatever reason, we may continue to attempt to collect payment from the payment method on file, suspend, and/or terminate your Services and pursue the collection costs incurred by
6.13. You acknowledge and agree that if your card issuer supports Recurring Billing Programs or Account Updater Services, we may participate in such programs or services. As part of these programs, your card issuer will send our payment processors updated information for your payment method(s) on file and we may automatically charge your new card without prior notification. Participation in such programs does not guarantee that we will receive payment of the fees. It is your responsibility to pay all fees due.
6.14. Certain Service(s) may be available to you for free. Such Service(s) may only be used by you during your current Term and may not be transferred to other Hosting Accounts or to third-parties. Upon Termination of your Agreement such Service(s) will also be terminated.
6.15. Invoices are due immediately upon receipt.
6.16. By accepting these TOS, you hereby authorize
6.17. Should the Services be suspended due to your fault for any reason, Fees will continue to accrue until the termination or expiry of the term of this Agreement.
6.18. If you believe there is an error on your invoice, you must immediately contact us in writing. We each agree to work together in good faith to resolve any billing disputes. If you contact your credit card company and initiate a “chargeback” based on this dispute, we may suspend the Service(s) until the dispute is resolved. To reactivate your Service(s), you must first pay all outstanding Fees.
6.19. Refund requests are processed as set out in our Money Back Policy. We will apply any refund using the same means of payment as you used for the initial transaction, unless we have expressly agreed otherwise.
6.20. With your prior consent, we may process a refund as credit added to your Customer Account (
7. RENEWAL POLICY
7.1. All our Services are by default set to renew automatically, with the exception of Reseller Shared Hosting accounts and upgrades. You can adjust the renewal settings and/or renew Services manually from the
7.2. All available Renewal Terms and the respective Renewal Fees are set out in your User Area. From time-to-time special promotions may be available only for manual renewal of your Services.
7.3. We will attempt to renew Services for which automatic renewal is enabled and charge the then current Renewal fee(s):
- five days prior to expiration of the current Term for Cloud and Dedicated Server Services as well as Services on a monthly/quarterly billing cycle;
- fifteen days prior to the expiration of the current Term for all other Services.
7.4. If we cannot process a renewal at the scheduled date, we may make additional attempts to charge your payment method(s) until you renew the Service(s) or terminate the Agreement. We will always charge for renewal the primary payment method on file first. Should the primary payment method fail, we will retry billing any other payment methods on file in the order listed in your User Area. We are not responsible for the operation of the Service(s), if Services are suspended/terminated because your payment methods have expired or are no longer valid for any reason.
7.5. You acknowledge and agree that even if a Service is set to renew automatically and/or you have an active payment method on file, we might not be able to renew the Services. It is your responsibility to ensure that you have paid the fees and a renewal has been processed.
7.6. You acknowledge and agree the Service(s) shall be terminated upon expiry of the term, unless you activate the automatic renewal option or manually renew the term of the Service(s). You agree that
8. MONEY BACK POLICY
8.1. If you no longer need a Service you have purchased or are unsatisfied with its performance, you can cancel it at any time. We recommend that cancellation requests are posted through your User Area.
8.2. Our Money Back Policy covers initial and renewal Orders for Shared Hosting and Cloud Services and most additional features we offer. For the initial period after an account is activated we will issue a full refund for Shared Hosting Accounts and Services cancelled within 30 days from activation and for Cloud Accounts cancelled within 14 days of activation. For renewal fees we will issue a full refund, if cancellation is requested within 30 days from the date on which we receive payment for renewal and the renewal Term has not started. If the renewal Term has already started, we will refund the renewal fees less the fees due for the first month of the
8.3. Reseller packages are eligible for a refund only if the complete Reseller package is cancelled/terminated within 30 days after your Customer Account is activated. The Money Back Policy does not apply to termination of individual accounts in a Reseller package.
8.4. Services that are tailor-made to you, are not covered by our Money Back Policy. These include Domain name registrations, Dedicated Server Services, SSL certificates, Paid support services, including Backup Creation and Backup Restore, and third-party Services. In any case, domain name fees are not refundable and may be due upon cancellation even if waived initially as part of a special promotion.
8.5. To the maximum extent applicable under national law and without affecting your rights as a Consumer, the Money Back Policy is your sole and exclusive remedy should you decide to withdraw from this Agreement.
9. UPGRADE/DOWNGRADE OF SERVICES
9.1. You can choose to upgrade or downgrade the Hosting Services at any time.
9.1. All available Upgrade options are listed in your User Area and are subject to the fees set out on the respective Product Pages (Upgrade Fee). Upon upgrade to a Shared Hosting Service, the Upgrade Fee covers the difference in fees between the two plans. Upon upgrade to a Cloud or Dedicated Hosting Service you will have to select a new Term and any pre-paid amounts remaining from your previous Service will be prorated and applied as an extension to your new Term.
9.2. You can choose to upgrade the usage for your Cloud Services by purchasing additional resources or by activating the auto-scaling feature. You will need to create an auto-scale event from your User Area. Whenever an event occurs, the additional resources you selected will be automatically applied to your Cloud Service(s) and we will automatically charge you the respective service fees for a Term of one month.
9.3. Resources that are not renewed will be scaled down upon expiration of their Term. Scaling down the RAM of Cloud Services requires reboot of the equipment and results in downtime.
9.4. You can choose to downgrade your Service(s) only if:
- your Service was not previously upgraded from that plan because it had exceeded the parameters of that plan; and
- your Content does not require Server setup different from the standard Server setup. Different Server setup includes, but is not limited to, space size, installation of special PHP or Perl modules, open special ports, different MySQL versions, and/or SSH access.
9.5. You can request a downgrade through our HelpDesk. We may refuse to process your request if your account does not meet the conditions for a downgrade or if in our reasonable opinion the new plan is not suitable for your website. Any additional or free Services that are not included in or are not compatible with the new plan will be terminated. Upon downgrade we will prorate the difference in Fees between the two plans for any full months remaining from your Term, and will apply that as extra time to your new plan. If no full months remain, your Service will keep its current Term.
10. CUSTOMER ACCOUNT
10.1. If you are a new customer, upon purchase of our Services we will create a Customer Account for you. Your Customer Account contains your personal details and grants you access to our User Area where you can access, review, update and manage your Services, payments and contact information.
10.2. If you purchase Services on behalf of another person or entity, you warrant that you will administer their Customer Account in good faith and in their best interest, and will indemnify us against all losses and liabilities sustained by us should you administer the Account in ways that are adverse to the End User and result in any claim against us.
10.3. Login to the User Area requires the use of username and password. You agree not to use the account, profile, username, or password of another user at any time. You will be solely responsible for the security of your login credentials. You shall keep all passwords confidential and take security measures to prevent unauthorized access to them. For security purposes,
10.4. As an additional security measure, you may set up two-factor authentication (2FA) for your User Area. Follow the instructions in your User Area in order to enable/disable 2FA. If you choose to install and use a 2FA application on a device (e.g. phone or tablet) on which the operating system has been tampered with in any way, you do so at your own risk.
10.5. You are solely responsible for the activity that occurs on your Account, regardless of whether the activities are undertaken by you, your employees or a third party, and for keeping your Account password secure. You shall notify
10.6. You are responsible for providing and maintaining true, current, complete and accurate information. If you fail to do so, we accepts no liability in the event that we grants access to the account to another person.
10.7. For avoidance of doubt, the individual or entity whose personal data is listed in the ‘My Details’ section of the User Area is considered by us to be the owner of the account (Account Owner). Domain names are owned as set out in applicable ICANN rules. If you purchase a domain name on behalf of a third party, and a dispute arises regarding your administration of that domain name, you agree to pay all registration fees during the time the dispute is pending.
10.8. It is your obligation to ensure that you correctly indicate ownership of your account. If there is a dispute about ownership, the account may be locked until the parties to the dispute agree on a resolution, or until the matter is resolved judicially.
11. USE OF SERVICES. CUSTOMER RESPONSIBILITY
11.1. You acknowledge and agree that your use of the Service(s) and any Content uploaded, stored, published and displayed on or through the Service(s) are in compliance with these TOS and all applicable laws, including laws of the jurisdiction where the Service or Content is uploaded, hosted, stored, accessed or used. You shall implement any restrictions necessary in order to prohibit use of the Services by any third party or in any jurisdiction, as required to comply with such laws.
11.2. You must ensure that each of your End users complies with these TOS, and to any policies and agreements that are incorporated by reference.
11.3. You may not upload, store, publish and display on or through our Service(s) any personal data, private or any other personally identifying information, images, videos of minors or any third party, without the consent of said party (or a parent’s consent in the case of a minor). If you use the Services to upload, store, publish, display or otherwise disclose such information, you acknowledge and agree that you have obtained the prior consent of the said parties.
11.4. You shall not use our Service(s) for hosting websites for high-risk activities where the interruption or malfunction of the Services could lead to serious consequences, including but not limited to personal injury, death, environmental damage, etc. For such websites, you must receive confirmation from us that you can use the Services before submitting your Order. Examples of high risk activities include but are not limited to nuclear facilities, air traffic control, life and health support, etc. Please refer to our Acceptable Use Policy for detailed information on the rules and guidelines for using our Services.
11.5. You are responsible to provide accurate and complete information about you and your organization (if you purchase on behalf of a organization) and promptly update all provided information. We shall not be liable for any errors or damages caused by any failure from your side to provide complete and accurate information.
11.6. You are responsible for all your activity related to the use of our Service(s) and the activity of any user who has access to your Customer Account and the Services.
11.7. You declare that (i) you have technical knowledge necessary to ensure the proper use, administration, management of our Service(s); (ii) you have sufficient knowledge about administering, designing and operating the functions facilitated by the Services necessary to take advantage of them.
11.8. You acknowledge and agree that if you resell our Services or administer Services on behalf of others, you must ensure that each of your clients and/or End Users complies with these TOS. You understand and agree that you are responsible for all content uploaded, stored or transmitted on or through the Services and any acts or omissions of your clients or End Users that violate these TOS or the law.
11.9. When using the Services, you will ensure that neither you nor any of your End Users make use of the Server resources to
11.10. You shall indemnify, defend and hold harmless
11.11. You must obtain all equipment necessary to access and use our Service(s). It is your responsibility to use equipment, software or applications which are compatible with our Service(s). When accessing or using our Services you may not use equipment and/or software which are faulty or with malfunctions that may cause security issues with our servers, damage the integrity of the network and/or vulnerability of the Service(s).
11.12. You are solely responsible for obtaining all intellectual property rights in the intellectual property of others, including, but not limited to, clearances and/or other consents and authorizations necessary to use the names, marks or any content, materials which are used by you on, or transmitted through the Services.
11.13. If you use any third-party software on the Services, you warrant to
11.14. You acknowledge and agree that
11.15. You shall provide to
11.16. Any instructions supplied by you to
11.17. You acknowledge and agree not to make any modification or alteration of any part of our Service(s) or related technologies.
11.18. You acknowledge and agree not to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, commercially exploit, create derivative works from, transfer or sell any content, software, or services contained on our Site, except where explicitly authorised by us.
11.19. You acknowledge and agree that any information, articles, tutorials, guidelines or technical support advice may be provided by us only for your convenience and do not constitute official statements.
11.20. You are responsible to make backup copies of all your content uploaded, stored, published and displayed on or through our Service(s) in a location independent of ours, and will not use our Backup Services as your sole backup.
12. HIPAA DISCLAIMER
The Services provided by
13. USER CONTENT. MONITORING OF USER CONTENT
13.1. You may upload, store, publish, display and disclose information, text, files, emails, images, designs, graphics, photos, videos, sounds, software and other content on or through the Services (“User Content”). User Content includes any content posted by you or by users of any of your websites hosted through the Services (“User Websites”). You are solely responsible for any and all User Content and any transactions or other activities conducted on or through User Websites. By posting or disclosing User Content on or through the Services, you represent and warrant to
13.2. Solely for purposes of providing our Services, you hereby grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable right and license to: (i) use, modify, publicly perform, publicly display, reproduce, excerpt (in whole or in part), publish, distribute User Content, including to make back-up copies of User Content and User Websites without any payment. Except for the rights expressly granted herein,
14. TECHNICAL SUPPORT
14.1. Technical support services:
14.1.1. We provide technical support for issues related to functionality of any Service(s) and features purchased from us. Our technical support is available for all customers and is provided on an as-is, as available basis.
14.1.2. We aim to deliver support in a fast and efficient manner, however, we cannot guarantee that all inquiries will be handled within the statistical averages advertised on our site.
14.1.3. You may request technical support through our HelpDesk. Technical support will be provided via phone, chat and/or ticket. Depending on the issue, we may not be able to provide assistance
14.1.4. If you request technical support, you agree that we may have full access to your Services and/or Content. It is your obligation to perform and store a backup of your data and files prior to requesting technical support. You are solely responsible for any instructions you provide to us as part of your technical support request. You understand and agree that any modifications we perform in order to address your technical support issue may affect the functionality of your website and/or Services. It is your responsibility to ensure that your website is operational and the Services are configured to your needs once we complete work on your request.
14.1.5. If your request for technical support exceeds that of similarly situated customers or is outside the scope of our free technical support, we reserve the right to deny service related to such request.
14.1.6. To the maximum extent applicable under national law and without affecting your rights as a Consumer, all technical support is provided as-is and is subject to the disclaimers of warranties and limitation of liability set out in these TOS. While we use reasonable efforts to provide technical support in a timely and professional manner, we cannot guarantee the result you expect or that an issue might not occur again. We retain the right not to process your technical support request(s), if: (i) you violate these TOS; (ii) you are abusive towards our employees or subcontractors; (iii) the need for Technical Support Services is due to any modification or attempted modification of the Services made by you or any third party outside of
14.2. Scope of free technical support
14.2.1. We provide free technical support for issues related to our hosting platforms and features:
Issues related to the functioning and functionality of any of our Services, including issues you report related to the uptime and stability of our Services;
Issues related to the proper functionality of
Assistance related to settings and proper usage of the tools and features provided by us;
Inquiries related to the registration, renewal, and transfer of domains to us, DNS or WHOIS updates. For issues related to domain transfer from
14.3. Issues outside the scope of free technical support
14.3.1. Certain issues are outside the scope of our free technical support:
Issues related to the installation of third-party scripts/applications not provided by
Website related inquiries such as coding issues, database optimizations, benchmark tests, installation of new software on the server, changing the current setup of your servers, etc.;
Issues related to web design, web development and/or customization;
Inquiries related to the functioning of scripts, optimizations, SEO services, themes or extensions;
Website security audits and malicious code clean-up issues.
14.3.2. If you request technical support for issues outside the scope of our free technical support services, we may provide you with assistance at our own discretion, subject to availability and additional fees. We will inform you, and receive your consent, prior to charging you for technical support. Fees for technical support must be paid in advance.
15. BACKUP SERVICES
15.1. You acknowledge and agree that it is your responsibility to regularly
15.2. You agree that you will keep independent backup copies of your Content in addition to those we maintain. If you purchase Backup Services from us, you acknowledge and agree that due to technical reasons a backup copy may not be available for restore upon your request. Examples of technical reasons include but are not limited to excessive number of files in the backup, backup software failure, storage failure or corrupted backup files.
15.3. You can order Daily Backup or Backup Restore Service(s) from your User Area. We keep a limited number of backup copies of your account as set out on the respective Product Page. If you upgrade/downgrade the Services, we may delete old backup copies created on your previous plan and start new Daily Backups of your data.
15.4. If you order Daily Backup services for your Dedicated Server account, you subscribe for a certain backup space size. In the event that your backup space exceeds that size, we will continue to make full backup of your account and will charge you for the extra usage on your next billing date.
15.5. You agree to notify us through your User Area in case the Backup Service malfunctions and allow us reasonable time to resolve the issue. In the event that you are not satisfied with the outcome of any Backup Restore, it shall be your obligation to restore your files and data from your own backup. If we provide data to you from a backup, it will be provided as raw data, and you may be required to reformat that data so that it reflects a prior configuration or use. If you purchase Backup Services from us, our only obligation is to restore your data from a backup copy.
15.6. To the maximum extent applicable under national law and without affecting your rights as a Consumer, our Backup Services are provided “as-is” and are subject to all limitations of liability set out in these TOS.
16. BENU CREATIVE, LLC CONTENT. INTELLECTUAL PROPERTY RIGHTS
Unless otherwise set out in these TOS, you own all right, title and interest to the information you place on our servers pursuant to the Services. If you submit feedback to us concerning your idea and suggestions related to the Services, we shall have the right to use that information to improve our business processes. You have no right to any intellectual property that is based on an improvement to our business based on this feedback.
16.2. You are welcome to provide us with a written or verbal testimonial of our Services in connection with your use of the Services. You acknowledge and agree that we may, at our discretion, use the testimonial to promote our Services online and in social media. Further to our use of your testimonial, you hereby agree and give your consent to
17. THIRD PARTY LINKS
17.1. Our site and Services may contain link(s) to other websites operated by or with content provided by third parties. You understand and agree that Benu Creative, LLC has no control over any such third-party websites or their content and will have no liability arising out of or related to your use of any third-party websites or their content. Benu Creative, LLC shall not bear any responsibility for any legal documents (agreements, terms and conditions, policies and etc), content and practice of any third-party websites. The existence of any third-party links does not constitute endorsement of such websites, their content, or their operators. Benu Creative, LLC includes these links only for your convenience.
17.2. You acknowledge and agree that third-party links on our website may contain affiliate tracking and Benu Creative, LLC may collect a share of sales or other compensation from such links.
To the maximum extent allowed by applicable law and without affecting your rights as a Consumer, you acknowledge and agree that the Services are provided by Benu Creative, LLC as-is and you assume all risks and liabilities arising from or relating to your use of and reliance upon the Services, and that Benu Creative, LLC makes no representation or warranty with respect thereto. Benu Creative, LLC hereby expressly disclaims all representations, warranties and conditions regarding the Services, whether express or implied, including any representation or warranty in regard to quality, performance, non-infringement, commercial utility, merchantability or fitness of the services for a particular purpose. In addition, Benu Creative, LLC expressly disclaims any express or implied obligation or warranty of the Services, that could be construed to require Benu Creative, LLC to provide Services in such a manner to allow the Customer to comply with any law, regulation, rule or court order applicable to the actions or functions of the Customer. Without limiting the generality of the foregoing, we do not warrant that the Service(s) will meet any or all of your needs; will operate in all of the combinations which may be selected for use by you; or that the operation of the Service(s) will be uninterrupted, error-free or completely secure. No Benu Creative, LLC employee, supplier or subcontractor is authorized to make any warranty on our behalf and if they make such warranties Benu Creative, LLC shall not be bound by them.
19. LIMITATION OF LIABILITY
To the maximum extent permitted by applicable law, and without affecting your rights as a Consumer, you agree that you will not under any circumstances, including negligence, hold Benu Creative, LLC, its officers, directors, employees, licensors, agents, subcontractors and/or third party service providers liable for any direct or indirect damages of any nature and type suffered by the Customer of third parties, including, but not limited to, damages for loss of profits, cost savings, revenue, business, data or use, or any other pecuniary loss that may result from: delays, malfunctions, suspension and any other interruption in the provision of the Service(s) due to events beyond our reasonable control (for example: force majeure, third party conduct/acts, including Benu Creative, LLC’s licensors and suppliers, faults and malfunctions of the machines, software and other equipment, whether owned by us or our licensors/suppliers; acts and/or omissions made by Customers and in contrast with the obligations undertaken under these TOS); data loss due to hardware or software failure; any information, data, content in or accessed through the Services; any action, information or instruction provided as part of our technical support Services; your use of the Service(s). You agree that the foregoing limitations apply whether based on warranty, contract or tort or any other legal theory and apply even if we have been advised of the possibility of such damages. In no event, we will be liable to you in the aggregate with respect to any and all breaches, defaults, or claims of liability under these TOS or under any other agreement or document for an amount greater than the fees actually paid by you to us for the respective Service(s) during the
You acknowledge and agree to indemnify, defend and hold harmless Benu Creative, LLC defend, fully compensate us, our affiliates, subsidiaries, parent and related companies, licensors and any third-party service providers and each of their respective officers, directors, employees, shareholders and agents (each an “indemnified party” and, collectively, “indemnified parties”) 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 attorneys’ fees) threatened, asserted, or filed by a third party against any of the indemnified parties arising out of or relating to: (i) your use of the Services; (ii) any violation by you of these TOS, our policies or documents which are incorporated herein, or any law; (iii) any breach of any of your representations, warranties or covenants contained in these TOS; and/or (iv) any acts or omissions by you. The terms of this section shall survive any termination of these TOS. For the purpose of this clause only, the term “you” as set out in subparagraphs (i) through (iv) includes you, End Users, visitors to your website, and users of your products or services. The terms of this Article shall survive the termination of the Agreement.
21. TERM AND TERMINATION
21.1. The Term for each Service you purchase shall be set out on the Order. The Term may be extended as described in our Renewal Policy or may be terminated as described below. For avoidance of doubt, “Term” shall include the initial Term and any Renewal Term.
21.2. You may terminate a Service at any time through the User Area (Cancellation Request). We will send you an email confirmation to acknowledge your completion of the Cancellation Request (Cancellation Confirmation). If you fail to complete all steps of the Cancellation Request, or if you fail to use a Cancellation Request to terminate the Services, the Services will not be terminated, and Fees will continue to be charged. You must follow this procedure in order to terminate each Service. Once you complete a Cancellation Request, we will process it and issue a refund, if applicable, as set out in our Money Back Policy.
21.3. If you are a Consumer, you have the right to withdraw from this Agreement, informing us of your decision to withdraw through the User Area (Cancellation Request) or by means of a clear declaration (e.g. a letter sent via post, fax or email). You can also use the model withdrawal form enclosed below, which – however – is not mandatory.
21.4. You acknowledge and agree that any domain name registration is subject to suspension, cancellation, transfer or modification pursuant to the terms of any applicable rules or policies, including, but not limited to: (i) the UDRP; (ii) any ICANN adopted policy; (iii) any registrar (including Benu Creative, LLC) or registry administrator procedures; or (iv) any other ccTLD registry administrator procedures.
21.5. Without prejudice to the provisions laid down in other clauses of thеsе TOS, Benu Creative, LLC shall be allowed to terminate this Agreement with or without notice with immediate effect if (i) you fail to pay any fees due; (ii) you breach these TOS, our Acceptable Use Policy or any other policy incorporated herein by reference, or any law and fail to cure that breach within 48 hours after receipt of written notice; (iii) you repeatedly infringe any policy incorporated herein or announced on our website; (iv) in case of any action and/or omission, failure and/or malfunction caused by you or your
21.6. Benu Creative, LLC may also terminate this Agreement by fifteen (15) days written notice as of the date of its receipt if (i) according to Benu Creative, LLC’s reasonable opinion, you do not have basic technical knowledge to use the Service(s) without excessive ongoing technical support; (ii) Benu Creative, LLC determines in good faith that continued provision of the Service has become unfeasible for technical, legal, regulatory, economic or any other material reason.
21.7. Benu Creative, LLC may discontinue provisioning of certain Service(s) or terminate this Agreement, if a third party ceases to make components of the Service available to us.
21.8. It is important to understand that certain Services are bundled together. As a result, termination of the Services that provide hosting (Hosting Account) may result in immediate termination of multiple aspects of the Services. Upon termination any information, data, content and files stored by you on our server shall be deleted. We may keep backup data for terminated Services for up to sixty (60) days after termination and provide you with access to that data upon request and subject to availability. IP addresses and server space are recycled. It is your obligation to ensure that you arrange to migrate your website(s) or content off our servers and relinquish use of the IP address assigned to you in connection with the use of our Service(s) prior to termination. We have no obligation to provide any Service(s) to you including forward of email(s) following termination.
21.9. Model Withdrawal Form
If you wish to withdraw from this Agreement, please fill in the form below and send it back to us:
Benu Creative, LLC
510 34th Ave SE
Albany, OR 97322
Email: [email protected]
I/we (*) hereby withdraw from the agreement concluded by me/us (*) on the purchase of the following goods (*) / the rendering of the following services (*):
Ordered on(*) / received on (*):
Name(s) of the consumer(s):
Address of the consumer(s):
Signatures of the consumer(s) (only in case of notification on paper)
(*) Delete as applicable.”
22.1. If for any reason you are not satisfied with our Services, you may send your complaint to us via: (1) email at [email protected], or (2) opening a support ticket, chat through the HelpDesk in your User Area, or (3) registered mail to the following address:
Benu Creative, LLC
510 34th Ave SE
Albany, OR 97322
Email: [email protected]
22.2. You may have the option to escalate a chat or support ticket to a Supervisor/Manager. You should include any tracking numbers or other references from your previous correspondence with us in order to be able to recover the full history of your complaint.
22.3. We will take care to review, investigate and respond to any complaint(s) fairly and thoroughly. All complaints must be in writing and clearly indicate the name and contact details of the complainant. If you have relevant documentary evidence to support your complaint, it should be еnclosed to the complaint. Evidence submitted should be as concise as possible and relevant to the complaint.
22.4. Complaints made over the phone shall be recorded, but wherever possible, should be confirmed in writing. Anonymous complaints will not be reviewed.
22.6. Benu Creative, LLC will review the complaint and will provide a written answer within 10 (ten) business days from receipt of the complaint. If the complaint requires more detailed investigation, you will receive an interim response describing what is being done to deal with the matter, and when you can expect a final reply.
23. DISPUTE RESOLUTION. JURISDICTION. CHOICE OF LAW
23.1. In the event of any dispute, controversy or claim arising out of or related to this Agreement, you and Benu Creative, LLC shall use reasonable effort to settle such disputes or differences. To this effect, we shall consult and negotiate each other with the aim to reach a solution satisfactory to each Party.
23.2. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. You acknowledge and agree that, by entering into this Agreement, you and Benu Creative, LLC are waiving the right to a trial by jury. If you initiate litigation or any other proceeding against Benu Creative, LLC in violation of agreed arbitration procedure, you agree to pay us reasonable costs and attorneys’ fees incurred in connection with our enforcement of the articles regulating the arbitration proceeding.
23.3. This Article 23.2. will not apply to domain name and intellectual property infringement disputes.
23.4. Despite the provisions of Article 23.2., nothing in thеsе TOS will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in the small claims court of your state or municipality if the action with within that court’s jurisdiction and is pending only in that court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
23.5. Any arbitration between the Parties will be governed by the Consumer Arbitration Rules (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”) as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Benu Creative, LLC. If there is a discrepancy between AAA Rules and the rules set forth in these TOS, the rules specified in the TOS shall apply. You are entitled, in arbitration, seek any and all remedies otherwise available to you pursuant to federal, state or local law, as limited by Limitation of Liability agreed in Article 19 of these TOS. All disputes subject to arbitration shall be resolved by one neutral 1 arbitrator, and the Parties shall have opportunity to participate in the selection of the arbitrator. The arbitrator shall be bound by these TOS. The place of the arbitration at the AAA location shall be chosen by Benu Creative, LLC t
23.6. A party who intends to initiate an arbitration procedure to settle the dispute must first notify the other Party by sending a written notice to [email protected] or sending the notice by U.S Postal Service certified mail to Benu Creative LLC, 510 34th Ave SE, Albany, OR 97322. The notice must contain full contact details: name, address and e-mail, the nature and basis of the dispute/claim and the relief requested. In the event of a dispute between the Parties arising out of or in connection with these TOS the Parties hereto shall use their best efforts to resolve the dispute in an amicable manner. If the Parties may not reach an agreement to resolve the dispute within 60 days following the receipt of the dispute notice, each Party may initiate an arbitration procedure under the Article 23.2 of these TOS. You may find a copy of a Demand for Arbitration at www.adr.org: Consumer Arbitration Rules. Any claim or dispute to which arbitration procedure apply must be filed within one year of the date you could first file the claim, unless your local law requires a longer time to file claims. If the claim or dispute is not filed within that time, then it’s permanently barred.
23.7. Both Parties agree that each of them may bring claims against the other Party only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. Further, unless both Parties agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
23.8. The AAA rules will govern payment of filing fees and the AAA/s and arbitrator’s fees and expenses, unless the Parties agree on them.
23.9. If you do not wish to be bound by the arbitration clauses set forth in these TOS, you may send us an opt-out notice within thirty (30) days following the date you accept these TOS, unless a longer period is required by the applicable law. You may send your opt-out notice to us at [email protected] or sending the notice by U.S Postal Service certified mail to Benu Creative, LLC, 510 34th Ave SE, Albany, OR 97322. In the event you opt-out from the arbitration procedure, all other terms contained herein shall continue to apply, including those related to the applicable law and the court in which claims may be filled.
23.10. Both Parties agree that any disputes not subject to arbitration procedure and class action waiver provisions in this Article 23.2 (other than an individual action filed in small claims court) shall be brought before the U.S. District Court for the Oregon (District Court). If the District Court may not consider the dispute, all disputes shall be brought before the appropriate state court located in Albany, Oregon and each party hereby irrevocably and unconditionally consents and submits to the exclusive jurisdiction of such courts for any such controversy. Any claim related to this Agreement, must be filed within one year of the date you could first file the claim, unless your local law requires a longer time to file claims. If the claim is not filed within that time, then it is permanently barred.
23.11. State law issues concerning construction, interpretation and performance of these TOS shall be governed by the substantive law of the Commonwealth of Virginia, excluding its choice of law rules. The United Nations Convention on Contracts for International Sale of Goods shall not apply.
23.12. Your local consumer laws may require some local laws to
Each Party will comply with all applicable federal, state and local laws and regulations.
24.1. We will send notices to you using the contact information in your Customer Account. We may send you notices by email, a ticket in our HelpDesk or a notice posted in your User Area. We have no responsibility for notices not delivered due to outdated or inaccurate contact information.
24.3. Any notice related to copyright/trademark infringement shall be address to our Designated Agent:
Benu Creative, LLC Compliance Team
510 34th Ave SE
Albany, OR 97322
Email: [email protected]
24.4. You may send us notices, requests, claims, consents, waivers, demands or any other communication related to this Agreement by (i) opening a ticket through the HelpDesk in your User Area; (ii) email; (iii) first-class mail; or (iv) internationally recognized courier.
Please address your notices to:
Benu Creative, LLC
510 34th Ave SE
Albany, OR 97322
Email: [email protected]
24.4. Notice shall be considered duly given and effective: (i) if sent by ticket, on the date the ticket is recorded in the HelpDesk; (ii) if sent by email, on the day when received in the designated email account; (iii) if sent by first-class mail, on the date of delivery by the appropriate postal service; (iv) if sent by internationally recognized courier, on the date of delivery by such courier.
25. GENERAL PROVISIONS
25.1. Export Laws. You must comply with all domestic and international export and import control laws and regulations that apply to the software and/or Services, and, in
25.2. Waiver. If at any time during the term of this Agreement we fail to insist upon strict performance of any of your obligations under this Agreement, or if we fail to exercise any of the rights or remedies to which we are entitled under this Agreement, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations. A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by us of any term of this Agreement shall be effective unless it is expressly stated to be a waiver and is communicated by you in writing.
25.3. Assignment. Successors. You may not assign or transfer this Agreement or any of its rights or obligations hereunder, without our prior explicit written consent. Any assignments in violation of the foregoing shall be null and void and of no force or effect. You acknowledge and agree that Benu Creative, LLC may assign its rights and obligations under this Agreement, and may engage subcontractors in performing its duties and exercising its rights hereunder, without your further explicit consent. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assignees.
25.4. Independent Contractors. This Agreement does not create any agency, partnership, joint venture, or franchise relationship. Neither party has the right or authority to, and shall not, assume or create any obligation of any nature whatsoever on behalf of the other party or bind the other party in any respect whatsoever.
25.5. Severability. If
25.6. Force Majeure. With the exception of Customer’s payment obligations, neither Party will be responsible for any interruption, delay or other failure to fulfill any obligation under this Agreement resulting from acts of God, storms, flood, riots, fire, acts of civil or military authority, war, terrorism, epidemics, pandemics, shortage of power, telecommunications or internet service interruptions or other acts or causes reasonably beyond the control of that Party.
In the event of an occurrence of a Force Majeure, the Party whose performance is affected thereby shall give to the other Party notice of suspension as soon as reasonably practicable, stating the date and extent of such suspension and the cause thereof, and such Party shall resume the performance of such obligations as soon as reasonably practicable upon the cessation of such Force Majeure and its effects.
During a Force Majeure event, you shall be entitled to seek an alternative hosting provider at your own cost with respect to the affected Services. If a Force Majeure event continues to exist for more than twenty (20) consecutive days, each Party shall be entitled to terminate the Agreement for affected Services.
26. CHANGE OF TOS
If you do not agree to the changes in the TOS, you must suspend use of the Services and terminate this Agreement within ten (10) business days of receiving notification from us.
To the extent permitted by applicable law, continued use of the Services after you have received a notice for changes to the TOS will be considered as acceptance of such changes and in force in the agreement between the user and
Where the change in Terms is required by law or related to the addition of a new service, extra functionality to the existing Service(s) or any other change which neither reduces your rights nor increases your responsibilities, the TOS will be changed without prior notice to you and shall have
No clarification or explanation of the Terms provided by the Parties will have the power to modify the provisions of
Articles 5, 11.10., 15.6., 18, 19, 20, 23, 24, 25.5 and 27 shall survive the termination of this Agreement.
SEO TERMS OF SERVICE
This Agreement, together with documents comprising the Proposal, materials
1. SERVICES PROVIDED
- You agree to engage us to provide you with the following services (“Services”) as described in the Statement of Work, below.
- The Services will also include any other tasks to which the Parties may agree.
2. STATEMENT OF WORK
A. Summary: This project involves search engine optimization (SEO) by
B. Project Scope: This Statement of Work covers the following activities, deliverables, and revisions policy:
C. Activities: Due to the changing nature of best practices for SEO, the following activities are common examples of SEO practices and may not necessarily be done on your site or within the month time frame. We will schedule specific activities for each month and confirm with you before adding or removing any of the agreed upon SEO activities.
1. Registering business with Google/Bing and/or updating content as needed
2. Indexing Site
3. Google preview snippets, keywords, alt tags, metadata (including research)
4. Social media preview
5. Page speed optimization
6. Setup Google Analytics
7. Content creation (separate, additional cost). Examples below.
8. Schema markups
9. Google Console management
10. Campaign URL builder
11. Setup Google Tag Manager (as needed)
12. Setup Facebook Pixel (as needed)
13. Revise web content as needed for SEO (ie: call to action buttons)
D. Deliverables: We will deliver to you:
- A monthly SEO analytics report which we will review with you at the end of the month.
E. Revisions Policy:
1. Any changes outside the original scope of this project will require an amended, signed contract.
2. Any changes outside the original scope of this project will be billed at an hourly rate of 100 dollars ($100) per hour.
3. Any changes outside the original scope of this project will add a minimum of seven business days to complete.
3. SEO SERVICE PLAN
A. Your SEO Service Plan will continue month-to-month and automatically renew until terminated. To use the SEO service you must have Internet access and provide us with one or more Payment Methods. “Payment Method” means a current, valid, accepted method of payment, as may be updated from time to time and which may include payment through your account with a third party. You must cancel your membership before it renews each month in order to avoid billing of the next month’s membership fees to your Payment Method (see “Cancellation” below).
B. We may offer a number of service plans, including special promotional plans or memberships offered by third parties in conjunction with the provision of their own products and services. We are not responsible for the products and services provided by such third parties. Some service plans may have differing conditions and limitations, which will be disclosed at your sign-up or in other communications made available to you. You can find specific details regarding your service plan by visiting our website and clicking on the “Account” link.
SEO activities will be completed on a monthly basis. The start date for the activities will be the first of the month, or when the contract is signed, whichever is later. The end date for the activities will be when the services are complete, the hours have been met, or the last date of the month, whichever is sooner.
A. We will complete the tasks within the time period stated in this Agreement unless both Parties agree to a different deadline within the month for specific tasks.
B. We will schedule the following checkpoints with you throughout the project timeline.
1. End of the month – SEO Analytics Review and strategy for the next month
C. If we do not receive feedback or assets from you that are necessary to continue or complete these activities for 10 business days or longer, then your project will go to the bottom of our queue until we receive the necessary assets or feedback.
Currency amounts are in U.S. Dollars. We will perform the work at the hourly rate of one hundred dollars ($100) per hour. The total price of this project as agreed upon during the proposal is $500 for five hours of SEO services. The price may be higher or lower depending on if more or less SEO services are requested during the project’s time frame. We will update you on the status of the budget throughout the project’s time frame.
6. PAYMENT SCHEDULE
A. Our payment policy is as follows:
1. $500 is due at the first of the month in order for us to start work.
2. Work is billed at one hundred dollars ($100) per hour. Payment is due within the first week of the month or your service will automatically be canceled.
3. A statement will be sent at the end of the month, itemizing what was completed. If any outstanding balance is due, payment is due within thirty (30) days.
4. A two percent (2%) monthly service charge will be billed against late payment of any outstanding balance.
5. As mentioned previously in the Revisions Policy, any changes outside the original scope of this project will be billed at an hourly rate of 100 dollars ($00) per hour.
6. If at any point after the contract is signed, [CLIENT] requests a shorter time frame than was previously stated in the contract, a 30% rush fee will be added to the final invoice.
7. REIMBURSEMENT OF EXPENSES
A. You will reimburse us for reasonable and necessary expenses we incur in connection with providing Services to you.
B. We must obtain your approval for any such expenses before we incur them.
C. Expenses will be billed together with billable hours, or as otherwise agreed at the time you approve us to incur them.
8. KEY ASSUMPTIONS
A. You have communicated to us your complete list of requirements for the SEO services in either written or verbal format.
B. You have paid us at the beginning of the month and provided appropriate assets, including but not limited to, account login(s), written and visual content, and other necessary information.
C. You consent to give us the freedom of performing the SEO tasks by our schedule unless otherwise agreed upon by both Parties.
9. TERM OF AGREEMENT
The term of this agreement (the “Term”) will begin on the date the Agreement has been signed by both parties, and it will remain in full force and effect every month payment is received by us. The Term of this Agreement is subject to earlier termination as provided in this Agreement.
Either party may choose to cancel this project at their discretion. Cancellation must be in writing, provide actual notice to us, and must be received by us within two weeks to the start of the next month and billing cycle. Payment for work completed before our receipt of your notice of cancellation is due upon receipt of your notice, net thirty (30) days, provided we have not previously breached our Agreement with you. If payment is not received by us within the first week of the month, then your service will automatically be canceled.
The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.
A. Confidential information (the “Confidential Information”) refers to any data or information relating to your business which would reasonably be considered to be proprietary to you, including but not limited to, accounting records, business processes, and your patients’ records, and that is not generally known in your industry, and where the release of that Confidential Information could reasonably be expected to cause you harm.
B. We agree we will not disclose, divulge, reveal, report or use, for any purpose, your Confidential Information, except as authorized by you or as required by law.
C. All Confidential Information provided by you to us, whether written or oral, regardless of whether it was provided on or after the date of this
13. RETURN OF PROPERTY
Upon the expiry, termination or cancellation of the Agreement, we will return any property, documentation, records or Confidential Information that belongs to you.
14. COPYRIGHTED MATERIAL
You agree to defend, hold harmless, and indemnify us from and against any third-party claims and liabilities, including reasonable attorney fees and costs, regardless of the form of action or claim that arises out of or in connection to copyrighted work that you provide to us. You further agree to defend, hold harmless and indemnify us from and against any claims of misappropriation, infringement, and invalid licensing of copyrighted work that you provide to us, so long as we provide you with prompt notice of the action in writing and in English.
Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each party agrees to indemnify the other party against reasonable claims, losses, damages, liabilities, expenses, legal fees and costs which result from an act or omission of the indemnifying party that occurs in connection with this Agreement. Regardless of anything to the contrary in this Agreement, neither party shall be liable to the other party for an amount greater than the value of the final contract. This indemnification will survive the termination of this Agreement.
16. CAPACITY/INDEPENDENT CONTRACTOR
In providing the Services under this Agreement, it is expressly agreed that we are acting as an independent contractor and not as an employee. The Parties acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. You are not required to pay, or make any contribution to, any Social Security, local, state or federal tax, unemployment compensation, workers’ compensation, insurance premium, profit-sharing, pension or any other employee benefit for us during the Term. We are responsible for paying, and complying with reporting requirements for, all local, state and federal taxes related to payments you make to us under this Agreement.
All notices, requests, demands or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties at the following addresses or to such other address as either Party may from time to time notify the other:
To the Contractor:
510 34th Ave SE
Albany, OR 97322
Email: [email protected]
18. TITLES AND HEADINGS
Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.
This Agreement will ensure to the benefit of and be binding on the Parties and their respective heirs, executors, administrators and permitted successors and assigns.
20. FORCE MAJEURE
Neither Party shall be held liable for any failure to comply with any of the terms of this Agreement caused solely by fire, Acts of God, strike, war, insurrection, government restriction, or other causes beyond its control and without its fault, but not to include cost increases independent of such causes, provided the party failing to comply shall use all reasonable means and efforts to cure such failure and comply with the terms of this Agreement as quickly as possible, including, without limitation, securing alternate sources or methods to perform.
21. GOVERNING LAW
This Agreement will be governed by and construed in accordance with the laws of the State of Oregon. In cases involving choice of law, Oregon law shall apply.
If any provision of this Agreement is found to be unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect.
The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.