This Agreement defines the terms and conditions
between SingaporeWebsite.net *To Be Updated* ("SingaporeWebsite.net
") and The Party whose name and particulars are stated in "Attached
Price Terms" hereto ("the Customer") for the
provision of web hosting services and related products and services
to the Customer.
1. PURPOSE OF AGREEMENT
SingaporeWebsite.net provides Internet connectivity
services (the "Bandwidth"), space in its business premises to store
and operate such Hardware ("Server") and together comprising a web
hosting package (together, the "Services"). SingaporeWebsite.net
desires to provide Services to the Customer, and the Customer
desires to receive and compensate SingaporeWebsite.net for such
Services.
2. DURATION
The term of this agreement is for the Minimum Term of 12-month and
shall automatically renew yearly thereafter unless either party
notifies the other in writing at least one (1) Month prior to the
end of the current term, of their intention not to renew this
Agreement.
3. SERVICE ORDERS
Service Orders. The provisions of Services shall be initiated by
this Agreement issued by the Customer describing the service plan
and cost. Each Agreement will contain the prices, initial terms of
Services and other information designated in the Service Order form.
The Customer shall use the then current version of the Agreement as
designated by SingaporeWebsite.net. No Agreement shall be
effective until accepted by SingaporeWebsite.net. The terms of
this Agreement shall control Services to the Customer.
i. Termination. All contract terms are based on a 12-month unless
otherwise stated in the Server Order. The Customer may terminate any
Agreement by giving SingaporeWebsite.net at least thirty (30) days
written notice prior to the end of the Contract Term when the
Customer desires Services to cease. If the Customer decided to
terminate the Server Order before the contract term, all amounts due
from the Customer remaining contract terms for the account to which
the Agreement relates must be paid in order for the Customer to
terminate an Agreement. SingaporeWebsite.net may terminate any
Agreement by giving at least sixty (60) days prior written notice of
the date of termination of Services.
ii. Downgrading. An administrative charge of
S$15 will be imposed for any downgrading request during the 12 month
contract terms.
iii. Upgrading. No administrative charge will
be imposed for any upgrading request.
iv. Maintenance. From time to time,
SingaporeWebsite.net may conduct routine tests, maintenance,
upgrade or repair on any part of the System, and
SingaporeWebsite.net shall give the Customer prior notice thereof.
The Customer acknowledges that there may be instances where it is
not practicable for SingaporeWebsite.net to give advance notice of
a disruption, for example, in the event of an emergency, and
SingaporeWebsite.net shall be entitled to disrupt the Services to
conduct restoration and remedial works without prior notice.
v. Control Rights. The Customer, and not
SingaporeWebsite.net, has the sole and exclusive control over the
Data. The Customer acknowledges and SingaporeWebsite.net agrees
that in the provision of the Services hereunder
SingaporeWebsite.net is not provided, either directly or
indirectly, with or access to the Data that would allow
SingaporeWebsite.net to exercise any control over the Data.
SingaporeWebsite.net accepts no responsibility for the Data
passing through the System.
4. SERVICE INTERRUPTIONS
SingaporeWebsite.net shall not be liable for failure or delay in
performing its obligations hereunder if such failure or delay is due
to circumstances beyond its reasonable control, including, without
limitation, acts of any governmental body, war, insurrection,
sabotage, embargo, fire, flood, strike or other labor disturbance,
interruption of or delay in transportation, unavailability of or
delay in telecommunications or third party services, failure of
third party software or inability to obtain raw materials, supplies,
or power used in or equipment needed for provision of the Services.
5. CUSTOMER CONTENT AND
RESPONSIBILITIES
The Customer is solely responsible for the content of any postings,
data or transmissions using the Services (the “Content”), or any
other use of the Services by the Customer or by any person entity
the Customer permits to access the Services (a “User”). The Customer
represents and warrants that neither it nor any User will use the
services for unlawful purposes (including, without limitation,
infringement of copyright or trademark, misappropriation of trade
secrets, wire fraud, invasion of privacy, illegal pornography,
obscenity, defamation, and illegal use, transportation or sale of
tobacco, controlled substances and firearms), or to interfere with,
or disrupt, other network users, network services, or network
equipment. Disruptions include, without limitation, distribution of
unsolicited advertising or chain letters, repeated harassment of
other network users, wrongly impersonating another user, falsifying
one’s network identity for improper or illegal purposes, sending
unsolicited mass e-mailings, propagation of computer viruses, using
the network to make unauthorized entry to any other machine
accessible location, via the network, and distributing of tools
designed for compromising security (i.e. including, but not limited
to, password guessing programs, cracking tools or network probing
tools). SingaporeWebsite.net may suspend or terminate the Services
immediately, without prior notice to the Customer, if
SingaporeWebsite.net believes, in good faith, that the Customer or
a User is utilizing the Services for any such illegal or disruptive
purpose. The Customer shall defend, indemnify, and hold harmless
SingaporeWebsite.net from and against all liabilities, judgments,
claims, damages, settlements, expenses and costs (including
reasonable attorneys’ fees and litigation expenses) arising out of
or relating to any and all claims by any person relating to use of
the Services, including, but not limited to, use of the Services
without consent of the Customer.
6. PRICING AND PAYMENT TERM
i. Payment Terms. The full amount of the Initial Fee as reflected in
the Agreement, which includes any set-up fees and charges for the
first payment term of Services, are due and payable to
SingaporeWebsite.net upon the acceptance of the Agreement.
Thereafter, the Customer will pay in advance charges for each
payment term. The recurring billing date shall be established by the
date that the server release notification is e-mailed or faxed to
the Customer and shall recur based on the Payment Term specified on
the Agreement. Accounts that pay by cheque (limited to Singapore
dollars) will be sent an invoice at least ten (10) days prior to the
recurring billing date and payment is due on or before the recurring
billing date. SingaporeWebsite.net will impose an S$25.00 charge
for any cheque that is returned for any reason by a financial
institution. SingaporeWebsite.net will also impose an additional
S$30 charge for any Oversea Telepgraphic Transfer to cover the
handling charge that is incurred by our Bank in Singapore.
SingaporeWebsite.net reserves the right to charge the Customer any
sales, use, excise, and gross receipts, or any other tax or fees now
or imposed, directly or indirectly, by any governmental authority or
agency with respect to the Services.
ii. Pricing Disputes. The Customer must notify
SingaporeWebsite.net in writing of any disputed charges within 7
days of the date of the billing for such charges. If the Customer
does not notify SingaporeWebsite.net within that time period, the
Customer has waived any right to dispute such amounts, either
directly or indirectly or as a set-off, or defense in any action or
efforts to collect amounts due to SingaporeWebsite.net.
iii. Collection. All accounts more than 15 days
past due will be charged interest from the due date of the lesser of
(i) 2% per month on the past due amount; or (ii) the highest legal
rate of interest. SingaporeWebsite.net may also suspend,
interrupt, or terminate Services on any account that is past due by
more than fifteen (15) calendar days, by disabling telnet/ftp access
and/or disabling the connection to the server. In the event of
disconnection, the Customer must pay SingaporeWebsite.net a
reconnection fee of S$50.00 as a condition of reactivation of the
Services, in addition to full payment of the balance due on the
account. Reactivation of services will only be performed during
SingaporeWebsite.net regular business hours (Monday through
Friday, 9:00 a.m. – 6:00 p.m. Singapore Time).
SingaporeWebsite.net may send all accounts that have not been paid
in full to a collection agency. The Customer is responsible for
paying all costs of collection, including, but not limited to,
reasonable attorney’s fee and, where lawful, collection agency fees.
All accounting issues should be addressed to SingaporeWebsite.net
at enquiry@ SingaporeWebsite.net
iv. Price Increases. SingaporeWebsite.net
offers a price-freeze guarantee to its Customer.
SingaporeWebsite.net will not increase the cost of services for
the Customer as indicated on the Agreement as long as The Customer’s
account is with SingaporeWebsite.net and provided the Customer’s
account does not become delinquent.
7. MAINTENANCE AND SUPPORT
i. Ordering Maintenance and Support Services. SingaporeWebsite.net
shall provide the Customer with maintenance and support services for
the Hardware or Software, if such services are specified in the
Agreement.
ii. Exclusions. Maintenance and support
services shall not include services for problems arising out of (a)
tampering, modification, alteration, or addition to the Hardware or
Software, which is undertaken by persons other than
SingaporeWebsite.net or its authorized representatives; or (b)
programs or hardware supplied by the Customer.
iii. The Customer’s Duties. The Customer shall
appoint at least 1 representative that all account information is
sending to. This is to prevent any attempts of password-thief or any
hacker attack against the Customer.
iv. Passwords. Each SingaporeWebsite.net
Customer is responsible for his or her passwords. Generally, secure
passwords are between 6 and 8 characters long, contain letters of
mixed case and non-letter characters, and cannot be found in whole
or part, in normal or reverse order, in any dictionary of words or
names in any language. The Customer is responsible for changing his
or her password regularly.
8. TERM AND TERMINATION
i. Term. The term of this Agreement shall commence on the Effective
Date and continue until terminated in accordance with this
Agreement. The term of an Agreement shall be as indicated therein.
The term of an Agreement shall automatically renew unless either
party provides the other with written notice of termination at least
thirty (30) days prior to the renewal date as established by the
Contract Term reflected in the Agreement.
ii. Termination Upon Default.
SingaporeWebsite.net may immediately terminate this Agreement and
any or all Agreement s, within its sole discretion, if the Customer
fails to pay (and SingaporeWebsite.net has not actually received)
any amounts due within fourteen (14) days after the due date. For
other breaches of this Agreement, either party may terminate this
Agreement, and Agreement, as applicable, if the breaching party
fails to correct the default within fourteen (14) days after the
written notice.
iii. Effect of Termination. Notwithstanding
termination of this Agreement and Agreement, SingaporeWebsite.net
shall be entitled to full contract payment of all amounts that may
be due to it from the Customer. In the event of any dispute over the
account, SingaporeWebsite.net reserves the rights to terminate the
account at its own discretion without any advance notice to the
customer.
9. CONFIDENTIAL INFORMATION
Confidential Information shall mean all information identified by a
party (“Disclosing Party”) to the other party (“Receiving Party),
which, if in writing labeled as confidential, or if disclosed
orally, is reduced to writing within fifteen (15) days, and labeled
as confidential. Confidential Information shall remain the sole
property of the Disclosing Party. Except for the specific rights
granted by this Agreement, the Receiving Party shall not use any
Confidential Information of Disclosing Party for its own benefit or
for the benefit of others. Receiving Party shall not disclose
Confidential Information to any third party without written consent
of Disclosing Party (except to consultants who are bound by a
written agreement with Receiving Party to maintain confidentiality).
Confidential Information shall exclude information (i) available to
the public other than by a breach of this Agreement; (ii) rightfully
received from a third party not in breach of an obligation of
confidentiality; (iii) independently developed by Receiving Party
without access to Confidential Information; (iv) known to Receiving
Party at the time of disclosure; or (v) produced in compliance with
a court order. Receiving Party shall give reasonable notice to
Disclosing Party that Confidential Information is being sought by a
third person, so as to afford the opportunity to limit or prevent
such disclosure. Receiving Party agrees to cease using all
Confidential Information, and to promptly return such Confidential
Information to Disclosing Party upon request. Notwithstanding the
foregoing, the Customer consents to SingaporeWebsite.net
disclosure of account information to credit reporting agencies,
credit bureaus, private credit reporting associations, or to other
providers of communications services.
10. LIMITATION OF LIABILITY
SingaporeWebsite.net liability (including, for purposed of this
paragraph only, and of its employees, agents, or representatives),
to the Customer (either directly or as a third party defendant in
any action or proceeding) for any claim arising out of or relating
to this Agreement or Agreement or the provision of any Services
under Agreement (including, without limitation, maintenance and
support) shall be limited to the amount of fees paid by the Customer
to SingaporeWebsite.net under this Agreement within one year
preceding the date the Customer contends its claim arose. In no
event shall SingaporeWebsite.net be liable for any loss of data,
loss of profits, cost of cover, or any other special, incidental,
consequential, indirect or punitive damages, however caused and
regardless of theory of liability. This limitation will apply even
if SingaporeWebsite.net has been advised of, or is aware of, the
possibility of such damages.
11. DISCLAIMER OF WARRANTIES
SingaporeWebsite.net specifically disclaims all implies
warranties, including but not limited to, the implied warranties of
merchantability and fitness for a particular purpose. Except as
otherwise provided in this Agreement, any written materials by
SingaporeWebsite.net, or information on SingaporeWebsite.net
company web site, shall be for informational purposes only and,
whether delivered or disseminated before or after the date of this
Agreement, shall not create any express or implied warranties,
guaranty of performance, or contractual obligations.
12. MISCELLANEOUS
i. Independent Contractor. The relationship of
SingaporeWebsite.net and the Customer under this Agreement is that
of independent contractors and not partners, joint ventures, or
co-owners as participants.
ii. Notices. Any notice hereunder shall be in
writing and shall be given by registered or express mail, or
reliable courier addressed to the addresses in this Agreement, or by
facsimile. Notice shall be deemed to be given upon the earlier of
actual receipt or three (3) days after it has been sent, properly
addressed and with postage prepaid. Either party may change its
address for notice by means of notice to the other party given in
accordance with this Section.
iii. Assignment. The Customer may not assign
this Agreement, in whole or in part, either voluntarily or by
operation of law, and any attempt to do so shall be void and a
default of this Agreement.
iv. Advertising. SingaporeWebsite.net may
include the Customer’s name and contact information in directories
of SingaporeWebsite.net service subscribers for the purpose of
promoting the use of the Services by the Customer s generally.
SingaporeWebsite.net will not use the Customer’s name or other
identifying information in any other advertising or promotional
materials, without the prior written consent of the Customer, which
may not be unreasonably withheld.
v. Indemnification. The Customer shall defend,
indemnify, and hold harmless SingaporeWebsite.net from and against
all liabilities, judgments, claims, damages, settlements, expenses
and costs (including reasonable attorneys’ fees and litigation
expenses) arising out of or relating to any breach of this Agreement
or Agreement by the Customer. The Customer and
SingaporeWebsite.net promptly notify each other upon receipt of
any third party claim or legal action arising out of or relating to
this Agreement or Agreement.
vi. Entire Agreement and Waiver. This Agreement
and the Agreement constitute the entire agreement between
SingaporeWebsite.net and the Customer with respect to the subject
matter hereof. All prior agreements, representations, and statements
with respect to such subject matter are superseded. Any failure of
either party to exercise or enforce its rights under this Agreement
or Agreement shall not act as a waiver of subsequent breaches.
Non-Solicitation. During the term of this Agreement and for a period
of one (1) year thereafter, the Customer shall not solicit or hire
the services of any employee or subcontractor of
SingaporeWebsite.net without the prior written consent of
SingaporeWebsite.net.
vii. Release of Information.
SingaporeWebsite.net reserves the right to release the contact
information of the Customer s involved in violations of system
security to system administrators at other sites, in order to assist
them in resolving security incidents. SingaporeWebsite.net will
also fully cooperate with law enforcement authorities in
investigating suspected lawbreakers.