Master Service Agreement / Terms of Service (TOS)

 

 

This document (the "Agreement") sets forth the principles, guidelines and requirements of the Terms of Service of LYLIX, LLC. (the "Company") governing the use by the customer ("Customer") of the Company's services and products ("Services and Products"). These Terms of Service have been created to promote the integrity, security, reliability and privacy of the Company's facilities, network, and Customer data contained therein. The Company believes that it provides exceptional services in the industry, and provides the following policies in the absolute best interests of the Company and the Company's clients. The Company retains the right to modify these Terms of Service at any time, and any such modification published on this page shall be automatically and retroactively applied to all clients. The Company shall be the sole and final arbiter as to the interpretation of the following. By utilizing the Company's Services and Products, the Customer agrees to be bound by the terms outlined here. No purchase or upgrade shall exempt a Customer from these terms.

Term

The Customer agrees to a month-to-month contract term for services unless otherwise agreed to. The month-to-month contract for services is NOT automatically renewed each month, and the Customer will have the option to renew or cancel his services. Leaving services unpaid will not incur fees or other dues for the Customer.

Monthly Service Fees

Fees for service(s) ordered by the Customer shall begin on the date the initial order is accepted by LYLIX and that date shall serve as the monthly, quarterly, semi-annual, or annual anniversary date for all future billings including one time fees, upgrades, additional services, cancellations and service credits. Fees are due in advance of the monthly service cycle and will be billed on the anniversary date of each month.

Payment Verification

In order to comply with the policies of merchant gateway providers, LYLIX may request copies of personally identifying documents in order to approve and process credit/debit card payments. If requested, this information will be transmitted over encrypted channels only, and stored according to industry compliance standards. For more information, customers are asked to review the Company's Privacy Policy.

Upgrade Fees

Upgrades ordered on the billing anniversary date will be billed for a full month service and will continue each month on the anniversary date. Upgrades ordered after the normal anniversary billing date will be pro-rated to the next anniversary date and billed as a one time pro-rata charge. Future charges will appear as full monthly fees added to your existing anniversary billing date.

Additional Service Fees

Additional services ordered on the billing anniversary date will be billed for the full month service and will continue each month on the anniversary date. Additional services ordered after the normal anniversary billing date will be pro-rated to the next anniversary date and billed as a one time pro-rata charge. Future charges will appear as full monthly fees added to your existing anniversary billing date.

One-time Fees

One time fees, such as setup fees, administrative fees, consultation support fees, and management fees are due and payable at the time they are incurred, and agreed upon in writing or via ticket with approval.

Service Credits & Credit Balances

Customers may have the option to "Add Funds" to their account via their client area (LYLIX Customer Portal). Account credits accrued in this way may be used exclusively for the future payment of LYLIX services, and may not be refunded, withdrawn, or transferred in any way.

Support

The Company aims to provide continuous support, where appropriate, for all services it provides. The Customer is asked to acknowledge that LYLIX maintains a primarily "unmanaged" hosting service, which confers no guarantee of technical support service aside from assistance in resolving issues that directly impede the usage of service provided by the Company, such as hardware, network, and operating system malfunctions. Individual software packages and third-party applications will not be supported by the Company, unless managed support add-ons have been purchased with the Customer's service. An overview of the Company's support options can be reviewed here.

Cancellation

If for any reason you would like to cancel your service, please submit a cancellation request from the LYLIX Customer Portal, or as a written request via support ticket in the Billing department. All customer data and backups remaining after the cancellation date will be destroyed permanently. Please note that selecting "immediate cancellation" will result in full and complete termination of customer data within 24 hours of cancellation.

7 Day Refund Guarantee

While LYLIX takes pride in upholding its refund guarantee, and does not aim to deceive or mislead any Customer, the following circumstances under which a full refund is requested will be denied or subject to the exclusive discretion of LYLIX to approve or deny:

• Non-usage of services.
• Incompatibility of specific software with the Company's services.
• Financial concerns.
• Suspension due to incoming or outgoing DoS/DDoS attack(s).
• Suspension due to any other violation of the TOS or AUP.
• Force majeur.
• Other unforeseen personal circumstances.

Refunds approved and processed according to the 7 Day Refund Guarantee will take the form of a reversal of the Customer's payment to the original funding source, or as account credit at the discretion of the Customer.

Payments made via direct bank transfer are NON-REFUNDABLE.

Payments, or portions of payments, made for the following are strictly NON-REFUNDABLE, regardless of refund eligibility based on the above criteria:

• Software licenses.
• Consultation and / or administrative support work that has been completed.
• Domain registrations, SSL certificates, and security add-ons.
• Any management, setup, processing, or other one-time fees.

LYLIX reserves the right to approve or deny all refunds.

Pre-made OS Templates

LYLIX offers a select number of pre-built operating system templates for use with its hosting services. These templates are provided for ease of installation of the included software packages only, and are not necessarily maintained by, or guaranteed by LYLIX. Under unmanaged support, the default for all services unless managed support add-ons are purchased, support for pre-made OS templates will be on a best-effort basis only.

Refunds & Disputes

All services rendered by LYLIX are non-refundable unless processed through our 7 day money back guarantee for VPS hosting accounts. Customers seeking to resolve billing errors are asked to open a billing ticket in the Customer Portal. The Customer agrees not to chargeback any credit card payments for services rendered. A chargeback of payment for services rendered will be subject to collection by an authorized collection agency.

Non-Payment & Service Suspension

All payments are due in full on the monthly, quarterly, semi-annual, or annual anniversary date as dictated by the customer's original subscription agreement. Failure to remit payment for services on the monthly anniversary date is a violation of the TOS. Failure to remit payment for five (5) consecutive days, including the anniversary date, shall result in suspension of public access to Customer services. Failure to remit payment for services within ten (10) consecutive days, including the anniversary date, shall result in termination of all customer data and hosted backups and be non-recoverable, including reclaimation of assigned resources such as IP Addresses.

SPAM and Unsolicited Commercial Email (UCE)

Violation of LYLIX's SPAM policy will result in severe penalties. Upon notification of an alleged violation of our SPAM policy, LYLIX will initiate an immediate investigation (within 24 hours of notification). During the investigation, LYLIX may restrict Customer access to the network to prevent further violations. If a Customer is found to be in violation of our SPAM policy, LYLIX may, at its sole discretion, restrict, suspend or terminate Customer's account. Further, LYLIX reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated policy violation. LYLIX will notify law enforcement officials if the violation is believed to be a criminal offense. If Customer is found to be in violation of our SPAM policy, Customer shall not be entitled to a refund of any fees paid in advance prior to such violation.

System and Network Security

These violations include, without limitation: accessing data not intended for such User or logging into a server or account, which such User is not authorized to access. Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization. Attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, "flooding", "mail bombing" or "crashing". Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting. Taking any action in order to obtain services to which such User is not entitled. If Customer is found to be in violation of our System and Network Security policy, LYLIX may, at its sole discretion, restrict, suspend or terminate Customer's account. Customer shall not be entitled to a refund of any fees paid in advance prior to such action.

Suspension of Service

In extreme cases, law enforcement will be contacted in regard to prohibited activity or content. The Customer will not be credited for the time the Customer's account was suspended. If the Customer is found to be in violation of any policy or agreement contained within this Master Service Agreement, LYLIX may, at its sole discretion, restrict, suspend or terminate Customer's account. The Customer shall not be entitled to a refund of any fees paid in advance prior to such action. Abusive behavior of any sort will not be tolerated and will be grounds for termination. LYLIX reserves the right to deny an order or service renewal for any reason LYLIX chooses.

LYLIX warns Customers that it may suspend services immediately for any of the following offenses:

• Disruption of neighboring customers by prolonged and/or excessive resource usage.
• Services in arrears.
• Receiving verified complaints citing violations of the TOS or AUP.
• Sending, or becoming the target of, a DoS/DDoS attack.
• Any other offense listed in the AUP.

Backups & Data Loss

Your use of the Company's servers and services is at your sole risk. LYLIX is not responsible for files and/or data hosted on your server. While complimentary backups may be provided by the Company, you, the Customer agree to take full responsibility for files and data transferred to/from and maintained on your VPS server or hosting account, and agree that it is your own (the Customer's) responsibility to take backups of data residing on your VPS server or hosting account.

Violations

LYLIX reserves the right to remove any Customer's account without prior notice, with or without a refund, if the Customer's account is verifiably determined to be at risk of violating any section of this Agreement.

Violation of these Terms of Service may result in legal action, service charges or a combination thereof.

The Service Level Agreement, 7 Day Refund Guarantee, and all other guarantees made by the Company will be void if any section of this Master Service Agreement is violated.

Identity Use & Confidentiality

Customer acknowledges that by reason of their relationship, both the Customer and the Company may have access to certain products, information and materials relating to the other party's business, which may include business plans, customers, software technology, and marketing plans that are confidential and of substantial value to either party, respectively, and which value would be impaired if such information were disclosed to third parties. Consequently, both the Company and the Customer agree that it will not use in any way, for its own account or for the account of any third party, nor disclose to any third party, any such information revealed to it by either party.

The Customer and the Company further agree that each will take every appropriate precaution to protect the confidentiality of such information. In the event of termination of this agreement, there shall be no use or disclosure by either party of any such confidential information in its possession, and all confidential documents shall be returned to the rightful owner, or destroyed. The provisions of this section of the Agreement shall survive the termination of the Agreement for any reason. Upon any breach or threatened breach of this section of the Agreement, either party shall be entitled to injunctive relief, which relief will not be contested by the Customer or the Company.

Laws

Customer agrees to abide by all local, state, and federal laws pursuant to services delivered in Cambridge Springs, Pennsylvania, United States of America. All contract terms found herein shall be governed by Pennsylvania State Law or the Uniform Commercial Code, whichever may be applicable.

Mutual Indemnification

Each party agrees to indemnify and hold harmless the other party, the other party's affiliates, and each of their respective officers, directors, attorneys, agents, and employees from and against any and all claims, demands, liabilities, obligations, losses, damages, penalties, fines, punitive damages, amounts in interest, expenses and disbursements of any kind and nature whatsoever (including reasonable attorneys' fees) brought by a third party under any theory of legal liability arising out of or related to the indemnifying party's actual or alleged infringement or misappropriation of a third party's copyright, trade secret, patent, trademark, or other proprietary right.

Limitation of Liability

Except as described in the SLA, LYLIX shall not be liable to Customer for harm caused by or related to Customer's services or inability to utilize the services unless caused by gross negligence or willful misconduct. Neither Party shall be liable to the other for lost profits, direct or indirect, special or incidental, consequential or punitive, or damages of any kind whether or not they were known or should have been known. Notwithstanding anything else in this Agreement, the maximum aggregate liability of LYLIX and any of its employees, agents or affiliates, under any theory of law shall not exceed the amount paid by the customer for hosting services for the thirty (30) days prior to the occurrence of the event(s) giving rise to the claim.

Arbitration

Any controversy or claim arising from service or related to this contract or breach therein in excess of $1000.00 shall be settled by arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. The resulting judgment rendered by a licensed arbitrator shall be final and binding on the parties and may be entered in any court having valid jurisdiction.