Terms of Service

Terms of Service

Last Updated: March 16, 2021

This Terms of Service Agreement (hereinafter the “Agreement”) is an agreement between Cloudixie.com (“Company”, “we”, “us” or “our”) and You (“User” or “you” or “your”). This Agreement sets forth the general terms and conditions of your use of the products and services made available by Cloudixie.com and of the Cloudixie.com website (collectively, the “Services”). By using the Services, you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorized to use or access the Services.

Additional Policies and Agreements

Use of the Services is also governed by the following policies, which are incorporated by reference. By using the Services, you also agree to thedrsx5f4ce terms of the following policies.

Additional terms may also apply to certain Services and are incorporated by reference herein as applicable. For example, if you register a domain name with us, then the Domain Registration Agreement will also apply to you and would be incorporated herein.

Account Eligibility

By registering for or using the Services, you represent and warrant that:

You are eighteen (18) years of age or older. The Services are intended solely for Users who are eighteen (18) years of age or older. Any registration, use of, or access to the Services by anyone under the age of eighteen (18) is unauthorized and is a violation of this Agreement.

Third Party Use: If you allow any other third-party or entity to utilize our Services on your behalf under the terms of this Agreement (whether an independent contractor or employee) any such third-party or entity is bound by the terms of this Agreement. Any such violations of this Agreement by any third party or entity acting on your behalf will be attributed to you.

It is your responsibility to provide accurate, current, and complete information on the registration forms, including any additional email addresses other than the one under which you are registering. We will use the primary email address that we have on file to contact you for any reason. It is your responsibility to ensure that the contact information for your account, including any domain accounts, is accurate, complete, and updated at all times. Cloudixie.com is not responsible for any lapse in Services, including without limitation, any lapsed domain registrations due to outdated contact information being associated with the domain. If you need to verify or change your contact information, please contact our sales team via email or update your contact information through the Cloudixie.com Billing and Support System. Providing false, inaccurate, or outdated contact information of any kind may result in the termination of your account. In certain cases, you may be required to provide government-issued identification and possibly a scan of the credit card used for verification purposes. Failure to provide the information requested may result in your order being denied.

You agree to be fully responsible for all use of your account and for any actions that take place through your account. It is your responsibility to maintain the confidentiality of your password and other information related to the security of your account. We reserve the right to deny any Services based upon insufficient information.

Transfers

Our Migrations Team will make every effort to assist you in transferring your website content to our Services. Migrations are provided as a courtesy service for up to 10 cPanel accounts. Additional migrations are available at our standard hourly admin rate. We must be able to obtain a FULL cPanel backup from your current host and the compressed account size shall not exceed 1 GB.

The free migration service is available for thirty (30) days from the date you sign the Agreement. Transfers outside of the thirty (30) day period will incur a charge; please contact our Migrations department to receive a price quote.

Warnings: In no event shall Cloudixie.com be held liable for any lost or missing data or files resulting from a transfer to or from Cloudixie.com. You are solely responsible for backing up your data in all circumstances prior to any transfer. We do not make any guarantees regarding the availability, possibility, or time required to complete an account transfer. Each hosting company is configured differently, and some hosting platforms save data in an incompatible or proprietary format, which may make it extremely difficult, if not impossible, to migrate some or all account data. In some cases, we may not be able to assist you in a transfer of data from an old host and will inform You. You acknowledge and accept this condition.

Cloudixie.com Content

Except for User Content (as defined below), all content available through the Services, including designs, text, graphics, images, video, information, software, audio, and other files, and their selection and arrangement, and all software used to provide the Services, are the proprietary property of Cloudixie.com or Cloudixie.com’s licensors. Cloudixie.com Content may not be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, sold, or exploited for any purpose in any form or by any means, in whole or in part, other than as expressly permitted in this Agreement. You may not, directly or indirectly, reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from any Cloudixie.com Content. Any use of Cloudixie.com Content, other than as specifically authorized herein, is prohibited and will automatically terminate your rights to use the Services and any Cloudixie.com Content. All rights to use Cloudixie.com Content that are not expressly granted in this Agreement are reserved by Cloudixie.com and Cloudixie.com’s licensors.

User Content

You may be able to upload, store, publish, display and distribute information, text, photos, videos, and other content (collectively referred to as “User Content”) on or through the Services. 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 distributing User Content on or through the Services, you represent and warrant to Cloudixie.com that (i) You have all the necessary rights to post or distribute such User Content, and (ii) Your posting or distribution of such User Content does not infringe or violate the rights of any Third-Party.

You may not use your home directory as a location to place backups, including cPanel/WHM/Third Party applications. All websites are automatically backed up nightly in third-party locations. Cloudixie.com reserves the right to remove any files that violate this policy under our sole discretion. Users that violate this policy are subject to immediate suspension and/or termination of our Services.

Licensing: You hereby grant to Cloudixie.com non-exclusive, royalty-free, worldwide right and license to (i) use, reproduce, publicly perform, publicly display, modify, translate, extract (in whole or in part), publish and distribute User Content; and (ii) make archival or back-up copies of User Content and User Websites. Except for the rights expressly granted herein, Cloudixie.com does not acquire any right, title, or interest in or to the User Content, all of which shall remain solely with you.

Disclaimer: Cloudixie.com exercises no control over and accepts no responsibility for, User Content or the content of any information passing through Cloudixie.com’s computers, network hubs and points of presence or the Internet. Cloudixie.com does not monitor User Content. However, You acknowledge and agree that Cloudixie.com may, but is not obligated to, immediately take any corrective action in Cloudixie.com’s sole discretion, including without limitation, removal of all or a portion of the User Content or User Websites, and suspend or terminate any and all Services without refund if You violate the terms of this Agreement. You hereby agree that Cloudixie.com shall have no liability due to any corrective action that Cloudixie.com may take in relation to any such violations of this Agreement.

Third Party Products and Services

Third Party Providers

Cloudixie.com may offer certain third-party products and services. Such products and services may be subject to the terms and conditions of the third-party provider. Discounts, promotions, and special third-party offers may be subject to additional restrictions and limitations by the third-party provider. You should confirm the terms of any purchase and the use of goods or services with the specific third-party provider with whom you are dealing.

Cloudixie.com does not make any representations or warranties regarding, and is not liable for, the quality, availability, or timeliness of goods or services provided by a third-party provider. You undertake all transactions with these third-party providers at your own risk. We do not warrant the accuracy or completeness of any information regarding third-party providers. Cloudixie.com is not an agent, representative, trustee, or fiduciary of either You or any third-party provider in any transaction

Third Party Websites

The Services may contain links to other websites that are not owned or controlled by Cloudixie.com (“Third-Party Sites”), as well as articles, photographs, text, graphics, pictures, designs, sound, video, information, and other content or items belonging to or originating from third parties (“Third-Party Content”). We are not responsible for any Third-Party Sites or Third-Party Content accessed through the Services. Third-Party Sites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us. If you decide to access Third-Party Sites or to access or use any Third-Party Content, You do so at your own risk. Be aware that our terms and policies are not applicable to Third-Party Sites or Third-Party Content. You should review the applicable third party’s terms and policies, including privacy and data gathering practices of any website to which you navigate.

Prohibited Persons (Countries, Entities, And Individuals).

The U.S. Department of the Treasury, through the Office of Foreign Assets Control (“OFAC”), prohibits U.S. companies from engaging in all or certain commercial activities with certain “Sanctioned Countries” (each a “Sanctioned Country”) and certain individuals, organizations or entities, including without limitation, certain “Specially Designated Nationals” (“SDN”) listed by OFAC. If you are located in a Sanctioned Country or are listed as an SDN, you are prohibited from registering or signing up with, subscribing to, or using the Services. Unless otherwise provided with explicit permission, Cloudixie also does not register and prohibits the use of any of our Services in connection with any Country-Code Top Level Domain Name (“CCTLD”) for any Sanctioned Country.

Account Security and Cloudixie.com Systems

It is your responsibility to ensure that scripts/programs installed under your account are secure and permissions of directories are set properly, regardless of the installation method. When at all possible, set permissions on most directories to 755 or as restrictive as possible. Users are ultimately responsible for all actions taken under their account. This includes the compromise of credentials such as username and password. You are required to use a secure password. If a weak password is used, your account may be suspended until you agree to use a more secure password. Audits may be done to prevent weak passwords from being used. If an audit is performed, and your password is found to be weak, we will notify you and allow time for you to change or update your password before suspending your account.

The Services, including all related equipment, networks, and network devices, are provided only for authorized customer use. Cloudixie.com may, but is not obligated to, monitor our systems, including without limitation, to ensure that use is authorized, to facilitate protection against unauthorized access, and to verify security procedures, survivability, and operational security. During monitoring, information may be examined, recorded, copied, and used for authorized purposes. By using the Services, you consent to monitoring for these purposes.

Any account found connecting to a third-party network or system without authorization from the third-party is subject to suspension. Access to networks or systems outside of your direct control requires the express written consent of the third-party. Cloudixie.com may, at our discretion, request documentation to prove that your access to a third-party network or system is authorized. Any account that is found to be compromised may be disabled and/or terminated. If you do not clean up your account after being notified by Cloudixie.com of an ongoing issue, we reserve the right to keep your account disabled. Upon your request, Cloudixie.com may clean-up your account for an additional fee.

Cloudixie.com reserves the right to migrate your account from one data center to another in order to comply with applicable data center policies, local law or for technical or other reasons without notice.

HIPAA Disclaimer. We are not “HIPAA compliant.”

We specifically disclaim any representation or warranty that the Services, as offered, comply with the federal Health Insurance Portability and Accountability Act (“HIPAA”). Customers requiring secure storage of “protected health information” as defined under HIPAA are expressly prohibited from using the Services for such purposes. Storing and permitting access to “protected health information” is a material violation of this Agreement, and grounds for immediate account termination. We do not sign “Business Associate Agreements” and you agree that Cloudixie.com is not a Business Associate or subcontractor or agent of yours pursuant to HIPAA. You are solely responsible for any applicable compliance with federal or state laws governing the privacy and security of personal data, including medical or other sensitive data. You acknowledge that the Services may not be appropriate for the storage or control of access to sensitive data, such as information about children or medical or health information. Cloudixie.com does not control or monitor the information or data you store with or transmit through, the Services. If you have questions about the security of your data, you should contact secure@cloudixie.com.

Compatibility with the Services

You agree to cooperate fully with Cloudixie.com in connection with Cloudixie.com’s provision of the Services. It is solely your responsibility to provide any equipment or software that may be necessary for your use of the Services. To the extent that the performance of any of our obligations under this Agreement may depend upon your performance of your obligations, Cloudixie.com is not responsible for any delays due to your failure to timely perform your obligations.

You are solely responsible for ensuring that all User Content and User Websites are compatible with the hardware and software used by Cloudixie.com to provide the Services, which may be changed by Cloudixie.com from time to time in our sole discretion.

You are solely responsible for backing-up all User Content, including but not limited to, any User Websites. Cloudixie.com does not warrant that we back-up any User Content, and you agree to accept the risk of loss of any and all User Content.

Billing and Payment Information

Multiple Accounts

Users may not utilize multiple accounts to abuse “new customer” discounts. Users in violation of this policy will have both accounts suspended until all outstanding invoices are satisfied. Users that abuse our discount system are subject to termination without a refund.

Prepayment

It is your responsibility to ensure that your payment information is up to date and that all invoices are paid on time. You agree to pay for the Services in advance of the time period during which such Services are provided. Subject to applicable laws, rules, and regulations, payments received will be first applied to the oldest outstanding invoice in your billing account.

Auto Renewal

Unless otherwise provided, you agree that unless and until you notify Cloudixie.com of your desire to cancel the Services, you will be billed on an automatically recurring basis to prevent any disruption to your Services, using your credit card or other billing information on file with us. To cancel our Services, you must provide notice no later than 30 days prior to the next billing cycle to avoid being billed after cancellation.

Taxes

Listed fees for the Services do not include any applicable sales, use, revenue, excise or other taxes imposed by any taxing authority. Any applicable taxes will be added to Cloudixie.com’s invoice as a separate charge to be paid by you. All fees are non-refundable when paid unless otherwise stated.

Late Payment

All invoices must be paid within seven (7) days of the invoice due date. Any invoice that is outstanding for more than seven (14) days may result in the suspension or termination of Services. Access to the account will not be restored until payment has been received. If you fail to pay the fees as specified herein, Cloudixie.com may suspend or terminate your account and pursue the collection costs incurred by Cloudixie.com, including without limitation, any arbitration and legal fees, and reasonable attorneys’ fees. Cloudixie.com will not activate new orders or activate new packages for customers who have an outstanding balance on their account.

Domain Payments

It is solely your responsibility to notify Cloudixie.com’s Billing department via a support ticket after purchasing a domain. Domain renewal notices are provided as a courtesy reminder and Cloudixie.com is not responsible for a failure to renew a domain or a failure to notify a customer about a domain’s renewal. Domain renewals are billed and renewed thirty (30) days before the renew date.

Fraud

It is a violation of this Agreement for you to misuse or fraudulently use credit cards, charge cards, electronic funds transfers, electronic checks, or any other payment method. Cloudixie.com may report any such misuse or fraudulent use, as determined in Cloudixie.com’s sole discretion, to governmental and law enforcement authorities, credit reporting services, financial institutions and/or credit card companies.

Invoice Disputes

You have ninety (90) days to dispute any charge or payment processed by Cloudixie.com. If you have any questions concerning a charge on your account, contact our billing department directly for assistance.

Money-back Guarantee

Cloudixie.com offers a thirty (30) day money-back guarantee for Cloudixie.com’s hosting services only. Subject to the terms described in Section 13 below, if you are not completely satisfied with these hosting services and you terminate your account within thirty (30) days of signing up for the Services, your initial payment will be refunded to you. This money-back guarantee only applies to fees paid for hosting services and does not apply to administrative fees, installation fees for custom software or other setup fees, or to any fees for any other additional services.

Cancellations and Refunds

Payment Method

No refunds will be provided if you use any of the following methods of payment: bank wire transfers, Western Union payments, checks, and money orders. If you use any of these payment methods, any applicable credit will be posted to your hosting account instead of a refund.

Money-Back Guarantee

If an account with a thirty (30) day money-back guarantee is purchased and then canceled within the first thirty (30) days of the beginning of the term (the “Money-Back Guarantee Period”), you will receive a full refund of all basic hosting fees previously paid by you to Cloudixie.com for the initial term (“Money-Back Guarantee Refund”). To receive this Money-Back Guarantee, you must provide a written request to the Cloudixie.com Support Team (the “Refund Request”) within thirty (30) days of such termination or cancellation (“Notice Period”). The Money-Back Guarantee Refund shall be due to you provided that you comply with all terms and conditions of this Agreement and have not violated any provision herein. Refunds will only be issued for basic hosting services and will not include administrative fees, installation fees for custom software, or other setup fees, nor will they include any fees for any other additional services. Money-Back Guarantee Refunds will not accrue, and shall not be paid under any circumstances if you do not provide the applicable written Refund Request within the Notice Period.

Cancellations for shared accounts will be effective on the account’s renewal date.

Refund Eligibility

Only first-time accounts are eligible for a refund. For example, if you’ve had an account with us before, canceled and signed up again, or if you have opened a second account with us, you will not be eligible for a refund. Violations of this Agreement will waive your rights under the refund policy.

Non-Refundable Products and Services

There are no refunds on domain names. Please note that domain refunds will only be considered if the domain was ordered in conjunction with a hosting package and will be issued at Cloudixie.com’s sole discretion. Any refunds issued for domain names will be reduced by the market value of the GTLD. Purchases of CCTLDs are non-refundable.

Cancellation Process

You may terminate or cancel the Services by giving Cloudixie.com 30 days written notice. In such event: (i) You shall be obligated to pay all fees and charges accrued prior to the effectiveness of such cancellation, and (ii) Cloudixie.com may, in our sole discretion, refund all pre-paid fees for basic hosting services for the full months remaining after the effectiveness of such cancellation (i.e., no partial monthly fees shall be refunded), less any setup fees, applicable taxes and any discount applied for prepayment, provided that you are not in breach of this Agreement.

We require all cancellations to be done through the online form in order to (a) confirm your identity, (b) confirm in writing that you are prepared for all of your files and emails to be removed, and (c) document the request. This process aims to reduce the likelihood of mistakes, fraudulent/malicious requests, and to ensure that you are aware that your files, emails, and account may be removed immediately and permanently after a cancellation request is processed.

Once we receive your written cancellation request and have confirmed all necessary information with you via email, we will inform you in the same format that your account has been canceled. Your cancellation confirmation will contain a ticket/tracking number in the subject line for your reference and for verification purposes. You should immediately receive an automatic email with a tracking number stating that “Your request has been received.” Cloudixie.com will confirm your request and process your cancellation shortly thereafter. If you do not hear back from us or do not receive the automatic confirmation email within a few minutes after submitting your cancellation form, please contact us immediately.

Domains

Domain renewals are billed and renewed thirty (30) days before the renewal date. It is your responsibility to notify Cloudixie.com’s Billing department via a support ticket to cancel any domain registration at least thirty (30) days prior to the renewal date. No refunds will be given once a domain is renewed. All domain registrations and renewals are final.

Foreign Currencies

Exchange rate fluctuations for international payments are constant and unavoidable. All refunds are processed in U.S. dollars and will reflect the exchange rate in effect on the date of the refund. All refunds are subject to this fluctuation and Cloudixie.com is not responsible for any change in exchange rates between the time of payment and the time of refund.

Termination

Cloudixie.com may terminate your access to the Services, in whole or in part, without notice for the following reasons: (i) You fail to pay any fees due; (ii) You violate this Agreement; (iii) Your conduct may harm Cloudixie.com or others or cause Cloudixie.com or others to incur liability, as determined by Cloudixie.com in our sole discretion; or (iv) as otherwise specified in this Agreement. In such an event, Cloudixie.com shall not refund to you any fees paid in advance of such termination, and you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such termination. Additionally, Cloudixie.com may charge you for all fees due for the Services for the remaining portion of the then current term.

UPON TERMINATION OF THE SERVICES FOR ANY REASON, USER CONTENT, USER WEBSITES, AND OTHER DATA WILL BE DELETED.

CPU, Bandwidth and Disk Usage

Permitted CPU and Disk Usage

All use of hosting space provided by Cloudixie.com is subject to the terms of this Agreement and the Acceptable Use Policy. Shared hosting space may only be used for web files, active email, and content of User Websites. Shared hosting space may not be used for storage (whether of media, emails, or other data), including offsite storage of electronic files, email or FTP hosts. Cloudixie.com expressly reserves the right to review every shared account for excessive usage of CPU, disk space, and other resources that may be caused by a violation of this Agreement or the Acceptable Use Policy. Cloudixie.com may, in our sole discretion, terminate access to the Services, apply additional fees, or remove or delete User Content for those accounts that are found to be in violation of Cloudixie.com’s terms and conditions.

Bandwidth Usage

Shared servers are not limited in their bandwidth allowance.

Uptime Guarantee

If your shared server has a physical downtime that falls short of the 99.9% uptime guarantee, you may receive one (1) month of credit on your account. This uptime guarantee does not apply to planned maintenance. Approval of any credit is at the sole discretion of Cloudixie.com and may be dependent upon the justification provided. Third-party monitoring service reports may not be used for justification due to a variety of factors, including but not limited to, the monitor’s network capacity/transit availability. The uptime of the server is defined as the reported uptime from the operating system and the Web Server which may differ from the uptime reported by other individual services. To request a credit, please create a support ticket to our Billing department with justification.

Price Change

Cloudixie.com reserves the right to change prices, the monthly payment amount, or any other charges at any time. We will provide you with at least thirty (30) days’ notice of any price change. It is your sole responsibility to periodically review billing information provided by Cloudixie.com through the user billing tool or through other methods of communication, including notices sent or posted by Cloudixie.com.

Coupons

Discounts and coupon codes may not be used towards the purchase of a domain registration unless otherwise specified. If you have previously signed up using a particular domain, you may not sign up again for that domain using another coupon at a later date. Any account found in violation of these policies will be reviewed by our Sales department and the appropriate charges will be added to the account. Coupon abuse will not be tolerated and may result in the suspension or termination of your account. All coupons and discounts are only valid towards the initial purchase and do not affect the renewal or recurring price.

Limitation of Liability

IN NO EVENT WILL CLOUDIXIE OR ANYONE AFFILIATED WITH CLOUDIXIE, INCLUDING DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE SERVICES, OR ANY USER CONTENT, USER WEBSITES OR OTHER MATERIALS ACCESSED OR DOWNLOADED THROUGH THE SERVICES, INCLUDING BUT NOT LIMITED TO, ANY LOST PROFITS OR LOST DATA. THIS APPLIES EVEN IF CLOUDIXIE IS AWARE OF OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

NOTWITHSTANDING ANY PROVISION TO THE CONTRARY CONTAINED HEREIN, CLOUDIXIE’S LIABILITY TO YOU, OR ANY THIRD-PARTY CLAIMING THROUGH YOU, FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO CLOUDIXIE FOR THE SERVICES IN THE THREE (3) MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.

Indemnification

You agree to indemnify, defend and hold harmless Cloudixie.com, our affiliates, and their respective officers, directors, employees, and agents (each an “Indemnified Party” and, collectively, the “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 attorney’s 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 breach or violation by you of this Agreement; or (iii) Any acts or omissions by you. The terms of this section shall survive any termination of this Agreement.

Arbitration

By using the Services, you hereby submit to the exclusive jurisdiction of the American Arbitration Association (“AAA”) in connection with any dispute relating to, concerning, or arising out of this Agreement. The arbitration will be conducted before a single arbitrator chosen by Cloudixie.com and will be held at the AAA location chosen by Cloudixie.com in Illinois. Payment of all filing, administrative and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this paragraph. In the event you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Cloudixie.com will pay as much of your filing, administrative, and arbitrator fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. The arbitration before the AAA shall proceed solely on an individual basis without the right for any claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others.

The Federal Arbitration Act, and not any state arbitration law, governs all arbitrations under this paragraph. All decisions rendered by the arbitrator will be binding and final. The arbitrator’s award is final and binding on all parties. The arbitrator’s authority to resolve and make written awards is limited to claims between you and Cloudixie.com alone. Claims may not be joined or consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. If you initiate litigation or any other proceeding against Cloudixie.com in violation of this paragraph, you agree to pay Cloudixie.com’s reasonable costs and attorneys’ fees incurred in connection with our enforcement of this paragraph.

Independent Contractor

Cloudixie.com and User are independent contractors and nothing contained in this Agreement places Cloudixie.com and User in the relationship of principal and agent, partners or joint venturers. Neither party has, expressly or by implication, or may represent itself as having, any authority to make contracts or enter into any agreements in the name of the other party, or to obligate or bind the other party in any manner whatsoever.

Governing Law; Jurisdiction

Any controversy or claim arising out of or relating to this Agreement, the formation of this Agreement, or any breach of this Agreement, including any claim based upon an alleged tort, shall be governed by the substantive laws of the State of Illinois. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

Disclaimer

Cloudixie.com shall not be responsible for any damages your business may suffer. Cloudixie.com makes no warranties of any kind, expressed or implied, for the Services under this Agreement. Cloudixie.com disclaims any warranty of merchantability or fitness for a particular purpose, including loss of data resulting from delays, delivery failures, wrong deliveries, and any and all service interruptions caused by Cloudixie.com or our employees.

Backups and Data Loss

Your use of the Services is at your sole risk. Cloudixie.com’s backup service runs once a night and overwrites any of our previous backups. Only one night of backups are kept at a time. This service is provided only to shared accounts as a courtesy and may be modified or terminated at any time at Cloudixie.com’s sole discretion. Accounts larger than 20GB or 100,000 inodes WILL NOT be included in nightly backups. Cloudixie.com is not responsible for files and/or data residing on your account. You agree to take full responsibility for all files and data transferred and to maintain all appropriate backup of files and data stored on Cloudixie.com’s servers.

Limited Warranty

THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE BASIS.” EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION, CLOUDIXIE AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, FOR THE SERVICES PROVIDED HEREUNDER. CLOUDIXIE AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES (I) THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE; (II) AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES; OR (III) AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED THROUGH THE SERVICES. CLOUDIXIE AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS ARE NOT LIABLE, AND EXPRESSLY DISCLAIM ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM USERS OR STORED BY USERS ON OR THROUGH THE SERVICES. THE TERMS OF THIS SECTION SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.

Disclosure to Law Enforcement

Cloudixie.com may disclose User information to law enforcement agencies without further consent or notification to the User upon lawful request from such agencies. We cooperate fully with law enforcement agencies.

Entire Agreement

This Agreement, including documents incorporated herein by reference, supersedes all prior discussions, negotiations, and agreements between the parties with respect to the subject matter hereof, and this Agreement constitutes the sole and entire agreement between the parties with respect to the matters covered herein.

Headings

The headings herein are for convenience only and are not part of this Agreement.

Changes to the Agreement or the Services

Cloudixie.com may modify, add, or delete portions of this Agreement at any time. If we have made significant changes to this Agreement, we will post a notice on the Cloudixie.com website for at least thirty (30) days after the changes are posted and will indicate at the top of this Agreement the date of the last revision. Any revisions to this Agreement will become effective when posted unless otherwise provided. You agree to any modification to this Agreement by continuing to use the Services after the effective date of any such modification.

Cloudixie.com reserves the right to modify, change, or discontinue any aspect of the Services at any time.

Severability

If any provision or portion of any provision of this Agreement is found to be illegal, invalid, or unenforceable by a court of competent jurisdiction, the remaining provisions or portions (unless otherwise specified) thereof shall remain in full force and effect.

Waiver

No failure or delay by you or Cloudixie.com to exercise any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other or further exercise of any right or remedy. No express waiver of, or assent to, any breach of or default in any term or condition of this Agreement by any party hereto shall constitute a waiver of, or an assent to, any succeeding breach of or default in the same or any other term or condition hereof.

Assignment; Successors

You may not assign or transfer this Agreement or any of your rights or obligations hereunder, without the prior written consent of Cloudixie.com. Any attempted assignment in violation of this Agreement shall be null and void and of no force or effect whatsoever. Cloudixie.com may assign our rights and obligations under this Agreement, and may engage subcontractors or agents in performing our duties and exercising our rights hereunder, without the consent of the User. This Agreement shall be binding upon and shall insure the benefit of the parties hereto and their respective successors and permitted assignees.

Force Majeure

Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party’s reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third-party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.

Third-Party Beneficiaries

Except as otherwise expressly provided in this Agreement, nothing in this Agreement is intended, nor shall anything herein be construed to confer any rights in any person other than the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, user acknowledges and agrees that any supplier of a third-party product or service that is identified as a third-party beneficiary in the service description, is an intended third-party beneficiary of the provisions set forth in this Agreement as they relate specifically to its products or services and shall have the right to enforce directly the terms and conditions of this Agreement with respect to its products or services against user as if it were a party to this Agreement.

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