Carrier Hosting reserves the right to change or modify any of the terms and conditions contained in this Agreement, and any policy or guideline incorporated by reference at any time and from time to time in its sole discretion, and to determine whether and when any such changes apply to both existing or future customers. Any changes or modification will be effective upon posting of the revisions on the CarrierHosting.com or SiteUtil.com web sites (the "Web Site"). Carrier Hosting will post a notice of such changes or modifications to this Agreement or the Addendum on the Web Site for thirty (30) days. Carrier Hosting may post changes or modifications to referenced policies and guidelines without notice to you. Your continued use of the Services following Carrier Hosting's posting of any changes or modifications will constitute your acceptance of such changes or modifications. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT ACCEPT THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF ANY MODIFICATION, DO NOT CONTINUE TO USE THE SERVICES AND IMMEDIATELY NOTIFY Carrier Hosting OF YOUR TERMINATION OF THIS AGREEMENT IN THE MANNER DESCRIBED IN SECTION 1B BELOW.

Term and Payment for Services
1. Term
  
  This Agreement shall be for an "Initial Term" of either (a) thirty (30) days if you register for Shared Hosting Services, or (b) thirty (30) from the order date if you register for Dedicated Hosting Services, or (c) as otherwise chosen by you in the Order Form, located on the Site, at the time you register for the Services. This Agreement will be automatically renewed (the "Renewal Term") at the end of the Initial Term for the same period as the Initial Term unless you provide Carrier Hosting with notice of termination either (a) at least seven (7) days prior to the end of the Initial Term or the Renewal Term, whichever is then applicable, if you registered for and are receiving Shared Hosting Services or (b) at least thirty (30) days prior to the end of the Initial Term or Renewal Term, whichever is then applicable, if you registered for and are receiving Dedicated Hosting Services or have pre-paid for a one year period of Shared Hosting Services. You must provide Carrier Hosting with your notice of termination by canceling your service via the Web Site. Upon canceling your service, you will be asked to provide Carrier Hosting with sufficient customer identification information so that Carrier Hosting may properly identify you and your account. Any notice of termination will be effective upon Carrier Hosting's receipt thereof.
1. Termination Policy
  
  If you terminate your receipt of the Services prior to the end of the Initial Term or the Renewal Term, whichever is then applicable, (a) Carrier Hosting shall not refund to you any fees paid in advance of such termination and (b) you shall be required to pay the lesser of three (3) times the standard monthly charge or 100% of Carrier Hosting's standard monthly charge for each month remaining in the term, unless otherwise expressly provided herein. Your termination request must be submitted to Carrier Hosting in the manner described in Section 1A. Carrier Hosting may terminate this Agreement at any time and for any reason by providing to you thirty (30) days prior written notice of termination. If Carrier Hosting terminates this Agreement, Carrier Hosting shall refund to you the pro-rata portion of pre-paid fees attributable to Services not yet rendered as of the termination date unless otherwise expressly provided herein.
2. Liability and Obligations on Termination
  
  Should the Agreement expire or be terminated for any reason, Carrier Hosting will not be liable to you because of such expiration or termination for compensation, reimbursement or damages on account of the loss of prospective profits, anticipated sales, goodwill or on account of expenditures, investments, leases or commitments in connection with your business, or for any other reason whatsoever flowing from such termination or expiration. Any termination of this Agreement shall not relieve you of any obligations to pay fees and costs accrued prior to the termination date and any other amounts owed by you to Carrier Hosting as provided in this Agreement.
3. Charges
  
  You agree to pay for all charges attributable to your use of the Services at the then current Carrier Hosting prices, which shall be exclusive of any applicable taxes. You shall be responsible for the payment of all federal, state, and local sales, use, value added, excise, duty and any other taxes assessed with respect to the Services. You shall be responsible for paying any banking fees associated with the Services, including but not limited to returned check fees, chargeback fees, wire transfer fees, and processing fees. Your account will be assessed a $29 returned check fee for each returned check associated with your account, a $29 chargeback fee for each credit card chargeback associated with your account, and a $25 wire transfer fee for each payment received by wire transfer. These fees are non-refundable and subject to change without notice.
4. Payment
  
  All charges for Services must be paid in advance according to the then current price applicable to the Services. Upon registration for Shared Hosting Services or Dedicated Hosting Services, you must choose to pay for the Services either by credit card or upon your receipt of an invoice. If you choose to pay by credit card upon registering for Shared Hosting Services or Dedicated Hosting Services, you thereby authorize Carrier Hosting to charge your credit or debit card to pay for any charges that may apply to your account. You agree that Carrier Hosting may accumulate any supplemental charges, as described in the Order Form, incurred by you in your use of the Services ("Supplemental Charges") until such charges exceed $20 and then charge your card. You must notify Carrier Hosting of any changes to your card account (including, without limitation, applicable account number or cancellation or expiration of the account), your billing address, or any information that may prohibit Carrier Hosting from charging your account. If you choose to be invoiced upon registration for Shared Hosting Services or Dedicated Hosting Services, Carrier Hosting will send an invoice to you for the Services applicable to the period for which you have registered for the Services. Carrier Hosting may also send periodic invoices to you for any applicable Supplemental Charges associated with your use of the Services. You agree to pay to Carrier Hosting the amount indicated in each invoice by the due date reflected on the invoice. If you fail to pay any fees and taxes within ten (10) days from applicable due date for credit card or invoice payments, late charges of the lesser of one and one-half per cent (1.5%) per month or the maximum allowable under applicable law shall also become payable by you to Carrier Hosting. In addition, your failure to fully pay any fees and taxes within ten (10) days after the applicable due date will be deemed a material breach of this Agreement, justifying Carrier Hosting's suspension of its performance of the Services and/or termination of this Agreement. You are responsible for any fees associated with reinstated of Services. Any such termination would not relieve you from paying past due fees plus interest. In the event of collection enforcement, you will be liable for any costs associated with such collection, including, without limitation, reasonable attorneys' fees, court costs and collection agency fees.
5. 7-Day Money Back Guarantee
  
  Notwithstanding Sections 1A through 1D, if you are not fully satisfied with the Services and the Services provide for a 7-day money back guarantee, you may terminate this Agreement at any time during the first seven (7) day from your initial order date and receive a full refund of all payments made by you to Carrier Hosting for the Services. This does not include any setup fees, hardware fees, installation fees, or fees paid for domain registration. To receive such refund, you must terminate this Agreement in the manner described in Section 1A and cease using the Services, and Carrier Hosting must receive your termination notice, within the above described seven (7) day period. You agree to provide Carrier Hosting with a description of why you are not satisfied with the Services and are terminating this Agreement.
Use of Services
1. Applicable Policies
  
  The Carrier Hosting Acceptable Use Policy governs the general policies and procedures for use of the Services. Carrier Hosting's Privacy Policy governs how Carrier Hosting collects, stores, processes and uses information associated with your use of the Services. The Acceptable Use Policy and the Privacy Policy are posted on Carrier Hosting's web site and may be updated from time to time. YOU SHOULD CAREFULLY READ THE ACCEPTABLE USE POLICY. BY USING THE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS OF THE ACCEPTABLE USE POLICY AND ANY MODIFICATIONS THERETO. Carrier Hosting RESERVES THE RIGHT TO TERMINATE YOUR ACCOUNT FOR ANY VIOLATION OF THE USAGE GUIDELINES OR THIS AGREEMENT.
2. Account Information
  
  You agree to provide Carrier Hosting with accurate and updated account information. This includes but is not limited to name, address, phone number, e-mail address, and payment information. It is not Carrier Hosting's responsibility if we are unable to contact you as a result of inaccurate account information.
3. Material and Product Requirements
  
  You must ensure that all material and data placed on Carrier Hosting's equipment is in a condition that is "server-ready," which is in a form requiring no additional manipulation by Carrier Hosting. Carrier Hosting will make no effort to validate any of this information for content, correctness or usability. In the event that your material is not "server-ready", Carrier Hosting has the option at any time to reject this material. Carrier Hosting will notify you of its refusal of the material and afford you the opportunity to amend or modify the material to satisfy the needs and/or requirements of Carrier Hosting. Use of the Services requires a certain level of knowledge in the use of Internet languages, protocols and software. This level of knowledge varies depending on the anticipated use and desired content of your web site. You must have the necessary knowledge to create and maintain a web site. It is not Carrier Hosting's responsibility to provide this knowledge or customer support outside of the Services agreed to by you and Carrier Hosting.
4. Bandwidth, Storage, and E-Mail Usage
  
  You agree that use of the Services hereunder will not exceed the bandwidth, storage and e-mail usage limits set out in the Order Form. If you use any bandwidth or storage space in excess of the agreed upon number of megabytes per month or if you exceed E-Mail storage and attachment size limitations, Carrier Hosting may, in its sole discretion, assess you with additional charges, suspend the performance of the Service, or terminate this Agreement. In the event that Carrier Hosting elects to take any corrective action, you will not be entitled to a refund of any unused pre-paid fees.
5. Domain Names
  
  As part of the Services, you will provide Carrier Hosting with a registered domain name or names or Carrier Hosting will register such domain name(s) selected by you, provided that such domain name is available for going rate.
6. Co-Location Services
  
  If you have registered for Co-Location Services, Carrier Hosting's provision of such services is subject to, in addition to the terms of this Agreement, the terms and conditions set forth in Section 9 to this Agreement. If you did not register for Co-Location Services, however, Section 9 is inapplicable to your receipt of the Services.
Intellectual Property Rights
1. Your License Grant to Carrier Hosting
  
  You hereby grant to Carrier Hosting a non-exclusive, worldwide, and royalty-free license for the Initial Term and the Renewal Term, if applicable, to edit, modify, adapt, translate, exhibit, publish, transmit, participate in the transfer of, reproduce, create derivative works from, distribute, perform, display, and otherwise use your content as necessary for the purposes of rendering and operating the Services to you under this Agreement. You expressly (a) grant to Carrier Hosting a license to cache materials distributed or made available for distribution via the Services, including content supplied by third parties, and (b) agree that such caching is not an infringement of any of your intellectual property rights or any third party's intellectual property rights.
2. Your Warranties And Representations to Carrier Hosting
  
  You warrant, represent, and covenant to Carrier Hosting that (a) you are at least eighteen (18) years of age; (b) you possess the legal right and ability to enter into this Agreement; (c) you will use the Services only for lawful purposes and in accordance with this Agreement and all applicable policies and guidelines; (d) you will be financially responsible for the use of your account; (e) you have acquired or will acquire all authorization(s) necessary for hypertext links to third-party web sites or other content; (f) you have verified or will verify the accuracy of materials distributed or made available for distribution via the Services, including, without limitation, your content, descriptive claims, warranties, guarantees, nature of business, and address where business is conducted, and (g) your content does not and will not infringe or violate any right of any third party (including any intellectual property rights) or violate any applicable law, regulation or ordinance.
3. Carrier Hosting Materials And Intellectual Property
  
  All materials, including but not limited to any computer software (in object code and source code form), data or information developed or provided by Carrier Hosting or its suppliers or agents pursuant to this Agreement, and any know-how, methodologies, equipment, or processes used by Carrier Hosting to provide the Services to you, including, without limitation, all copyrights, trademarks, patents, trade secrets, and any other proprietary rights inherent therein and appurtenant thereto shall remain the sole and exclusive property of Carrier Hosting or its suppliers. Carrier Hosting shall also maintain and control ownership of all Internet protocol ("IP") numbers and addresses that may be assigned to you by Carrier Hosting. Carrier Hosting reserves, in its sole discretion, the right to change or remove any and all such IP numbers and addresses.
Enforcement
1. Investigation of Violations
  
  Carrier Hosting may investigate any reported violation of this Agreement, its policies or any complaints and take any action that it deems appropriate and reasonable under the circumstance to protect its systems, facilities, customers and/or third parties. Carrier Hosting will not access or review the contents of any e-mail or similar stored electronic communications except as required or permitted by applicable law or legal process.
2. Actions
  
  Carrier Hosting reserves the right and has absolute discretion to restrict or remove from its servers any content that violates this Agreement or related policies, or is otherwise objectionable or potentially infringing on any third party's rights or in potentially violation of any laws. In the event of becoming aware of any possible violation by you of this Agreement, any related policies, third party rights or laws, Carrier Hosting may immediately take corrective action, including, but not limited to, (a) issuing warnings, (b) suspending or terminating the Service, (c) restricting or prohibiting any and all uses of content hosted on Carrier Hosting's systems, and/or (d) disabling or removing any hypertext links to third-party web sites, any of your content distributed or made available for distribution via the Services, or other content not supplied by Carrier Hosting which, in Carrier Hosting's sole discretion, may violate or infringe any law or third-party rights or which otherwise exposes or potentially exposes Carrier Hosting to civil or criminal liability or public ridicule. It is Carrier Hosting's policy to terminate repeat infringers. The above stated rights of action, however, do not obligate Carrier Hosting to monitor or exert editorial control over the information made available for distribution via the Services. In the event Carrier Hosting takes corrective action due to such possible violation, Carrier Hosting shall not be obligated to refund to you any fees paid in advance of such corrective action.
3. Disclosure Rights
  
  To comply with applicable laws and lawful governmental requests, to protect Carrier Hosting's systems and customers, or to ensure the integrity and operation of Carrier Hosting's business and systems, Carrier Hosting may access and disclose any information it considers necessary or appropriate, including, without limitation, user profile information (i.e., name, e-mail address, etc.), IP addressing and traffic information, usage history, and content residing on Carrier Hosting's servers and systems. Carrier Hosting also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. To the extent any inconsistency exists between any terms of Carrier Hosting's Privacy Policy and Carrier Hosting's right disclose under this section, Carrier Hosting's right to disclose under this section will control.
Disclaimed Warranties

You acknowledge and agree that Carrier Hosting exercises no control over, and accepts no responsibility for, the content of the information passing through Carrier Hosting's host computers, network hubs and points of presence, or the Internet. ALL SERVICES PERFORMED HEREUNDER ARE PERFORMED "AS IS" AND WITHOUT WARRANTY AGAINST FAILURE OF PERFORMANCE INCLUDING, WITHOUT LIMITATION, ANY FAILURE DUE TO COMPUTER HARDWARE OR COMMUNICATION SYSTEMS. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, Carrier Hosting DOES NOT MAKE AND HEREBY DISCLAIMS, AND YOU HEREBY WAIVE ALL RELIANCE ON, ANY REPRESENTATIONS OR WARRANTIES, ARISING BY LAW OR OTHERWISE, REGARDING THE SERVICES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE IN TRADE.

Limitation and Exclusion of Liability

Limitations

IN NO EVENT SHALL Carrier Hosting OR ITS SUPPLIERS HAVE ANY LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF INFORMATION DISTRIBUTED OR MADE AVAILABLE FOR DISTRIBUTION VIA THE SERVICES THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES. NEITHER Carrier Hosting NOR ITS SUPPLIERS SHALL HAVE LIABILITY WITH RESPECT TO Carrier Hosting'S OBLIGATIONS UNDER THIS AGREEMENT, THE ADDENDUM OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF Carrier Hosting HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE FOREGOING LIMITATION OR EXCLUSIONS MAY NOT APPLY TO YOU. IN ANY EVENT, THE LIABILITY OF Carrier Hosting AND ITS SUPPLIERS TO YOU FOR ANY REASON AND UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID TO Carrier Hosting BY YOU UNDER THIS AGREEMENT AND THE ADDENDUM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH SUCH CLAIM ACCRUED. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND OTHER TORTS. THE FEES FOR THE SERVICES SET BY Carrier Hosting HEREUNDER HAVE BEEN AND WILL CONTINUE TO BE BASED UPON THIS ALLOCATION OF RISK. ACCORDINGLY, YOU HEREBY RELEASE Carrier Hosting AND ITS SUPPLIERS FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIM IN EXCESS OF THE LIMITATION STATED IN THIS SECTION 6A.
Interruption of Service

You hereby acknowledge and agree that Carrier Hosting and its suppliers will not be liable for any temporary delay, outages or interruptions of the Services. Further, Carrier Hosting shall not be liable for any delay or failure to perform its obligations under this Agreement, where such delay or failure results from any act of God or other cause beyond its reasonable control (including, without limitation, any mechanical, electronic, communications or third-party supplier failure).

Service Level Agreement (SLA)

99.9% Uptime Guarantee

Carrier Hosting’s network uses multiple, redundant, high-speed connections providing fast, reliable connectivity. We understand the importance of providing a reliable service and have developed the following level of service to ensure maximum performance and uptime. The Carrier Hosting Service Level Agreement (SLA) provides for network quality and web site availability.
Coverage

These guidelines apply to Carrier Hosting customers that have registered for either Shared Hosting Services, Dedicated Hosting Services, or Co-located Hosting Services (collectively, the "Services") and who are in good financial standing with Carrier Hosting, Inc.
Service Level

Carrier Hosting endeavors to have the content of customer’s web site available for http access by third parties 99.9% of the time ("Web Site Availability"), in a given month, excluding the restrictions below. Downtime exists when third parties are unable to transmit and receive data and Carrier Hosting records such failure within its monitoring systems. Downtime is measured from the time the trouble ticket is opened by a customer to the time the server is once again able to transmit and receive data.

Credits

In the event that there is no Web Site Availability, Carrier Hosting will credit the following month's service fee as follows.

For Shared Hosting services, such credit will be retroactive and will be as calculated below and as measured 24-hours a day in a calendar month, with the maximum credit not to exceed the monthly service charge for the affected month. The monthly service charge is described as the monthly hosting fee only. Domain charges and additional service charges are not considered part of the monthly hosting fee and are not applicable to this SLA.

Customer Web Site Availability	Credit
95% to 99.8%	25% Credit
90% to 94.9%	50% Credit
89.9% or below	100% Credit

For Dedicated and Co-Located Hosting services, if the Web Site Availability is between 98.9% and 99.9% for any particular month, the credit will be retroactive and equivalent to the difference between the guaranteed level of availability of the customer's services during the month and the calculated actual level of availability of the customer's services, multiplied by the actual charges incurred by the customer for the services during that month. In addition, for Dedicated and Co-Located Hosting services, customers may be entitled to additional credits as calculated below and as measured 24-hours a day in a calendar month, with the maximum credit not to exceed fifty percent (50%) of the monthly service charge for the affected month. The monthly service charge is described as the monthly hosting fee only. Domain charges and additional service charges are not considered part of the monthly hosting fee and are not applicable to this SLA.

Minutes of Continuous Downtime	Credit
60 to 179 Minutes	25% Credit
180 Minutes or More	50% Credit

In order for customer to receive a credit on their account, customer must request such credit within ten (10) business days after customer experienced no Web Site Availability. Customer must request credit by sending an e-mail to our billing group from our e-mail form. For security, the body of this message must contain customer account number, the dates and times of the unavailability of customer web site, and such other customer identification requested by Carrier Hosting. Credits will usually be applied within sixty (60) days of customer credit request. Credit to customer account will be customer’s sole and exclusive remedy in the event that there is no Web Site Availability.

Restrictions

Credits will not be provided to customer in the event that customer has no Web Site Availability resulting from (i) scheduled maintenance as posted from time to time via e-mail bulletins and at CarrierHosting.com, (ii) customer behavior including acts or omissions of customer, or any use or user of the service authorized by customer, or the performance or failure of customer’s equipment, facilities or applications, or customer’s ISP or connection to the internet, or (iii) circumstances beyond Carrier Hosting's reasonable control, including, without limitation, acts of God, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of customer’s service.

Indemnification

You hereby release and hold harmless, and agree to indemnify, Carrier Hosting and its affiliates and suppliers (and their respective employees, directors and representatives) against any and all claims, actions, proceedings, suits, liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees and other litigation expenses) incurred by Carrier Hosting or its suppliers, arising out of or relating to (a) your violation or breach of any term, condition, representation or warranty of this Agreement, the Addendum or any applicable policy or guideline; (b) your improper or illegal use the Services; or (c) your violation, alleged violation, or misappropriation of any intellectual property right (including, without limitation, trademark, copyright, patent, trade secrets) or non-proprietary right of a third party (including, without limitation, defamation, libel, violation of privacy or publicity).
MISCELLANEOUS PROVISIONS
1. Entire Agreement
  
  This Agreement and all policies incorporated herein by reference, constitutes the entire agreement between you and Carrier Hosting with respect to the subject matter hereof and there are no representations, understandings or agreements which are not fully expressed in this Agreement and the related policies.
2. No Fiduciary Relationship; No Third-Party Beneficiaries
  
  Carrier Hosting is not the agent, fiduciary, trustee or other representative of you. Except for the rights of Carrier Hosting's suppliers under sections 6 and 7 hereof, nothing expressed or mentioned in or implied from this Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this Agreement. This Agreement and all of the representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the sole and exclusive benefit of the parties hereto.
3. Amendments
  
  Except as expressly provided in this Agreement, no amendment, change, waiver, or discharge hereof shall be valid unless in writing and signed by the parties.
4. Identification
  
  Carrier Hosting may, free of any obligation to pay compensation, use your name and identify you as a Carrier Hosting client, in advertising, publicity, or similar materials distributed or displayed to prospective clients.
5. Choice of Law and Forum
  
  THIS AGREEMENT WILL BE GOVERNED BY THE LAWS OF THE UNITED STATES AND THE STATE OF CALIFORNIA, WITHOUT REFERENCE TO RULES GOVERNING CHOICE OF LAWS. ANY ACTION RELATING TO THIS AGREEMENT MUST BE BROUGHT IN THE FEDERAL OR STATE COURTS LOCATED IN SAN DIEGO COUNTY, CALIFORNIA, AND YOU IRREVOCABLY CONSENT TO THE JURISDICTION OF SUCH COURTS.
6. Compliance With Laws
  
  You shall at all times comply with all applicable laws and regulations and shall indemnify and save Carrier Hosting harmless from your failure to so comply. You agree that Carrier Hosting shall not have to perform any obligations set forth in this Agreement if such performance would violate any present or future law, regulation or policy of any applicable government.
7. Non-Assignment
  
  You may not assign this Agreement or any right or obligation hereunder, by operation of law or otherwise, without Carrier Hosting's prior written consent. Carrier Hosting may assign its rights and obligations under this Agreement, and may utilize affiliate and/or agents in performing its duties and exercising its rights hereunder, without your consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns.
8. No Waiver
  
  Carrier Hosting's failure to enforce the strict performance of any provision of this Agreement or the Addendum will not constitute a waiver of Carrier Hosting's right to subsequently enforce such provision or any other provisions hereunder or thereunder.
9. Severability
  
  Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this Agreement and the Addendum, if applicable, shall nonetheless remain in full force and effect and, if the subject term or provision is deemed to be invalid, void or unenforceable only with respect to a particular application, such term or provision shall remain in full force and effect with respect to all other applications.
10. Headings
  
  The section headings used herein are for reference and convenience only and shall not enter into the interpretation hereof.
11. Survival
  
  All provisions of this Agreement and the Addendum relating to your warranties, intellectual property rights, limitation and exclusion of liability, your indemnification obligations and payment obligations shall survive the termination or expiration hereof and thereof.
Co-Location Services
1. Additional Terms
  
  Additional terms applicable to co-location services as stated in Section 2F of the Agreement, if you have registered for Co-Location Services, the term "Services," as defined in the opening paragraph of the Agreement, shall include the Co-Location Services so that Carrier Hosting's provision of all such services is governed by both the terms and conditions set forth in the Agreement as well as the terms and conditions set forth in this Section. To the extent there are any contradictions between the terms of the Agreement and the terms of this Section with respect to your receipt of the Co-Location Services, then the terms of this Section shall control.
  1. Carrier Hosting will permit you to locate certain network and computer equipment and software (the "Co-Location Equipment") in a designated area (the "Accessible Space") within our hosting facilities. Carrier Hosting shall provide or cause to be provided certain services ("Co-Location Services") as outlined in the applicable Order Form. In connection with providing the Co-Location Services, Carrier Hosting shall also perform or provide, at no additional charge to you, the following services which support the overall operation of the Accessible Space: environmental systems maintenance, power plant maintenance and janitorial services. You shall be responsible for any extraordinary maintenance, including, but not limited to, replacement of hardware or software that shall be required for the operation of Co-Location Equipment. This can also be facilited by our straff for a fee.
  2. The Accessible Space is hereby accepted by you "as is". You may use the Accessible Space only for the purposes of installing, maintaining and operating hardware and software necessary to support local access communications facilities and/or links to Carrier Hosting or to other entities located outside of the Accessible Space. This can also be facilited by our straff for a fee.
  3. You will provide, maintain, repair and/or replace the Co-Location Equipment, as needed, at your sole cost and expense. You shall setup, install, configure and generally make ready the Co-Location Equipment necessary to provide Co-Location Services. Carrier Hosting agrees that it shall cooperate fully with and assist you as reasonably requested thereby with the installation of you Equipment and the connection thereof to Carrier Hosting's network. This can also be facilited by our straff for a fee.
  4. You shall be solely responsible for the handling, processing and filling any orders by customers generated by the Co-Location Equipment, if any, and for handling your customers' inquires and/or complaints arising therefrom.
  5. During the Term, Carrier Hosting may, in its sole discretion, relocate the Co-Location Equipment and provide the Co-Location Services from a location other than the Facility. In such event, Carrier Hosting shall notify you of the new facility within ten (10) days of relocating Co-Location Equipment.
  6. If you become more than ninety (90) days past due your Co-Location equipment becomes the property of Carrier Hosting to do as it wish.
2. Term
  
  Any Co-Location Services provided hereunder shall be provided to you for the initial term set out in the applicable Order Form. Your receipt of the Co-Location Services shall be automatically renewed under the Agreement and this Addendum as provided in Section 1A of the Agreement, and may be terminated by you only as provided in Section 1B. The termination of the Co-Location Services remains subject to Sections 1B and 1C.
3. Fees And Payment
  
  Upon registration for Co-Location Services, you must choose to pay for the services either by credit card or upon your receipt of an invoice. Your payment for all charges and fees are subject to the terms and conditions of Sections 1D and 1E of the Agreement. If you become more than ninety (90) days past due your Co-Location equipment becomes the property of Carrier Hosting to do as it wish.
4. Warranties and Limitation on Liability
  
  YOU ACKNOWLEDGE THAT YOUR RECEIPT OF THE CO-LOCATION SERVICES IS SUBJECT TO THE LIMITATIONS ON WARRANTIES AND Carrier Hosting'S AND ITS SUPPLIERS LIMITATIONS ON LIABILITY AS PROVIDED IN SECTIONS 5 AND 6 OF THE AGREEMENT. YOU FURTHER ACKNOWLEDGES THAT THE INTERNET IS NEITHER OWNED NOR CONTROLLED BY ANY ONE ENTITY; AS A RESULT, Carrier Hosting AND ITS SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES OR GUARANTEES THAT THE CO-LOCATION EQUIPMENT SHALL BE ABLE TO ACCESS THE INTERNET AT ANY GIVEN TIME. Carrier Hosting REPRESENTS THAT IT SHALL MAKE EVERY GOOD FAITH EFFORT THAT THE CO-LOCATION EQUIPMENT HAS INTERNET AVAILABILITY AS TO AS MANY USERS WITH AS MINIMAL INTERRUPTIONS OF CO-LOCATION SERVICE AS POSSIBLE; NEVERTHELESS, Carrier Hosting AND ITS SUPPLIERS CANNOT AND DO NOT WARRANT THAT THERE WILL BE SATISFACTORY AND/OR UNINTERRUPTED CONNECTIONS TO THE INTERNET.
5. Risk of Loss
  
  You acknowledges that your are accepting Carrier Hosting's Co-Location Services at your own risk. Neither Carrier Hosting nor its suppliers shall bear any risk of loss or damage of the Co-Location Equipment, which shall be borne exclusively by you. Carrier Hosting shall bear the risk of loss or damage only of equipment that Carrier Hosting provides for the Co-Location Services. Neither you nor Carrier Hosting shall bear the risk of loss or damage of third party equipment used in providing the Co-Location Services.
6. Rights
  1. During the Term and provided you are not then in default of any of the material terms of the Agreement or this Addendum, including, without limitation, any payment terms:
    1. You will be allowed root access to the Co-Location Equipment on appointment only. You can have access to the Co-Location Equipment for programming purposes. You agree not to attempt or allow any of its users to attempt access to other Web servers, computers, routers, hubs or any other devices connected to any Carrier Hosting network to which you do not have an account. Further, you shall not interconnect the Co-Location Equipment with equipment or services of any entity without the prior written consent of Carrier Hosting. If any of the foregoing provisions are breached, in addition to any other remedies Carrier Hosting may have available at law, in equity or under the Agreement or this Addendum, Carrier Hosting will immediately deny root access to you without penalty to Carrier Hosting.
    2. You are entitled to physical access of the Co-Location Equipment during normal business hours when an appointmnet has been made 24 hours in advance. Each such visit shall be subject to Carrier Hosting's approval.
  2. The Co-Location Equipment, including all software not belonging to Carrier Hosting which constitutes a part thereof, is and shall remain proprietary to you. Title and all ownership and property rights in and to the Co-Location Equipment and all copyrights, trademarks, trade names, service marks and all other intellectual property rights of you and/or its suppliers are and shall remain the sole and exclusive property of you and/or its suppliers.
  3. Carrier Hosting agrees that it shall not (i) modify the Co-Location Equipment, including any software, in any way, except for the purpose of resolving any issues which may effect other systems adversely, (ii) copy, except for backup or archival purposes, any software belonging to you included in the Co-Location Equipment, (iii) sell, lend, rent, lease or otherwise transfer or dispose of the Co-Location Equipment or any portion, component or copy thereof, (iv) use the Co-Location Equipment or any portion, component or copy thereof for any purpose other than the provision of the Co-Location Services to you as contemplated in this Addendum.
7. Content
  
  Carrier Hosting will exercise no control whatsoever over, nor have any responsibility or liability whatsoever for, the content of the information passing through the Co-Location Equipment, which shall be your sole responsibility. Carrier Hosting shall make no effort to validate any information passing through the Co-Location Equipment for content, correctness, usability or for any other reason.
8. Prohibited Uses
  
  In addition to the terms and conditions set forth in Section 2A of the Agreement relating to your use of the Services, you acknowledge and agree not to use, nor permit the use of or by any person, of Co-Location Equipment or any part thereof, including any links to other web space, (i) to transmit any obscene communications with intent to annoy another person or persons or to any person under 18 years of age, (ii) in violation of any patent, trademark, service mark, or copyright law, or (iii) to transmit unsolicited advertisements of services or products, a practice also known as "spamming" or mail relay "spamming".

Carrier Hosting reserves the right to determine what constitutes improper use.

* Misuse of Resources - Customers will not be allowed to use excessive amounts of CPU, memory, bandwidth, or other resources on any Carrier Hosting's server or network. This includes, but is not limited to, employing posts or programs which consume excessive CPU time or storage space, permitting use of mail services, mail forwarding capabilities, POP accounts, or auto-responders other than for the customer's own account; or resale of access to CGI scripts installed on Carrier Hosting servers. Participating in this kind of activity may result in immediate suspension.

* Lawful Purpose - You may use,Carier Hosting’s Services only for lawful purposes. You may not transmit, store, post, display, or otherwise make available any information, software, data, file or material in violation of any applicable law or regulation. You may not use Carier Hosting’s Services to facilitate, or otherwise assist in, the violation of any law or regulation.

* Child Pornography - You may not use Carier Hosting’s Services to disseminate or display images or other content that constitutes child pornography under United States laws. Carier Hosting is required by law to notify law enforcement agencies when it becomes aware of the presence of child pornography on or being transmitted through Carier Hosting network. In such matters Carier Hosting maintains a zero tolerance policy to the enforcement of this prohibition and Carier Hosting takes an active role in cooperating with law enforcement officials in their efforts to prosecute violations of statutes that prohibit the dissemination of child pornography.

* Refusal of Service - Carier Hosting reserves the right to refuse or terminate service to anyone for any reason.

* will be treated as private and confidential and will not be disclosed to or shared with any third parties. Customers conducting online commerce transactions through their web sites are responsible for the security of all such transactions, and shall not hold Carier Hosting, its agents, or employees liable for any incidental or consequential damages arising from such transactions. Carier Hosting recommends the use of SSL and PGP (or another encryption/decryption tool), but does not provide any warranty or guarantee for these products.

* Validation of Information - The Customer is responsible for validating the integrity of the information and data it receives or transmits over the Internet from Carier Hosting Network.

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