Terms of Service Agreement

This agreement (“Agreement”) is made between Initech, LLC (“Provider”) and the customer (“Customer”) who uses Initech, LLC, services. Provider resells Vultr servers and as such, all relevant terms and conditions set by Vultr (see Vultr’s terms of service) shall apply to this Agreement in relation to virtual servers. By using Provider’s services, Customer agrees to be bound by this Agreement.

1. Service

Provider shall provide virtual private server hosting services to Customer in accordance with the terms and conditions set forth in this Agreement. Provider shall use its best efforts to ensure that the services are available to Customer at all times. However, Provider does not guarantee the availability of the services or the uninterrupted operation of the virtual private server. Provider shall not be liable for any damages or losses resulting from the unavailability or interruption of the services.

Customer shall use the virtual private server exclusively for lawful purposes and in compliance with all applicable laws and regulations. Customer shall not use the services in any way that may damage or impair the virtual private server, Provider’s network or any other system, network or data. Provider reserves the right to suspend or terminate the services if Customer violates any provision of this Agreement.

Customer acknowledges that the virtual private server is provided on an “as is” basis without any warranty or guarantee of any kind, whether express or implied. Provider shall not be liable for any damages or losses resulting from the use or inability to use the virtual private server or any other aspect of the services. Customer shall be solely responsible for any data, content or software hosted on the virtual private server.

Customer shall be responsible for maintaining the security and confidentiality of the login credentials for the virtual private server. Customer shall immediately notify Provider if it becomes aware of any unauthorized use of the virtual private server or any other security breach.

Provider reserves the right to perform maintenance or upgrades on the virtual private server or any other aspect of the services at any time without notice. Provider shall use its best efforts to minimize any interruption or inconvenience caused by such maintenance or upgrades.

Customer shall not assign, transfer, or sublicense any of its rights or obligations under this Agreement without the prior written consent of Provider. Any attempted assignment, transfer, or sublicense without such consent shall be null and void.

Provider shall not be responsible for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, or any other natural or man-made disasters.

This Agreement shall be governed by and construed in accordance with the laws of the state where Provider is located without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of or related to this Agreement shall be instituted exclusively in the federal or state courts located in the state where Provider is located.

Provider may amend or modify this Agreement at any time by posting the amended terms on its website. Customer’s continued use of the services after such posting shall constitute acceptance of the amended terms.

2. Payment

Customer shall pay Provider for the services provided in accordance with the pricing and payment terms set forth in Provider’s website. Payment for services shall be made in advance of the term for which they are provided. Provider accepts the following payment methods:

• a) PayPal: Provider accepts payments through PayPal.
• b) Cryptocurrency: Provider accepts payments in Bitcoin and other cryptocurrencies at the prevailing exchange rate at the time of the transaction. The Customer is responsible for any transaction fees associated with the use of cryptocurrencies.

Customer shall ensure that the payment method is valid and that there are sufficient funds or credit available for the payment. In case of payment by credit card or PayPal, Customer shall provide Provider with accurate and complete billing information. If the payment is not made on time, Provider may suspend or terminate the services provided without notice.

If the payment is not received by the due date, Provider may charge interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower, until the payment is made.

In case of any dispute regarding the payment, Customer shall notify Provider within seven (7) days of the invoice date. Failure to do so shall be deemed as acceptance of the invoice.

If Customer is making payment through cryptocurrency, Provider shall not be responsible for any loss or theft of the cryptocurrency during the payment process. Customer shall be solely responsible for ensuring the accuracy of the payment details, including but not limited to the amount and the cryptocurrency address. Provider shall not be responsible for any errors or losses resulting from inaccurate payment details.

Provider reserves the right to change the payment methods or pricing and payment terms at any time without notice. Provider may also require additional information or verification from Customer before accepting payment through certain payment methods.

By using any of the payment methods accepted by Provider, Customer agrees to be bound by the terms and conditions of the payment service provider in addition to this Agreement.

3. Prohibited Uses

Customer shall not use Provider’s services in a manner that violates any applicable laws or regulations or any Vultr policies regarding virtual private servers. Prohibited uses include, but are not limited to:

• a) Spamming: Customer shall not use Provider’s services to send unsolicited bulk messages, including but not limited to email, SMS, or instant messages.
• b) Hacking: Customer shall not attempt to gain unauthorized access to any system, network, or data without proper authorization.
• c) Cracking: Customer shall not use Provider’s services to modify, alter or disable software or security mechanisms on any system, network or data without proper authorization.
• d) Distribution of Malware: Customer shall not use Provider’s services to distribute, host or upload any virus, worm, Trojan horse, spyware, adware or any other form of malware.
• e) Copyright Infringement: Customer shall not use Provider’s services to violate any intellectual property rights, including but not limited to copyrights, trademarks, trade secrets, or patents.
• f) Fraudulent Activities: Customer shall not use Provider’s services for any fraudulent activities, including but not limited to phishing, impersonating, or any other form of online fraud.
• g) Illegal Activities: Customer shall not use Provider’s services to engage in any illegal activities, including but not limited to money laundering, drug trafficking, or terrorist activities.
• h) Resource Abuse: Customer shall not use Provider’s services to consume excessive resources, including but not limited to CPU, memory, disk space or bandwidth.

Any violation of this section may result in immediate termination of the services without notice or refund. Provider reserves the right to cooperate with any law enforcement agency or legal authority in investigating any suspected or alleged violation of this Agreement.

4. Termination

Either party may terminate this Agreement at any time by giving written notice to the other party. Customer shall be responsible for all fees and charges incurred up to the effective date of termination.

Provider may immediately terminate this Agreement and suspend or terminate the services if Customer violates any provision of this Agreement, including but not limited to the prohibited abuses section. Provider shall not be liable for any damages or losses resulting from the termination or suspension of the services due to Customer’s violation of this Agreement.

In case of termination, Provider may delete any data, content or software hosted on the virtual private server without liability to Customer. Customer shall be solely responsible for backing up any data, content or software prior to termination of the services.

Customer acknowledges and agrees that there shall be no refund of any fees or charges paid by Customer in case of termination due to Customer’s violation of this Agreement or the prohibited abuses section. In case of any other termination, Provider shall refund any fees or charges paid by Customer for the unused portion of the services.

Upon termination of the services, Customer shall immediately cease using the virtual private server and return any equipment or software provided by Provider. Customer shall also delete any copies of Provider’s software or other proprietary materials in its possession or control.

The provisions of this Agreement that by their nature should survive termination, including but not limited to the indemnification, disclaimer of warranties, limitation of liability, and governing law sections, shall survive the termination of this Agreement.

5. Liability

Provider shall not be liable for any indirect, incidental, special, consequential or punitive damages arising out of or related to this Agreement, including but not limited to loss of profits, loss of business, or loss of data, even if Provider has been advised of the possibility of such damages. Provider’s liability for any direct damages arising out of or related to this Agreement shall be limited to the fees and charges paid by Customer for the services during the three-month period preceding the event giving rise to the liability.

Customer shall indemnify, defend and hold Provider and its affiliates, officers, directors, employees, and agents harmless from and against any and all claims, damages, liabilities, costs and expenses, including but not limited to reasonable attorneys’ fees and costs, arising out of or related to Customer’s use of the virtual private server or any other aspect of the services, including but not limited to any breach of this Agreement by Customer.

Provider shall not be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, or any other natural or man-made disasters.

The virtual private server and the services are provided on an “as is” basis without any warranty or guarantee of any kind, whether express or implied. Provider disclaims all warranties and conditions, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Provider does not warrant that the virtual private server or the services will meet Customer’s requirements, operate without interruption, or be error-free.

Customer acknowledges and agrees that the use of the virtual private server and the services is at its own risk. Customer shall be solely responsible for any data, content or software hosted on the virtual private server. Provider shall not be responsible for any data loss or corruption, including but not limited to loss or corruption of backups or other data stored on the virtual private server.

In no event shall Provider’s aggregate liability arising out of or related to this Agreement exceed the fees and charges paid by Customer for the services during the three-month period preceding the event giving rise to the liability.

This section shall survive the termination of this Agreement.

6. Indemnification

Customer shall indemnify, defend and hold Provider and its affiliates, officers, directors, employees, and agents harmless from and against any and all claims, damages, liabilities, costs and expenses, including but not limited to reasonable attorneys’ fees and costs, arising out of or related to Customer’s use of the virtual private server or any other aspect of the services, including but not limited to any breach of this Agreement by Customer.

Provider shall promptly notify Customer of any claim for which Provider seeks indemnification. Customer shall have the right to assume the defense of any such claim with counsel of its own choosing, provided that Customer shall not agree to any settlement that affects Provider’s rights or interests without Provider’s prior written consent.

Provider shall have the right to participate in the defense of any such claim with counsel of its own choosing, at its own expense. Provider shall have the right to control any settlement of any such claim, provided that Customer’s consent shall not be unreasonably withheld, conditioned or delayed.

If Provider becomes aware of any actual or potential claim or legal proceeding arising out of or related to Customer’s use of the virtual private server or any other aspect of the services, Provider may, at its option and without prejudice to any other rights or remedies, suspend or terminate the services, or take any other action deemed appropriate by Provider to protect its interests.

This section shall survive the termination of this Agreement.

7. Governing Law

This Agreement and any disputes arising out of or related to it shall be governed by and construed in accordance with the laws of the state in which Provider is located, without regard to its conflicts of law principles.

Any legal action or proceeding arising out of or related to this Agreement shall be instituted in the courts located in the state in which Provider is located. Customer hereby consents to the jurisdiction of such courts and waives any objection to the laying of venue of any such action or proceeding in such courts.

The prevailing party in any legal action or proceeding arising out of or related to this Agreement shall be entitled to recover its reasonable attorneys’ fees and costs.

This section shall survive the termination of this Agreement.

8. Severability

If any provision of this Agreement is found to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other provision or invalidate or render unenforceable such provision in any other jurisdiction.

To the extent permitted by applicable law, the parties hereby agree that any court or arbitrator may reform any invalid, illegal, or unenforceable provision of this Agreement to make it valid and enforceable, consistent with the original intent of the parties to the fullest extent permitted by applicable law.

If any provision of this Agreement is held to be excessively broad as to duration, scope, activity or subject, such provision shall be construed by limiting and reducing it, so as to be enforceable to the fullest extent permissible under applicable law.

If any provision of this Agreement is held to be unenforceable because of its scope, duration, or geographic area, the parties agree that the court or arbitrator may reduce or modify such provision so as to be enforceable to the fullest extent permitted by applicable law.

The invalidity, illegality, or unenforceability of any provision of this Agreement shall not affect the validity, legality, or enforceability of any other provision of this Agreement.

This section shall survive the termination of this Agreement.

9. Waiver

The failure of either party to enforce any provision of this Agreement shall not be deemed a waiver of such provision or of the right to enforce such provision.

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party. A waiver of any breach or default under this Agreement shall not constitute a waiver of any subsequent breach or default, and shall not affect the other provisions of this Agreement.

Any delay or failure to exercise any right or remedy provided for in this Agreement shall not be deemed a waiver of such right or remedy or any other right or remedy, and shall not preclude or prejudice any further exercise of such right or remedy.

No waiver of any provision of this Agreement shall be deemed to constitute a waiver of any other provision, whether similar or not, nor shall any waiver constitute a continuing waiver. Any waiver may be revoked at any time by providing written notice to the other party.

The parties acknowledge and agree that the remedies provided in this Agreement are not exclusive and are in addition to any other remedies available at law or in equity.

This section shall survive the termination of this Agreement.

10. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous communications, agreements, and understandings, whether oral or written.

This Agreement may be modified or amended by Provider from time to time, provided that such modifications are made in good faith and with the mutual agreement and written consent of both parties. Provider shall provide notice to Customer of any such modifications to this Agreement. If Customer does not agree to the modifications, Customer may terminate this Agreement in accordance with the termination provisions set forth herein.

If any provision of this Agreement is found to be unenforceable or invalid, the remaining provisions shall remain in full force and effect.

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Any waiver or failure to enforce any provision of this Agreement on one occasion shall not be deemed a waiver of any other provision or of such provision on any other occasion.

This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

Neither party shall assign this Agreement or any rights or obligations hereunder without the prior written consent of the other party, except that Provider may assign this Agreement to an affiliate or to a successor in connection with a merger, acquisition or sale of all or substantially all of its assets.

This section shall survive the termination of this Agreement.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date Customer accepted Provider’s services.