This agreement is between Spruz Inc.
("Provider") and the client ("Client") of services from Spruz Inc.
. This Agreement includes Spruz's policy for use of the
Spruz Services and governs, your rights, obligations and
restrictions regarding the creation and operation of a website powered by the
Spruz Social Website Platform ("SSWP").
The Client agrees to abide by this agreement at all times. This agreement
is legally binding from the point the Client creates a website account up to 1
year following termination of the clients account or access .
- Terms and Definitions
- "Transfer" refers to the amount of data sent from
our servers of any given
webpage, video or file hosted by the Provider that is retrieved by any visitor, internet bot, or page
load.
- "Technology" Refers to the content management
platform
developed by Spruz Inc. and that is used to provide the Client with
his/her website service.
- "Upgrade" refers to a premium plan (PAY) offering as selected
at anytime by
the Client.
- FREE WEBSITE PLAN RULES AND RESTRICTIONS (Premium Websites are
exempt from these rules) - By default when the Client Creates a
website on SSWP the website is within the Providers Free Service Plan and
has the following rules and restrictions;
- Free websites may be deleted or removed for any
reason and without notice;
- are frequently purged if they are left un-used for a
period of 27 days, a member account must activity log into the website
at least 1 once every 20 days;
- are not allowed to place 3rd party advertisements on
any page of their Free website, placing of advertisements is a premium
plan only feature.
- Website Traffic Allowance - Each website plan
includes a client set traffic limit in the form of GIGABYTES (GB)
transferred over a 30 day period.
In the event website traffic is exceeded outside of the plan allowance the
Client the clients management tools will be disabled until; (1). the client
changes their plan to include a higher monthly transfer limit, or (2). the
clients website usage drops below the transfer limit. In any event the
transfer limit is exceeded 2 consecutive months, then clients website may be
completely disabled or deleted without further notice. Plans that advertise
unlimited transfer are limited to preset tranfer limits that are evaluated
for limit increases on an as needed basis. Spruz reserves the right to
revoke the unlimited usage plans to customers we feel abuse the traffic or
have enterprise service needs.
- Data Storage and Usage - As your service provider we
guarantee your website and the data used to display within your website will
be available to you and your website visitors 24 hours a day, 365 days out
of the year. Your website service includes automated backups of your website
in the event of a major platform wide error or crash. Your website data is
subject to purging based on age. While we understand the importance of the
data your website may build over time through you and your members
contributions, some old data may be purged based on age to maintain the
highest levels of performance. The data purge parameters are as follows:
Members accounts that are inactive for over 1 year (1 Year since their last
website login) are removed along with any associated data that member
uploaded or added to a Clients website. Forum, Discussion, Comments,
Ratings, Blogs and Events that were published 1 year or older is subject to
purging. Website Pages, Wiki Pages, Downloads, Chat Rooms, and elements that
make up a website or feature are except from purging. Your plan price is
based on this criteria so we can provide cost effective pricing options for
our clients. You agree to take full responsibility for files and data transferred,
and to maintain all appropriate backup of files and data stored on our servers.
We will not be responsible for any data loss from your account.
- Standard Support Provided - The service provider will
make best effort to ensure client issues or problems are addressed in a
prompt and efficient manner (1 to 2 business days). However it is the
clients responsibility to notify the service provider of issues or problems
that prevent the client from properly using or accessing their service.
Primary support is via support ticket/support requests (The provider does
not offer Phone, Live Chat or other types of support as part of upgrade
plans, these services can be purchased separately.). The provider does not
provide support for custom html, scripting, design, or using our integrated
tools and features outside their original design or purpose. Live Chat
Support is provided to help guild clients to help and support resources or
to answer questions about basic solution functionality and/or features.
- Payments for Premium Plans - All service payments are due before
service is rendered and are reoccurring until canceled unless specified
otherwise. The Client is granted a 10 day grace period from the date of
each billing period. At the end of the grace period if payment is not
received, the Provider reserves the right to terminate the Client services.
We require a verifiable payment method linked to the website owner account
to maintain service.
- Mature Content Plan - If you are operating a website
that publishes content that is mature in nature; your website will
fall into this category if you have any form of nudity (non-pornographic) or
if it could be classified as an NC-17 rated site and is not appropriate for
minors. You will be subject to subscription to our Adult Premium plan. Sites that have sexually
explicit content are not permitted.
- Service/Hosting Pricing - We guarantee plan pricing for the life
of the current upgrade, provided the Client maintains the plan prior to
any price changes. In the event of non-payment, cancelation, or plan changes
the Client will be subject to any new pricing if applies. In the event of
plan discounts, promotions, or price changes the Client may elect to take
advantage of these changes by returning to the upgrade plan page and placing
a replacement plan order. At not time are plan discounts, promotions, or
price changes automatically applied to a clients current plan.
- Money Back Guarantee - At anytime within 7 days of your
original website upgrade you can request a full refund of your service plan
fees via support ticket.
Refund request via phone or email will not be honored. Once a refund request
is made we will process a refund back to you in the amount of your full
payment, less domain name registration fees within 10 business days of your
original refund request. Once your refund request is processed, we reserve
the right to delete your website at anytime.
- Domain Registration - When the Client orders a domain as part
of a service plan. Spruz Inc. is the register name holder and Administrative
Contact for the domain. You may request a domain transfer at anytime
provided you have completed any contract term of service as stated at the
time of your service engagement and you have placed a cancel request on your
account. If you are paying monthly for your domain, you will be required to
pay for the full term of 1 year before the domain can be transferred to
another provider or service. For domain services such as transferring a domain, or updating DNS
information the Client shall enter a support ticket stating the need for
the change and completing the cancelation process. At no time will a domain
be transferred to the Client within 90 days of the original registration
date. If the Clients account has already been canceled the Client can
email domains@spruz.com for
assistance.
- Proprietary Rights in Content on Spruz
provide website.
- Spruz does not have any ownership rights in the text,
files, images, photos, video, sounds, musical works, works of
authorship, or any other materials that is submitted, uploaded or
posted by any member, user or visitor of Spruz Services.
After posting you continue to maintain all ownership rights in such
Content, and you continue to have the right to use your Content in any
way you choose. By displaying or publishing ("posting") any Content on
or through the Spruz Services, you hereby grant to
the Provider a limited license to use, modify, publicly perform, publicly
display, reproduce, and distribute such Content through the Provider Services.
- You represent and warrant that: (i) you own the content sent by you
on or through the Spruz Services or otherwise have the right
to grant the license set forth in this section, and (ii) the posting of
your Content on or through the Spruz Services does not
violate the privacy rights, publicity rights, copyrights, contract
rights or any other rights of any person. You agree to pay for all
royalties, fees, and any other monies owing any person by reason of any
Content posted by you to or through the Spruz Services.
- The Spruz Services contain Content of Spruz
("Spruz Content"). Spruz Content is protected by
copyright, trademark, patent, trade secret and other laws, and Spruz owns and retains all rights in the Spruz Content and
the Spruz Services. Spruz hereby grants you a
limited, revocable, license to reproduce and display the Spruz Content (excluding any software code) solely for your personal
use in connection with viewing the Spruz Website and using
the Spruz Services.
- The Spruz Services contain Content of Users and
other Spruz licensors. Except for Content posted by you, you
may not copy, modify, translate, publish, broadcast, transmit,
distribute, perform, display, or sell any Content appearing on or
through the Spruz Services.
- Content Posted.
- Spruz may delete any Content that in the sole judgment
of Spruz violates this Agreement or which may be offensive,
illegal or violate the rights, harm, or threaten the safety of any
person. Spruz Inc. assumes no responsibility for monitoring the Spruz Services for inappropriate Content or conduct.
- You are solely responsible for the Content that you post to or on
any of the Spruz Services. Spruz does not
endorse and has no control over the Content. Content is not necessarily
reviewed by Spruz prior to posting and does not necessarily
reflect the opinions or policies of Spruz. Spruz
makes no warranties, express or implied, as to the Content or to the
accuracy and reliability of the Content or any material or information
that you transmit to other Members.
- Theme and other site related purchases through Spruz Inc.
.
- Purchases of any themes, modules or widgets through Spruz Inc.
services maybe used on 1 website per purchase. Example: Themes purchased
through the Theme Library may only be used on the website it was purchased
for. Purchased themes may not be shared or redistributed.
- Copyright Policy. You may not post, modify, distribute,
or reproduce in any way any copyrighted material, trademarks, or other
proprietary information belonging to Spruz, members or posted
Spruz hosted sites without obtaining the prior written consent
of the owner of such proprietary rights. It is the policy of Spruz to terminate access privileges of any one who repeatedly infringes
the copyright rights of others upon receipt of proper notification to The
Provider by the copyright owner or the copyright owner's legal agent.
- Content/Activity Prohibited. The following is a partial
list of the kind of Content that is illegal or prohibited to post on or
through the Spruz Services. Spruz reserves the right
to investigate and take appropriate legal action against anyone submitting,
posting, linking or in any way displays prohibited content on Spruz
Services.
-
Restricted/Prohibited Content:
- Harasses or advocates harassment of another person;
- is patently offensive and promotes racism, bigotry, hatred or
physical harm of any kind against any group or individual;
- exploits people in a sexual or violent manner;
- contains pornography, violence, or offensive subject matter or contains a
link to an adult website;
- promotes information that you know is false or misleading or
promotes illegal activities or conduct that is abusive, threatening,
obscene, defamatory or libelous;
- promotes an illegal or unauthorized copy of another person's
copyrighted work, such as providing pirated computer programs or links
to them, providing information to circumvent manufacture-installed
copy-protect devices, or providing pirated music or links to pirated
music files;
- involves the transmission of "junk mail," "chain letters," or
unsolicited mass mailing, instant messaging, "spimming," or "spamming";
- furthers or promotes any criminal activity or enterprise or provides
instructional information about illegal activities including, but not
limited to making or buying illegal weapons, violating someone's
privacy, or providing or creating computer viruses;
- peer to peer file sharing;
The following is a partial list of the kind of activity that is illegal
or prohibited on the Spruz Website and through your use of the
Spruz Services. Spruz reserves the right to
investigate and take appropriate legal action against anyone who, in Spruz 's sole discretion, violates this provision, including without
limitation, reporting you to law enforcement authorities. Prohibited
activity includes, but is not limited to:
- criminal activity, including child pornography, fraud, trafficking
in obscene material, drug dealing, gambling, harassment, stalking,
spamming, spimming, sending of viruses or other harmful files, copyright
infringement, patent infringement, or theft of trade secrets;
- any automated use of the system, such as using scripts to post
comments or messages;
- attempting to impersonate another Member or person;
- interfering with, disrupting, or creating an undue burden on the
Spruz Services or the networks or services connected to the
Spruz Services;
- using the account, username, or password of another Member at any
time or disclosing your password to any third party or permitting any
third party to access your account;
- selling or otherwise transferring your web services;
- using any information obtained from the Spruz Services
in order to harass, abuse, or harm another person;
-
Termination - The Provider may
terminate the Client services without notice in the event of any violation
of this agreement, a Client chargeback, or the Client fails to make
timely payment for services. Upon termination the Provider may delete,
remove, or destroy the Clients web services without further notice. If the
Client is terminated for breaking terms of this agreement the Client may
not be entitled to refund of any form. In the event the Client fails to
cancel and a new billing term is due the Client will still owe for the
full term due. In the event the Clients service was canceled for
non-payment then upon payment the Clients service will receive an account
credit for the remaining time going forward from the date of payment. This
credit may be used towards a new service plan of the Clients choice.
-
Cancelations and Refund Policies - The Client may terminate their services at anytime
provided 7 day notice before the Clients next billing cycle. Cancelations are only
accepted via a support ticket. Upon cancelation
the Client will be required to confirm the cancelation, upon confirmation
a website cancel request will be entered to terminate the clients service at
the end of their billing cycle, however at time of cancelation the Client
may request immediate termination and have a prorated credit for unused
service time to be applied to their account. The Provider has a No Refund
policy, the provider is not required to offer the Client with any type of
cash, credit or other refund for unused service at time of cancelation.
Account credit balances and/or donations collected using our website
donation feature are non-refundable and may only be used towards future
services (Hosting, Design, Themes, Etc).
- Notices - The Provider will make best effort to contact the
Client where service termination is possible and will allow 3 business
days to cure the termination. The Client is responsible to maintain good
email, phone, and address for contact by the Provider.
- Limitation on Liability. IN NO EVENT SHALL THE Provider
BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT
DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF THE Provider HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE
CONTRARY CONTAINED HEREIN, THE PROVIDERS LIABILITY TO YOU FOR ANY CAUSE
WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE
LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE Provider FOR THE THE
Provider SERVICES DURING THE TERM OF MEMBERSHIP.
- Indemnity. You agree to indemnify and hold Spruz Inc,
its subsidiaries, and affiliates, and their respective officers, agents,
partners and employees, harmless from any loss, liability, claim, or demand,
including reasonable attorneys' fees, made by any third party due to or
arising out of your use of the Spruz Services in
violation of this Agreement and/or arising from a breach of this Agreement
and/or any breach of your representations and warranties set forth above
and/or if any Content that you post on the Spruz Website
or through the Spruz Services causes Spruz
to be liable to another.
- Other. This Agreement is accepted upon your use of the Spruz
Website or any of the Spruz Services and is further
affirmed by you becoming a Member. This Agreement constitutes the entire
agreement between you and Spruz regarding the use of the Spruz
Services. The failure of Spruz to exercise or enforce
any right or provision of this Agreement shall not operate as a waiver of
such right or provision. The section titles in this Agreement are for
convenience only and have no legal or contractual effect. Spruz
is a trademark of The Provider. This Agreement operates to the fullest extent
permissible by law. If any provision of this Agreement is unlawful, void or
unenforceable, that provision is deemed severable from this Agreement and
does not affect the validity and enforceability of any remaining provisions.
- Payment Processing. All payment processing is handled and managed by
Spruz Inc. questions about payments can be answered by calling 865-566-0251
This agreement was at registration and during the premium service order
process. It is the Clients responsibility to print this agreement for their
records. A email of this agreement can be requested by the Client by
emailing agreements@spruz.com.