The Parties

  1. Midnight Software ("the Company")
  2. ("the Client")

Recitals

  • The Company is engaged in the business of providing internet services, including the supply of web site hosting.
  • The Client wishes to use these Services, and the Company agrees to provide Services to the Client on the following terms and conditions:

Definitions

  • "Bandwidth" means the allocated transmission capacity
  • "Server" means the computer equipment operated by the Company in connection with the provision of the Services
  • "Service" or "Services" means the service or services offered by the Company
  • "Web site" means the area on the Server allocated by the Company for the Client's use as a site on the Internet

Terms of Service

  1. The Client is responsible for the actions of any third-party to whom they allow access to the Service
  2. All data stored or transmitted must be legal under all applicable UK laws. The Client is solely responsible for determining the legality of their data, which is stored or transmitted within and outside the UK.
  3. Should the Client become the target of a network attack, we reserve the right to take any necessary actions (including, but not limited to, temporary suspension of the Client's account) required to return server or network operation to normal.
  4. We will use our best efforts to maintain, but do not guarantee, the privacy of email, network use, and the contents of user directories.
  5. Any use which interferes with the server's ability to function in its primary purpose of publishing web documents is prohibited.
  6. Mail abuse (including, but not limited to, mass mailing unsolicited email and email forgery) and usenet news abuse (including, but not limited to, mass crossposting articles and posting unrelated articles to group topics), whether direct or indirect, whether used externally to promote a site hosted on the Server or sent via the Server, is prohibited.
  7. Use of the Services to provide software or lists for mass mailing unsolicited email is prohibited.
  8. Use of the Services to commit network abuse (including, but not limited to, denial of service attacks such as ping bombing, email bombing, "smurf", "winnuke", "land", "teardrop", etc.) or otherwise compromise the security of hosts or networks is prohibited.
  9. The Client will indemnify and hold harmless the Company against any loss, damage, cost and expense which we may incur or become liable for by reason of claims or actions for libel, violation of privacy rights, plagiarism, copyright infringement, and claims arising in connection with data transmitted pursuant to the terms and provisions of this agreement and any claims or suits resulting from the Client's use of the service including, without limitation, the expense and cost of defending any and all such claims and actions, except where such claims result solely from the negligence of the Company.
  10. If we are informed of an alleged copyright or trademark infringement involving a Client's Services, we will attempt to notify the Client of those allegations and secure a response. We may, at our sole discretion, remove or terminate the Services containing, on a temporary or permanent basis, materials which we believe may create, constitute, or contribute to copyright or trademark infringements. The Client expressly waives the right to assert any claims against us for any such removal or termination.
  11. Accounts may be invoiced on a monthly or annual basis. Payment is due within 30 days of receipt of each invoice. Overdue accounts may be terminated or suspended at the discretion of the Company.
  12. Additional Charges due to excessive Bandwidth use will be invoiced on a monthly basis for immediate payment.
  13. We may terminate Services to the Client at any time, without notice, for violation of this agreement. We will not be liable for any damages or harm to the Client resulting from such termination.
  14. We may terminate Services to the Client at any time, giving 28 days notice to the termination date. A refund covering any remaining period of paid-up hosting charges will be made. We will not be held responsible for any other charges directly, indirectly or otherwise due as a result of suspension of Services.
  15. The Client may terminate their account at any time after the minimum Term, giving 28 days notice to the termination date. The minimum Term for is 1 month for virtual hosting, VPS and shared colocation dedicated server hosting and and 3 months for quarter and full rack colocation. The request to terminate the account must be in writing. The account holder may send cancellation request via an email message to [email protected], by postal mail or by fax.
  16. Use of the Services indicates acceptance of the Agreement by the Client.
  17. Use of the Services, including the storage of information, is at the Client's sole risk. We will endeavour to provide safe secure backup services for all stored information, but this is not a guarantee, and the Client should insure themselves against any such loss.
  18. We will not be liable for other consequential, direct, indirect, incidental, or special damages arising out of the use of, or loss of Services.
  19. We may temporarily suspend for the purpose of repair, maintenance or improvement, part or all of the Services, generally without notice. We undertake to use reasonable endeavours to inform Clients of future Service changes and/or downtime and to restore Services as soon as practical after any such suspension.
  20. We may vary the technical specification of Service for operational reasons.
  21. The Client will indemnify and hold harmless the Company against any loss, damage, cost and expense caused as a result of the Company's virus scanning service failing to stop a threat. The money back guarantee is limited to a refund of the cost of 1 years virus scanning service or £30.00, whichever is greater. In addition, a refund will only be given if the client supplies a copy of the infected message including all original headers.
  22. We understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to these terms.