This Web Hosting Services Agreement ("Agreement")
is a valid legal agreement between Wolfpaw Hosting LLC, a New Jersey
Limited Liability Company ("Wolfpaw") and you, the individual or single
entity ordering Wolfpaw’s web hosting services and other services
("Services") either via an on-line order form or via Wolfpaw’s customer
service call center ("Sign-up Process"). This Agreement governs your
purchase and use of Wolfpaw’s Services ordered by you during the Sign-up
Process.
You must complete the acceptance process before Wolfpaw will activate
the Services. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE COMPLETING
THE ACCEPTANCE PROCESS. By selecting the "ACCEPT" button below or
indicating your agreement, you agree to be bound by the terms and
conditions of this Agreement ("Terms of Service"). If you do not agree
to be bound by these Terms of Service, you should select the "DECLINE"
button below or not proceed. Wolfpaw reserves the right to reject
this Agreement for any reason prior to acceptance. Activation of the
Services will indicate Wolfpaw’s acceptance of this Agreement.
Wolfpaw may amend or otherwise modify this Agreement at any time and
from time to time without notice to you. You will be bound by the
amended Agreement upon your continued use of the Services after the
revised Agreement is posted at this web site. You may identify whether
Wolfpaw has revised this Agreement by the Effective Date in Section
9.9 below.
1. Services
Wolfpaw offers a number of standard and customized shared and dedicated
web hosting plans and other services as published on the Wolfpaw website.
You may also purchase optional add-ons. Subject to these Terms of
Service and during the term of this Agreement, Wolfpaw agrees to provide
to you the Services you select during the Sign-up Process. Wolfpaw
reserves the right to amend its Services offerings and to add, delete,
suspend or modify the terms and conditions of the Services, at any
time and from time to time, and to determine whether and when any
such changes apply to both existing and future customers.
2. Fees and Payment Terms
2.1 Wolfpaw may charge set up fees, recurring service fees, and other
one-time fees for optional services and, if requested by you, fees
for domain name registration services (collectively "Service Fees").
Unless otherwise specified in any written offer or promotion, the
Service Fees published on the Wolfpaw website for the particular brand
of Service you ordered are applicable to all transactions between
you and Wolfpaw. Wolfpaw may amend the Services and/or the Service
Fees associated with any of the Services at any time and from time
to time without notice to you.
2.2 All Service Fees are due according to the schedule published on
the Wolfpaw website for the particular brand of Services you ordered
or, if not published, on the first day of the billing cycle. All Service
Fees and other monetary payments must be made in U.S. Dollars. If
you are not billed by invoice, you authorize Wolfpaw to charge the
credit card, debit card or bank account (whether via ACH service or
otherwise) (your "Payment Process") that you provide to Wolfpaw for
payment of the Service Fees for Services you order before Wolfpaw
activates the Services. You further authorize Wolfpaw to charge you
according to your Payment Process for the amount of all subsequent
periodic Service Fees (at Wolfpaw’s then-current rates) prior to the
commencement of any renewal period for such Services as described
in Section 3 of this Agreement and for the amount of all other fees
and charges (at Wolfpaw’s then-current rates) as they become payable
pursuant to this Agreement. Services Fees and all other fees and charges
that become due during any renewal period will be charged according
to your previous payment option and/or Payment Process. All Payment
Process payments are deemed authorized by you and will be assessed
in real time.
2.3 If Wolfpaw does not receive payment from your Payment Processor
(i.e., credit or debit card issuer or other financial institution),
you agree to pay Wolfpaw all amounts due upon demand. Wolfpaw may
charge you for a late payment fee equal to one and one-half percent
(1.5%) on any overdue balance, or the maximum amount allowed by law
if less, for each month or fraction of a month the overdue amount
remains unpaid. Wolfpaw may also charge you for an administrative
fee for any returned checks or if your Payment Processor declines
payment. You agree to pay Wolfpaw’s collection costs, including reasonable
attorneys’ fees, if Wolfpaw is required to take action to collect
any amounts that you fail to pay when due pursuant to this Agreement.
2.4 Wolfpaw may, in its sole and exclusive discretion, immediately
suspend or terminate your Services without notice to you if you fail
to provide valid Payment Processor information or authorization or
fail to pay for any Services when due. Wolfpaw may charge a Fifty
Dollar ($50.00) fee to reinstate any Service that has been suspended
or terminated.
2.5 There is a non-refundable registration fee for all new domains
that you purchase through Wolfpaw. Wolfpaw may automatically pay this
fee as well as all annual non-refundable renewal fees (both fees also
"Service Fees") up to fifteen (15) days in advance of the renewal
date on your behalf provided your account is active and current. These
Service Fees will appear on your next billing statement unless prior
arrangements are made with the Wolfpaw customer service department.
You agree that you are responsible for reimbursing Wolfpaw for all
Service Fees advanced on your behalf.
3. Term and Termination
3.1 The Agreement will continue for the term stated in during the
Sign-up Process or, if no term is stated, on a month-to-month basis.
The Agreement will automatically renew for successive terms, each
equal in length to that of the initial term. Either party may terminate
this Agreement effective at the end of the then current term, whether
annual, month-to-month or some other fixed term, upon at least thirty
(30) days notice prior to the end of the then current term and such
termination will be effective upon expiration on the last day of the
then current term. The termination of this Agreement will constitute
the termination of all of your Services.
3.2 If you breach any term of this Agreement including, but not limited
to, Section 2 (Fees and Payment Terms) and Section 5 (Restrictions
on Use), Wolfpaw may, in its sole and exclusive discretion, suspend
or terminate your Services immediately and without notice to you.
Service Fees may continue to accrue on suspended accounts and you
will continue to remain responsible for the payment of any Service
Fees that accrue during the period of suspension.
3.3 IF THIS AGREEMENT IS TERMINATED FOR ANY REASON PRIOR TO THE EXPIRATION
OF THE INITIAL TERM, WOLFPAW WILL NOT PROVIDE ANY REFUND OR CREDIT
TO YOU FOR ANY SERVICE FEES THAT YOU PAID IN ADVANCE, BY CREDIT CARD
OR OTHERWISE, AND WOLFPAW WILL HAVE THE RIGHT TO CHARGE YOU FOR AN
ACCOUNT ADMISTRATION FEE OF TWENTY DOLLARS ($20.00) WHICH FEE WILL
NOT BE OFFSET BY ANY PRE-PAID AMOUNTS. You authorize Wolfpaw, in its
sole and exclusive discretion, to charge your Payment Process or forward
an invoice to you immediately upon the termination of this Agreement
for the amount of any Service Fees that are then outstanding.
3.4 Miva Hosting: Wolfpaw provides hosting service using licenses provided at the discretion of Miva, Inc. (Miva). Miva may cancel or increase the price of licenses for the Miva Merchant shopping cart at will. Should Miva cancel a license Wolfpaw will refund the balance of any remaining term calculated as if the actual term was calculated at the monthly service rate. Should the customer wish to continue using Miva Merchant Wolfpaw agrees to assist in the transfer of customer's website to Miva's hosting service at Wolfpaw's then applicable hourly rate for technical service and customer agrees to particpate in Wolfpaw's affiliate arrangement with Miva. Should Miva increase the price of licenses Wolfpaw may adjust it's Miva hosting prices and pass the prorated increase to the customer for the remaining term of service.
4. Warranty Disclaimers and Limitations of Liability
YOU AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY
PROVISIONS SET FORTH IN THIS SECTION 4 ARE REASONABLE AND ARE FUNDAMENTAL
ELEMENTS OF THE AGREEMENT BETWEEN YOU AND WOLFPAW. YOU ACKNOWLEDGE
THAT WOLFPAW WOULD NOT BE ABLE TO PROVIDE THE SERVICES ON AN ECONOMIC
BASIS WITHOUT SUCH DISCLAIMERS AND LIMITATIONS.
4.1 WOLFPAW PROVIDES THE SERVICES AND THE LICENSED MATERIAL (AS DEFINED
IN SECTION 7.2 BELOW) TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS.
WOLFPAW MAKES NO EXPRESS WARRANTIES OF ANY KIND AND DISCLAIMS ALL
IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT REGARDING
ANY SERVICES OR ANY EQUIPMENT THAT WOLFPAW MAY PROVIDE TO YOU OR REGARDING
THE LICENSED MATERIAL. WOLFPAW DOES NOT WARRANT THAT THE SERVICES,
THE LICENSED MATERIAL OR THE USE OF EITHER WILL BE WITHOUT INTERRUPTION,
ERROR-FREE OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. WOLFPAW
MAKES NO WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE
USE OF THE SERVICES OR THE LICENSED MATERIAL OR AS TO THE ACCURACY,
RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICES OR MERCHANDISE
CONTAINED IN OR PROVIDED THROUGH THE SERVICES, THE LICENSED MATERIAL
OR THE INTERNET. WOLFPAW IS NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY
LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM
YOU OR STORED BY YOU OR ANY OF YOUR CUSTOMERS VIA THE SERVICES PROVIDED
BY WOLFPAW. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY WOLFPAW,
ITS EMPLOYEES, REPRESENTATIVES, AGENTS, AFFILLIATES OR CONTRACTORS
WILL CREATE A WARRANTY, EXPRESS OR IMPLIED, NOR MAY YOU RELY ON ANY
SUCH ADVICE OR INFORMATION. SOME STATES (UNITED STATES ONLY) DO NOT
ALLOW THE EXCLUSION OF IMPLIED WARRANTIES. CONSEQUENTLY, THE ABOVE
EXCLUSION MAY NOT APPLY TO YOU TO THAT LIMITED EXTENT. YOU AGREE THAT,
IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES,
THE LICENSED MATERIAL OR ANY EQUIPMENT THAT WOLFPAW MAY PROVIDE TO
YOU, ALL SUCH WARRANTIES WILL BE LIMITED IN DURATION TO NINETY (90)
DAYS FROM THE DATE THE SERVICE COMMENCED OR THE LICENSED MATERIAL
IS INSTALLED.
4.2 YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS WOLFPAW AND ITS
SUBSIDIARIES AND AFFILIATES FROM AND AGAINST ANY AND ALL LIABILITIES,
CLAIMS, LOSSES, DAMAGES, COSTS AND EXPENSES, INCLUDING, BUT NOT LIMITED
TO, REASONABLE ATTORNEYS’ FEES, RELATED TO OR ARISING FROM: (I) YOUR
AND YOUR END USERS’ USE OF THE SERVICES AND/OR THE LICENSED MATERIAL;
(II) ANY VIOLATION OF THE AUP; (III) ANY BREACH BY YOU ANY PROVISION
OF THIS AGREEMENT; AND/OR (IV) ANY ACTS OR OMISSIONS BY YOU.
4.3 Information obtained by you from the Internet may be inaccurate,
offensive or in some cases illegal. Wolfpaw has no control over information
contained on the Internet and accepts no responsibility for any information
that you may receive via the Internet.
4.4 You accept full responsibility to verify the truth and accuracy,
legality and ownership of the information that you disseminate or
display in connection with your use of the Services or obtain from
the Internet.
4.5 You agree that if Wolfpaw takes any corrective action under this
Agreement in response to your or your end users’ actions or failures
to act, that corrective action may adversely affect you or your end
users and you agree that Wolfpaw shall have no liability to you or
your end users due to any corrective action taken by Wolfpaw.
4.6 Wolfpaw strongly encourages you to back-up your data regularly.
You agree that Wolfpaw has no obligation to back-up any data related
to your website unless Wolfpaw expressly agrees otherwise in writing
and you have currently paid additionally for such back-up Services.
You agree that you will regularly back-up your data whether or not
Wolfpaw has any obligation to do so. You further agree that your failure
to back-up your data regularly will mitigate against any claim for
damages you may bring against Wolfpaw relating to any loss of your
data.
4.7 YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, YOU WILL NOT UNDER ANY CIRCUMSTANCES INCLUDING, BUT NOT LIMITED
TO, NEGLIGENCE, HOLD WOLFPAW OR ITS EMPLOYEES, REPRESENTATIVES, AGENTS,
AFFILLIATES, CONTRACTORS OR LICENSORS LIABLE FOR ANY INDIRECT, INCIDENTAL,
SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER INCLUDING, BUT
NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, COST SAVINGS, REVENUE,
BUSINESS, DATA OR USE, OR ANY OTHER PECUNIARY LOSS BY YOU, ANY OF
YOUR END USERS OR ANY OTHER THIRD PARTY. YOU AGREE THAT THE FOREGOING
LIMITATIONS APPLY WHETHER IN AN ACTION IN CONTRACT OR TORT OR ANY
OTHER LEGAL THEORY AND APPLY EVEN IF WOLFPAW HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION
OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES;
YOU AGREE THAT IN THOSE JURISDICTIONS WOLFPAW’S LIABILITY WILL BE
LIMITED TO THE EXTENT PERMITTED BY LAW.
4.8 YOU AGREE THAT YOU WILL NOT HOLD WOLFPAW OR ITS EMPLOYEES, REPRESENTATIVES,
AGENTS, AFFILLIATES, CONTRACTORS, OR LICENSORS LIABLE UNDER ANY CIRCUMSTANCE
FOR ANY DAMAGES THAT YOU SUFFER THAT RESULT FROM (I) THE USE OF OR
INABILITY TO USE THE SERVICES OR LICENSED MATERIAL, (II) MISTAKES,
OMISSIONS, INTERRUPTIONS, DELETION OF FILES, LOSS OR CORRUPTION OF
DATA AND/OR BACK-UP DATA, FAILURE TO PERFORM DATA BACK-UP FUNCTIONS
(OTHER THAN THOSE EXPRESSLY AGREED TO BY WOLFPAW AND CURRENTLY PAID
ADDITIONALLY FOR BY YOU), ERRORS, VIRUSES, DEFECTS, DELAYS IN OPERATION
OR TRANSMISSION, NON-DELIVERIES, MISDELIVERIES OR ANY FAILURE OF PERFORMANCE,
WHETHER OR NOT CAUSED BY WOLFPAW’S NEGLIGENCE, ACTS OF GOD, ANY FAILURE
OF WOLFPAW’S NETWORK OR SYSTEMS, THEFT, DESTRUCTION OR UNAUTHORIZED
ACCESS TO WOLFPAW'S RECORDS, PROGRAMS, EQUIPMENT OR SERVICES; (III)
YOUR ACTS OR OMISSIONS; OR (IV) THE ACTS OR OMISSIONS OF THIRD PARTIES.
4.9 YOU AGREE THAT WOLFPAW’S MAXIMUM LIABILITY TO YOU UNDER THIS AGREEMENT
FOR ALL DAMAGES, LOSSES, COSTS AND CAUSES OF ACTIONS FROM ANY AND
ALL CLAIMS (WHETHER IN CONTRACT, TORT OR OTHER LEGAL THEORY) SHALL
BE LIMITED TO THE LESSER OF (A) THE TOTAL AMOUNT OF SERVICE FEES ACTUALLY
PAID BY YOU TO WOLFPAW FOR THE THREE MONTH PERIOD IMMEDIATELY PRECEEDING
THE DATE ON WHICH THE DAMAGE OR LOSS OCCURRED OR THE CAUSE OF ACTION
AROSE, (B) PROVEN DIRECT DAMAGES, AND (C) TEN THOUSAND DOLLARS ($10,000.00).
4.10 The terms of this Section 4 shall survive any termination of
this Agreement.
5. Restrictions on Use
5.1 Your use of the Services is subject to Wolfpaw’s Acceptable Use
Policy, as revised from time to time (the "AUP"), which is incorporated
herein by reference. The AUP is available on Wolfpaw’s website at
http://www.wpcomp.com/legal/AUP.html.
In the event of any inconsistencies between this Agreement and the
AUP, the terms of the AUP shall govern.
5.2 Wolfpaw does not intend to systematically monitor the content
that is submitted, stored, distributed or disseminated by you via
the Services (the "Your Content"). Your Content includes content of
your end users and/or users of your website. Accordingly, you are
responsible for your end users’ content and all activities on your
website. Wolfpaw, in its sole and exclusive discretion, may immediately
take corrective action, including, but not limited to, removal of
all or a portion of Your Content and suspension and/or termination
of your Services, in the event of notice of any possible violation
of the AUP by you or your end users. You agree that Wolfpaw will have
no liability to you or any of your end users due to any corrective
action that Wolfpaw may take and that you will not be entitled to
a refund of any fees paid in advance prior to the corrective action.
5.3 You warrant that Your Content does not violate or infringe any
copyright, trademark, patent or intellectual or other proprietary
property right of any third party or contain any obscene or libelous
material or otherwise violate any law or regulation.
5.4 Your use of networks or computing resources provided to Wolfpaw
by third party providers and made available to you as part of the
Services is subject to the respective permission and usage policies
of such third parties.
5.5 You expressly (i) grant to Wolfpaw a license to cache the entirety
of Your Content and your web site, including content supplied by third
parties, hosted by Wolfpaw under this Agreement, and (ii) agree that
such caching is not an infringement of any of your intellectual property
rights or any third party's intellectual property rights.
5.6 If Wolfpaw assigns to you an Internet Protocol address for your
use, you may use that Internet Protocol address only as expressly
permitted by Wolfpaw in connection with your use of the Services during
the term of this Agreement. Wolfpaw will maintain and control ownership
of all Internet Protocol numbers and addresses that may be assigned
to you by Wolfpaw. Wolfpaw reserves the right, in its sole and exclusive
discretion, to change or remove any and all such Internet Protocol
numbers and addresses.
5.7 You agree that you will not use excessive amounts of CPU processing
on any of Wolfpaw's servers. Wolfpaw, in its sole and exclusive discretion,
may immediately take corrective action, including, but not limited
to, assessment of additional fees and suspension and/or termination
of Services, in the event you violate this policy. You agree that
Wolfpaw will have no liability to you or any of your end users due
to any corrective action that Wolfpaw may take and that you will not
be entitled to a refund of any fees paid in advance prior to the corrective
action.
5.8 You agree that you will not use bandwidth and disk usage amounts
that exceed the limits applicable to your Services as published on
the Wolfpaw website ("Agreed Usage"). Wolfpaw will monitor your bandwidth
and disk usage. Wolfpaw, in its sole and exclusive discretion, may
immediately take corrective action, including, but not limited to,
assessment of additional fees and suspension and/or termination of
Services, in the event you exceed the Agreed Usage. You agree that
Wolfpaw will have no liability to you or any of your end users due
to any corrective action that Wolfpaw may take and that you will not
be entitled to a refund of any fees paid in advance prior to the corrective
action.
6. Trademarks and Proprietary Rights
6.1 Wolfpaw (SM) and other pending and/or registered trademarks and
service marks, and other graphics, logos, and service names used by
Wolfpaw in connection with the Services or other products or services
offered by Wolfpaw and its subsidiaries and affiliates, to identify
the products or Services of Wolfpaw or its subsidiaries and affiliates
(collectively the "Wolfpaw Trademarks") are the trademarks of Wolfpaw
and its subsidiaries and affiliates. You agree not to use the Wolfpaw
Trademarks in connection with your products or services, or any third-party’s
products or services, or in any manner that disparages or discredits
Wolfpaw. All other brands and names (including third-party product
names) used in connection with the Services or other products or services
offered by Wolfpaw and its subsidiaries and affiliates are the property
of their respective owners.
6.2 Wolfpaw acknowledges that it claims no proprietary rights in Your
Content or any intellectual property right contained therein. You
acknowledge and agree that Wolfpaw and its licensors own all right,
title, and interest in: (a) the Services and any other products or
services offered by Wolfpaw and its subsidiaries and affiliates; (b)
the technology available to you as part of the Services; (c) and all
content, including but not limited to text, software, music, sound,
photographs, video, graphics, or other material contained or maintained
on the websites maintained by Wolfpaw and its subsidiaries and affiliates
(collectively "Wolfpaw Content"), excluding Your Content.
7. License
7.1 This Section 7 (the "License") applies to you only if you use
software licensed to you in connection with the Services and is in
addition to and not in lieu of all other Terms of Service that govern
your Services.
7.2 In connection with the Services, Wolfpaw may make available to
you the Wolfpaw Content, certain technology and software owned by
Wolfpaw or third parties (which may include corresponding documentation,
associated software components, media, printed materials, and "online"
and electronic documentation and all updates and upgrades thereto)
(the "Licensed Material"). You agree that the Licensed Material is
the exclusive property of Wolfpaw and its licensors and is protected
by copyright laws and international copyright treaties, as well as
other intellectual property laws and treaties.
7.3 Wolfpaw grants to you the non-exclusive right to install the Licensed
Material on a single computer; or install and store the Licensed Material
on a single storage device, such as a network server, used only to
install the Licensed Material on your other computers over an internal
network, provided you have a license for each separate computer on
which the Licensed Material is installed and run. The Licensed Material
is licensed, not sold. The license for the Licensed Material may not
be shared, installed or used concurrently on different computers.
In the event the Licensed Material is distributed along with other
Wolfpaw Licensed Materials as part of a suite of products (collectively,
the "Suite"), the license of the Suite is licensed as a single product
and none of the products in the Suite, including the Licensed Material,
may be separated for installation or use on more than one computer.
7.4 You may not remove or alter any copyright notices on any copies
of the Licensed Material. You may not make or distribute copies of
the Licensed Material to third parties or electronically transfer
the Licensed Material from one computer to another or over a network.
You may not alter, merge, modify, adapt or translate the Licensed
Material, or reverse engineer, decompile, or disassemble the Licensed
Material, except and only to the extent that such activity is expressly
permitted by applicable law notwithstanding this limitation. You may
not modify the Licensed Material or create derivative works based
upon the Licensed Material. You may not sell, rent, lease, lend, assign,
transfer or sublicense the Licensed Material. You must comply with
all applicable laws regarding use of the Licensed Material.
Wolfpaw may provide you with support services related to the Licensed
Material ("Support Services"). Use of Support Services is governed
by the Terms of Service. Any supplemental software code Wolfpaw provides
to you as part of the Support Services will be considered part of
the Licensed Material and subject to the terms and conditions of this
License. With respect to technical information you provide to Wolfpaw
as part of the Support Services, Wolfpaw may use such information
in compliance with its Privacy Policy.
7.5 Without prejudice to any other rights, Wolfpaw may, in its sole
and exclusive discretion, terminate this License if you fail to comply
with the terms and conditions of this License. In such event, you
must destroy all copies of the Licensed Material. All other rights
of both parties and all other provisions of this License will survive
any termination.
7.6 The foregoing license gives you limited license to use the Licensed
Material. Wolfpaw and its licensors retain all right, title and interest,
including, but not limited to, copyright and intellectual property
rights, in and to the Licensed Material and any copies thereof. All
title and intellectual property rights in and to the content that
may be accessed through use of the Licensed Material are the property
of the respective content owner and may be protected by applicable
copyright or other intellectual property laws and treaties. This License
grants you no rights to use such content. Wolfpaw and its licensors
reserve all rights not expressly granted.
7.7 The Licensed Material is provided with "RESTRICTED RIGHTS" applicable
to private and public licensees alike. Without limiting the foregoing,
use, duplication, or disclosure by the United States Government is
subject to restrictions as set forth in this License and as provided
in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer
Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and
(2) of the Commercial Computer Software Restricted Rights at 48 CFR
52.227-19, as applicable.
7.8 You agree that you will not export or re-export the Licensed Material
to any country, person, entity or end user prohibited by the United
States Export Administration Act and the regulations promulgated thereunder.
Restricted countries currently include, but are not necessarily limited
to Afghanistan, Cuba, Iran, Iraq, Libya, North Korea, Sudan, and Syria.
You represent and warrant that neither the United States Bureau of
Export Administration nor any other federal agency has suspended,
revoked or denied your export privileges.
7.9 The Licensed Material may contain third party software that require
notices and/or additional terms and conditions. All required third
party software notices and/or terms and conditions are made a part
of and incorporated by reference into this License. By accepting th
therein.
8. Notices
It is your responsibility to provide accurate and complete account
and contact information, including a valid e-mail address, to Wolfpaw
during the Sign-up Process. It is also your responsibility to inform
Wolfpaw promptly of any changes to your account or contact information.
Wolfpaw has no responsibility for communications that are misdirected
as a result of your failure to provide Wolfpaw with updated contact
information or as a result of the suspension or termination of your
Services.
Wolfpaw may provide notice to you required by this Agreement via e-mail
at the address provided by you. You agree that notice to you at this
address is deemed sufficient regardless of your receipt of such email.
You must provide all notices to Wolfpaw required in writing to Wolfpaw
Hosting LLC, Attn: President, 18 Cherry Street, Tenafly, New Jersey
07670 or as changed by Wolfpaw via its on-line amendment of this Agreement.
9. General
9.1 Wolfpaw is committed to protecting your privacy. You may review
Wolfpaw’s current Privacy Policy at http://www.wpcomp.com/legal/privacy-policy.html.
9.2 Wolfpaw will be excused from any delay or failure in performance
hereunder caused by reason of any occurrence or contingency beyond
its reasonable control, including but not limited to, acts of God,
earthquakes, hurricanes, tropical storms and depressions, inclement
weather, labor disputes and strikes, riots, war and governmental requirements.
9.3 This Agreement shall be interpreted under the laws of the State
of New Jersey without regard to any conflict of laws provisions. You
hereby consent to the exclusive jurisdiction and venue of the state
courts sitting in Bergen County, New Jersey or the federal courts
in the Northern District of New Jersey to resolve any disputes arising
under this Agreement.
9.4 If any provision(s) of this Agreement is held to be contrary to
law, then such provision(s) shall be construed, as nearly as possible,
to reflect the intentions of the parties with all other provisions
of this Agreement remaining in full force and effect.
9.5 Wolfpaw’s failure to exercise or enforce any right or provision
of this Agreement shall not constitute a waiver of such right or provision
unless acknowledged and agreed to by Wolfpaw in writing.
9.6 This Agreement, together with the order form, if any, you submitted
on-line to order your Services, the AUP, the Privacy Policy and all
documents referenced herein and therein, comprise the entire agreement
between you and Wolfpaw and supersedes all prior agreements between
the parties regarding the subject matter contained herein. This Agreement
shall apply to all additional products and services that you purchase
from Wolfpaw or its subsidiaries and affiliates, whether or not you
complete the acceptance process with respect to additional products
and services (all such additional products or services purchased,
also "Services"), and this Agreement will govern your purchase and
use of all additional Services.
9.7 This Agreement and your rights hereunder may not be assigned or
transferred to any third party. Wolfpaw reserves the right to assign
this Agreement to any of its subsidiaries or affiliates or to any
third party that acquires all or substantially all of its relevant
business or assets.
9.8 You represent and warrant that, if you are an individual, you
are at least 18 years of age, that you have read this Agreement, including
Wolfpaw’s AUP, and that you agree to be bound by the terms and conditions
of the Agreement. You acknowledge and agree that Wolfpaw can and will
rely on all representations, warranties, covenants and agreements
that you make herein.
9.9 Effective date: this policy was last updated on January 25, 2016.
