Hosting services terms and conditions contents

1. Definitions: definitions.
2. Term: commencement of term; end of term (indefinite); each services order form creates distinct contract.
3. Hosting Services: creation of hosting services account; grant of right to use hosting services; limitations on use of hosting services account; prohibitions on the use of the hosting services account; prevention of unauthorised access to hosting services account; no administrative access to hosting platform; availability of hosting services and SLA ; hosting services acceptable use policy; no access to hosting platform code; suspension of hosting services.
4. Customer obligations: general second party obligations; access to computer systems.
5. Hosted Data: licence of hosted data; warranties relating to hosted data; right to edit or delete hosted data; back-up of hosted data; restoration of hosted data; Customer responsibility for hosted data back-ups; hosted data upon termination.
6. No assignment of Intellectual Property Rights: no assignments of intellectual property rights.
7. Charges: obligation to pay charges; amounts inclusive or exclusive of GST; variation of charges.
8. Payments: issue of invoices; time for payment of charges following invoice; payment methods; interest on late payments; interest on late payments.
9. Confidentiality obligations: first party confidentiality undertaking; second party confidentiality undertaking; disclosure of confidential information to certain persons; exceptions to confidentiality obligations; disclosures of confidential information mandated by law etc; parties to stop using confidential information upon termination; parties to return or destroy confidential information following termination; confidentiality obligations after termination.
10. Data protection: compliance with data protection laws; warranty of Customer’s right to disclose personal data (GDPR); details of personal data and purposes of processing by the Host (GDPR); duration of personal data processing by Host (GDPR); personal data processed by Host on instructions (GDPR); informing Customer of illegal instructions (GDPR); personal data processed by Host as required by law (GDPR); confidentiality obligations on Host persons processing personal data (GDPR); security of personal data processed by Host (GDPR); appointment of sub-processor by Host (GDPR); authorisation for Host to appoint sub-processors (GDPR); Host to assist with exercise of data subject rights (GDPR); Host to assist with compliance (GDPR); obligation to notify Customer of personal data breach (GDPR); Host to provide data protection compliance information (GDPR); deletion of personal data by Host (GDPR); Host to allow audit (GDPR); changes to data protection law.
11. Warranties: standard of hosting services; first party general warranties; second party warranty of authority; exclusion of implied warranties and representations.
12. Indemnities: indemnity upon breach: any provision or specified provisions (with definition); conditions upon first party indemnity; indemnity upon breach: any provision or specified provisions (with definition); conditions upon second party indemnity; limitations of liability vs indemnities.
13. Limitations and exclusions of liability: caveats to limits of liability; interpretation of limits of liability; no liability for force majeure; no liability for loss of profits; no liability for loss of revenue; no liability for loss of use; no liability for loss of opportunities; no liability for loss of data or software (subject to back-up obligations); no liability for consequential loss; per event liability cap upon services contract; aggregate liability cap upon services contract.
14. Force Majeure Event: obligations suspended for force majeure; force majeure notification and information; mitigation of effects of force majeure.
15. Termination: termination without cause (optionally assymetric); termination by either party without cause; termination upon breach; termination upon insolvency; termination upon non-payment; rights of termination supplemental or exclusive.
16. Effects of termination: surviving provisions upon termination; termination does not affect accrued rights; charges on termination of contract (hosting services).
17. Notices: methods and deemed receipt of contractual notices; first party contact details for contractual notices; substitute contact details for notices.
18. Subcontracting: no subcontracting without consent; subcontracting permitted; first party responsible for subcontracted obligations.
19. Assignment: assignment by first party; assignment by second party.
20. No waivers: no unwritten waivers of breach; no continuing waiver.
21. Severability: severability of whole; severability of parts.
22. Third party rights: third party rights: benefit; third party rights: exercise of rights.
23. Variation: variation only in accordance with section; variation by signed written agreement; variation on first party’s notice.
24. Entire agreement: entire agreement: documents; no mispresentation; section subject to caveats to limits of liablity.
25. Law and jurisdiction: governing law; jurisdiction.
26. Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.

Schedule 1 (Acceptable Use Policy)

1. Introduction: definitions for acceptable use policy for hosting services; parties to acceptable use policy; agreement to policy by using services; express agreement to policy.
2. General usage rules: no damaging use of services; no unlawful use of services; content must comply with provisions of part.
3. Unlawful Content: no unlawful user content: general prohibition; no unlawful user content: specific prohibitions; previous complaints and user content.
4. Graphic material: age suitability of user content; no violence in user content; no pornographic user content.
5. Marketing and spam: prohibition on marketing activities; no spam in user content; sending spam using email addresses; no promotion of marketing schemes; avoidance of IP blacklisting.
6. Regulated businesses: no gambling-related activities; no pharmaceutical activities; no weapon-related activities.
7. Monitoring: acknowledgement relating to monitoring.
8. Data mining: no data mining.
9. Harmful software: no harmful software; no risky software.

Schedule 2 (Availability SLA)

1. Introduction to availability SLA: purpose of hosting services availability SLA; informal definition of uptime.
2. Availability: uptime commitment; measurement of uptime; reporting of uptime measurements.
3. Service credits: earning service credits; amount of service credits; application of service credits; service credits are sole remedy; service credits upon termination.
4. Exceptions: list of exceptions to availablity commitment.