- AGREE TO PERFORM AND PAY
TULIX agrees to perform services defined in the Attached Proposal, and CUSTOMER agrees to pay the fees for the services in the sums described in the Attached Proposal for the TERM of the Agreement.
- TERM OF AGREEMENT
The TERM of this Agreement shall be effective for the TERM specified in the contract unless terminated earlier as provided herein. This Agreement shall automatically renew itself for additional terms equal to the length of the original TERM, unless either party gives the other written notice of its desire not to renew at least: thirty (30) days prior to the expiration of the initial or any subsequent terms for a one (1) year contract; 60 days prior to the expiration of the initial or any subsequent terms for a two (2) year contract; and ninety (90) days prior to the expiration of the initial or any subsequent terms for a three (3) year contract. CUSTOMER is responsible for full and total payment of TERM regardless of early termination of services.
- ENTIRE AGREEMENT
The Terms and Conditions contained in this Agreement supersede all prior oral or written understandings between the parties and constitute the entire agreement between them concerning the subject matter of this Agreement and shall not be contradicted, explained or supplemented by any course of dealing between TULIX or any of its affiliates and CUSTOMER or any of its affiliates. There are no understandings or representations, express or implied, not expressly set forth in this Agreement. This Agreement shall not be modified or amended except in writing signed by the parties.
- PROVIDED INFORMATION
All materials delivered to TULIX by CUSTOMER ("CUSTOMER's Material") shall remain the property of CUSTOMER, and TULIX shall not have the right to use the CUSTOMER's Material except in performing the Development Services for CUSTOMER. The CUSTOMER warrants that all information and any other material provided to TULIX is owned by the CUSTOMER. All Work Product except for the CUSTOMER's Material shall be the sole property of TULIX, and TULIX reserves all rights in the Work Product, subject to the above license.
- CORE MODULES
TULIX uses core modules of software code to build Programming Code and does not grant CUSTOMER resale or licensing rights to the Programming Code. All Work Product is subject to intellectual property rights reserved by TULIX and/or others as designated by TULIX, and may not be further licensed or transferred to others by CUSTOMER.
- PRICE VARIANCE
TULIX's price is subject to a variance of fifteen percent (15%) due to the interactive nature of creative, technical, and other development work for fixed-price, fixed-hour quote, or other estimated pricing. Costs for equipment may change due to market conditions and TULIX agrees to promptly provide CUSTOMER notice of any such price changes. Unless noted otherwise, fixed-price estimates are subject to change by TULIX if the requirements of the services to be performed change during the project based upon TULIX's understanding.
- RENEWAL OF HOSTING SERVICES
CUSTOMER will contact TULIX concerning renewal as specified in paragraph 2 above. Services will continue to be provided at a rate of one hundred twenty-five percent (125%) of contracted price for each month past the TERM of the Agreement until the Services are cancelled or written Agreement renewed for a subsequent term. If CUSTOMER has made modifications to the Work Product itself or with another vendor, TULIX may, at its own discretion, decline renewal.
CUSTOMER is responsible for full payment of TERM regardless of early termination. If TULIX is in material breach of this Agreement, CUSTOMER may cancel this Agreement at the time of breach by giving written notice to cancel services to TULIX. At that time TULIX, at its sole discretion, based on value of work delivered and provisions of costs already undertaken made in expectation of services delivery, will determine the cancellation fee to be paid by CUSTOMER. CUSTOMER agrees to pay upon receipt of invoice from TULIX such fees. After all invoices are paid, TULIX will transfer any remaining Work Product to CUSTOMER within fifteen (15) business days. TULIX may cancel this Agreement anytime during the TERM of the Agreement by giving written notice to cancel services to CUSTOMER. TULIX at its sole discretion will remit an appropriate amount, if any, of pre-paid fees.
- DOMAIN NAME FEES
Domain name registration, maintenance, or any other fees associated with or imposed upon TULIX for Internet domain name registration are not included by the Attached Proposal as they are incurred directly from the Domain Registrar. CUSTOMER agrees to pay Domain Registration Fees promptly upon receipt of invoice for such sums.
- UNAUTHORIZED ACCESS
CUSTOMER specifically agrees not to make any attempt to gain unauthorized access to any other systems or networks. CUSTOMER is responsible for the security of his Work Product. TULIX is not responsible for any unauthorized access to the Work Product including but not limited to hacker attacks, vandalism, corruption of information, theft of information, or any other manipulation or any resultant damages, real or immaterial, incurred thereof.
- DATA INTEGRITY AND ACCURACY
CUSTOMER understands that the information available through TULIX or interconnecting networks may not be accurate. CUSTOMER understands that inter-networking systems and data are not secure and may be subject to interception or loss. TULIX MAKES NO WARRANTIES OF ANY KIND, EITHER EXPRESSED, IMPLIED, OR STATUTORY CONCERNING THE SECURITY OR INTEGRITY OF DATA OR INFORMATION AVAILABLE THROUGH THE TULIX NETWORK.
- IP ADDRESS USE
Upon expiration, cancellation, or termination of the Agreement, CUSTOMER shall relinquish any IP addresses or address blocks assigned to CUSTOMER by TULIX.
- COMPLIANCE WITH THE LAW
CUSTOMER agrees to comply with all international, federal, state and local laws ("governing law"). In addition, CUSTOMER agrees to comply with governing law as it relates to content and the practice of content distribution thereof. TULIX reserves the right to remove objectionable content on CUSTOMER's Work Product or any account on TULIX's servers, routers and any other equipment at TULIX's sole discretion. CUSTOMER shall not use or permit CUSTOMER end users to use provided services in ways that violate laws, infringe the rights of others or interfere with users of TULIX's network or other networks. For example, CUSTOMER shall not propagate computer worms or viruses; use a false identity; attempt to gain unauthorized entry to any site or network; distribute child pornography, obscenity or defamatory material over the Internet; or infringe copyrights, trademarks or other intellectual property rights. CUSTOMER further agrees to comply with U.S. export laws concerning the transmission of technical data and other regulated materials via the services provided.
- REPRESENTATIONS AND WARRANTIES
TULIX warrants that it is authorized to enter into this Agreement and grant the rights as set forth herein. CUSTOMER represents that it has the authority to enter into this Agreement and is not by law or agreement with others prohibited from entering into this Agreement. OTHERWISE, CUSTOMER AND TULIX DO NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, AGAINST INFRINGEMENT AND OF FITNESS FOR A PARTICULAR PURPOSE.
CUSTOMER and TULIX acknowledge that the other party may disclose to it ("Recipient") certain Proprietary Material in the performance of this Agreement. Recipient agrees: (i) to hold the Proprietary Material in strict confidence, (ii) not to use the Proprietary Material other than for the performance of this Agreement, and (iii) to disclose the Proprietary Material only to full-time employees of Recipient requiring such material for performance of the Services in accordance with this Agreement and who have undertaken an obligation of confidentiality and limitation of use consistent with this Agreement. "Trade Secrets" means information of Recipient that is a trade secret under applicable law. "Confidential Information" means confidential or proprietary information of value to CUSTOMER or TULIX other than Trade Secrets. "Proprietary Material" means Trade Secrets and Confidential Information. This obligation will continue during the TERM and for three (3) years thereafter for Confidential Information and for Trade Secrets as long as they are Trade Secrets under applicable law.
TULIX grants CUSTOMER permission to utilize, and CUSTOMER agrees to maintain and display, certain TULIX-designated trademarks and symbols in CUSTOMER's Work Product in the form placed by TULIX pursuant to the Services. CUSTOMER grants permission to allow TULIX to include it in customer lists and other marketing purposes.
- LIMITATION OF LIABILITY
IN NO EVENT SHALL TULIX OR CUSTOMER (NOR THEIR SUPPLIERS OR CUSTOMERS) BE LIABLE TO THE OTHER PARTY OR ANYONE ELSE FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES RESULTING FROM THE LOSS OF USE, DATA, OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF THIS AGREEMENT OR ANY OBLIGATION RESULTING THEREFROM OR THE USE OF ANY SERVICE EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TULIX's ENTIRE LIABILITY FOR ANY CLAIM, LOSS, DAMAGE OR EXPENSE FROM ANY CAUSE WHATSOEVER, WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, SHALL BE LIMITED TO DIRECT, PROVEN DAMAGES IN AN AMOUNT NOT TO EXCEED THE SUMS PAID BY CUSTOMER TO TULIX HEREUNDER, IN AGGREGATE FOR ALL SUCH CLAIMS.
- BILLING POLICIES
TULIX shall bill and CUSTOMER shall pay for the Services from CUSTOMER in accordance with TULIX's standard practices. The full amount due to TULIX shall be payable upon receipt of the TULIX invoice. TULIX reserves the right to review, modify, approve, and/or reject for any reason any or all CUSTOMER's proposals, contracts and orders for Services. CUSTOMER agrees to pay TULIX the fees for the Services provided to CUSTOMER during the TERM. CUSTOMER shall pay to TULIX any reasonable out-of-pocket expenses it incurs in connection with its performance of this Agreement. CUSTOMER agrees to pay interest on all past due sums at the rate of the lesser of one percent (1%) and one-half percent (1.5%) per month (12% and 18% per annum, respectively) or the maximum legal rate. All sums described herein and due to TULIX hereunder shall be paid in U.S. dollars. Taxes, surcharges, and/or shipping, and other applicable governmental charges are additional costs that will be charged to CUSTOMER in addition to charges stated in the Attached Proposal. CUSTOMER is responsible for payment of all usage based surcharges that are applied to its account.
- SEVERABILITY AND SAVINGS
If any paragraph, or clause thereof, of these Terms and Conditions shall be held to be invalid or unenforceable in any jurisdiction in which these terms and conditions apply, then the meaning of such paragraph or clause shall be construed so as to render it enforceable to the extent feasible; and if no feasible interpretation would save such paragraph or clause, it shall be severed from these terms and conditions and the remainder shall remain in full force and effect, unless leaving the remainder in full force and effect would make the Agreement unjust.
A waiver of a breach or default under this Agreement shall not be a waiver of any subsequent default. Failure of either party to enforce compliance with any TERM or Condition of this Agreement shall not constitute a waiver of such term or condition.
Any request or other communication shall be deemed sufficiently given to the addressee and any delivery hereunder deemed made when sent by certified mail addressed to CUSTOMER at its office specified in this Agreement or to TULIX at the appropriate address specified in this Agreement. Each party to this Agreement may change an address by relaying it through written notice to the other party. All notices under this Agreement shall be in writing and shall be given in person, by certified or registered mail or by overnight courier, addressed to CUSTOMER at the address set forth in this Agreement or to such other address as either party may designate by notice pursuant hereto.
Except as otherwise provided within this Agreement, neither party may transfer or assign this Agreement without prior written consent of the other party. TULIX and CUSTOMER may only assign this Agreement to its parent, an affiliate, or any successor in interest or pursuant to a merger, sale, or reorganization. Neither party shall be held responsible for any delay or failure in performance to the extent that such delay or failure is caused by circumstances beyond its control, except for CUSTOMER's obligations to pay sums due hereunder.
- INDEPENDENT CONTRACTOR
The relationship between TULIX and CUSTOMER under this Agreement shall be and shall at all times remain one of independent contractors.
- SURVIVABILITY OF AGREEMENT
Sections 15, 16, 21, 22, 23, 24, 27, 30, and 33 of these Standard Terms and Conditions shall survive the termination, cancellation, or expiration of this Agreement.
No course of dealing, course of performance, or failure of either party strictly to enforce any term, right, or condition of this Agreement shall be construed as a waiver of any term, right, or condition.
Georgia State Law, excluding its choice of law provisions, shall govern the construction, interpretation and performance of this Agreement.
All headings contained in this Agreement are inserted for convenience only and are not intended to affect the meaning or interpretation of this Agreement or any clause.
- LIMITATION DUE TO INTERNATIONAL SECURITY
TULIX can only provide security services and encryption as allowed by the Federal government of the United States to foreign countries. Any limitation incurred by any governing bodies of the United States, treaties made on her behalf, or other regulatory agencies domestic or international shall not be construed as failure to perform.
CUSTOMER and TULIX warrant that neither CUSTOMER will hire current or future employees from each other during and for twelve (12) months after the TERM of this Agreement unless both parties agree in writing.
- TRAVEL-RELATED EXPENSES
Unless travel related expenses are agreed to be included, they are separate and paid for by CUSTOMER at business-quality rates and facilities, plus meals and incidentals per person ordinary to the location of travel. Air travel is at business or coach class, on non-stop flights wherever possible.
- THIRD-PARTY SOFTWARE
If CUSTOMER purchases optional functionality that involves the acquisition of third-party software through TULIX, CUSTOMER agrees to sign any required third-party license agreements prior to delivery of the third-party software. If TULIX installs third-party software for CUSTOMER and acceptance of license terms is effected electronically, CUSTOMER authorizes TULIX to accept third-party license terms on CUSTOMER's behalf. In the event TULIX makes any software available to CUSTOMER in connection with TULIX services, CUSTOMER acknowledges and agrees that title to such software remains with TULIX and TULIX's third-party providers, if any, that the content and design of such software are valuable trade secrets and that CUSTOMER may use such software only for purposes of TULIX services. CUSTOMER agrees not to:
(a) copy or duplicate such software;
(b) reverse engineer, decompile or disassemble such software;
(c) make derivative works from such software; or
(d) modify such software.
In connection with the this Agreement, if any lawsuit, claim, or proceeding is filed or if any fine or penalty is assessed against TULIX that allegedly arises out of CUSTOMER's act or omission, CUSTOMER shall indemnify and hold harmless TULIX against liability for damages, reasonable expenses, and legal fees incurred in the investigation and defense of any action, except to the extent or degree that TULIX was liable as a result of:
TULIX shall give CUSTOMER, within twenty (20) business days, immediate written notice of any action and shall fully cooperate with CUSTOMER. If TULIX fails to do so, CUSTOMER's obligation to indemnify TULIX shall not apply. CUSTOMER shall have the right regarding such an action to assume or associate itself in the defense of the action.
- Having caused or contributed to CUSTOMER's act or omission, or
- Having assumed any liability, incurred any expense, or made any payment in compromise or settlement of the action, without CUSTOMER's prior written consent.
You may not use the Service to host a site that is advertised in SPAM (a spamvertized site), even if you yourself are not engaged in spamming.
Additional Terms and Conditions
Tulix Systems, Inc. ("The Company") agrees to furnish services to the Customer ("Subscriber"), subject to the following TOS (Terms of Service).
IMPORTANT NOTICE: *All Payments To Tulix Systems, Inc. Are Non-Refundable*
Use of Tulix Systems' Services constitutes acceptance and agreement to Tulix Systems' AUP (Acceptable Use Policy) as well as Tulix Systems' TOS (Terms of Service).
All provisions of this contract are subject to the Company's TOS (Terms of Service) of Tulix Systems.com and AUP (Acceptable Use Policy). The AUP may be changed from time to time at the discretion of the Company. Subscriber understands that change to the AUP by the Company shall not be grounds for early contract termination or non-payment.
This Agreement shall be construed in all respects in accordance with the laws of the state of Georgia, applicable to contracts enforceable in that state. Venue will be Fulton County, Georgia.
1. Disclosure to Law Enforcement: The AUP specifically prohibits the use of our service for illegal activities. Therefore, Subscriber agrees that the Company may disclose any and all subscriber information including assigned IP numbers, account history, account use, etc. to any law enforcement agent who makes a written request without further consent or notification to the Subscriber. In addition Tulix Systems shall have the right to terminate all service set forth in this Agreement.
2. Service Rates: Subscriber acknowledges that the nature of the service furnished and the initial rates and charges have been communicated to Subscriber. Subscriber is aware that the Company may prospectively change the specified rates and charges from time to time. The promotional offer is contingent upon Company achieving and maintaining its cost of service goals including but not limited to rates charged to company by its suppliers.
3. Payment: Establishment of service is dependent upon receipt by the Company of payment of stated charges. Subsequent payments are due in advance on the anniversary date of the month for that month's service.
4. Payments and Fees: Credit cards or Checks that are declined for any reason are subject to a $35.00 declination fee. Service may be interrupted on accounts that reach 10 days past due. Service interruption for nonpayment is subject to a $500 reconnect charge. Accounts not paid by due date are subject to a 25% late fee with a minimum of $15.00. Accounts that are not collectable by Tulix Systems may be turned over to an outside collection agency for collection. If account is turned over for collection, you agree to pay the company a "Processing and Collection" Fee of not less than $150 but not more than $250. If you desire to cancel your account, please follow cancellation procedures as outlined in this TOS.
5. Refund and Disputes: All payments to Tulix Systems are nonrefundable. This includes the one time setup fee and subsequent charges regardless of usage. All overcharges or billing disputes must be reported within 60 days of the time the dispute occurred. If you dispute a charge to your credit card issuer that, in Tulix Systems' sole discretion is a valid charge under the provisions of the TOS and /or AUP, you agree to pay Tulix Systems an "Administrative Fee" of not less than $50 and not more than $150.
6. Failure to Pay: The Company may temporarily deny service or terminate this Agreement upon the failure of Subscriber to pay charges when due. Such termination or denial will not relieve Subscriber of responsibility for the payment of all accrued charges, penalties, and fees.
7. Account Cancellation: Notices of cancellation must be received in writing no less than 30 days prior to cancellation date and are subject to the terms of the Contract/Agreement. Send written notices to:
Tulix Systems preferred method of cancellation is via the members ticketing section of your account. Please log into the members section at https://billing.etulix.com and request to have your server cancelled by submitting a help desk ticket with sufficient details to the customer service department requesting cancellation. You must have all account information to cancel.
Tulix Systems, Inc.
55 Marietta Street Suite 1725
Atlanta, GA, 30303 USA
8.Subscriber acknowledges that the service provided is of such a nature that service can be interrupted for many reasons other than the negligence of the company and that damages resulting from any interruption of service are difficult to ascertain. Therefore, subscriber agrees that the company shall not be liable for any damages arising from such causes beyond the direct and exclusive control of the company. Subscriber further acknowledges that the company's liability for its own negligence may not in any event exceed an amount equivalent to charges payable by subscriber for 30 days of services during the period damages occurred. In no event shall the company be liable for any special or consequential damages, loss or injury.
9. New Domain Accounts: All new webhosting accounts involving new domains will be set up and entered into our name servers within 3 to 5 business days. Due to unforeseen complications, however, this process may sometimes require up to 7 business days. Once entered into our name servers, domain propagation usually takes 2 to 5 business days.
10. Transfer of Domains: New webhosting accounts which involve the transfer of a domain from another provider to Tulix Systems.com will require a minimum of seven (7) days to be set up and entered into our DNS servers. In some cases, such transfers may take up to sixty (60) days. Due to the unpredictable nature of the transfer process, no guarantees are made regarding the amount of time a specific transfer may take. If the customer cancels service during the transfer period for any reason, all charges are considered earned.
11. Support Boundaries: Tulix Systems provides 24 x 7 technical support to our subscribers (except for some holidays and extenuating circumstances.) We limit our technical support to our area of expertise, via our support system only. Support via telephone is not available at this time. The following is our guidelines when providing support: Tulix Systems provides support related to the physical functioning of your server or virtual site. Tulix Systems does not offer tech support for application specific issues such as cgi programming, html, or any other such issue. Actual support definitions are based on the level of support service defined in the Subscriber's specific management plan. Customers of Tulix Systems must read the Service Level Agreement (SLA) associated with their management plan to determine the support details. We encourage you to visit our forums, frequently asked questions (FAQ) section, or use our trouble ticket system to resolve issues. Lastly, the Help files in the program you are using may have the answer to your question so please do investigate these resources before utilizing tech support. Support charges may apply.
12. SPAM and Unsolicited Commercial Email (UCE): Tulix Systems takes a zero tolerance approach to the sending of Unsolicited Commercial Email (UCE) or SPAM over our network. Very simply this means that customers of Tulix Systems may not use or permit others to use our network to transact in UCE. Customers of Tulix Systems may not host, or permit hosting of, sites or information that is advertised by UCE from other networks. In addition, it is not acceptable to transmit bulk email through remote SOCKS, HTTP or other similar proxies who in turn make a SMTP (TCP port 25) connection to the destination mail servers. This technique may result in account suspension or termination. Violations of this policy carry severe penalties, including termination of service. In order to prevent unnecessary blacklisting due to spam we reserve the right to occasionally sample bulk email being sent from servers.
a. Violation of Tulix Systems' SPAM policy will result in severe penalties. Upon notification of an alleged violation of our SPAM policy, Tulix Systems will initiate an immediate investigation (within 48 hours of notification). During the investigation, Tulix Systems may restrict customer access to the network to prevent further violations. If a customer is found to be in violation of our SPAM policy, Tulix Systems may, at its sole discretion, restrict, suspend or terminate customer's account. Further, Tulix Systems reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated policy violation. Tulix Systems will notify law enforcement officials if the violation is believed to be a criminal offense.
b. First violations of this policy will result in an "Administrative Fee" of $250 per each culprit IP, and your account will be reviewed for possible immediate termination. A second violation will result in an "Administrative Fee" of $500 and immediate termination of your account. Users who violate this policy agree that in addition to these "Administrative" penalties, they will pay "Research Fees" not to exceed $195 per hour that Tulix Systems personnel must spend to investigate the matter. PLEASE, DO NOT SPAM from your account.
BEGINNING IMMEDIATELY, anyone hosting websites or services on their server that support spammers or cause any of our IP space to be listed in any of the various Spam Databases will have their server immediately removed from our network. The server will not be reconnected until such time that you agree to remove ANY and ALL traces of the offending material immediately upon reconnection and agree to allow us access to the server to confirm that all material has been COMPLETELY removed. Severe violations may result in immediate and permanent removal of the server from our network without notice to the customer. Any server guilty of a second violation WILL be immediately and permanently removed from our network without notice.
a. IP Address Ownership: If Tulix Systems assigns Customer an Internet Protocol address for Customer's use, the right to use that Internet Protocol address shall belong only to Tulix Systems, and Customer shall have no right to use that Internet Protocol address except as permitted by Tulix Systems in its sole discretion in connection with the Services, during the term of this Agreement. Tulix Systems shall maintain and control ownership of all Internet Protocol numbers and addresses that may be assigned to Customer by Tulix Systems and Tulix Systems reserves the right to change or remove any and all such Internet Protocol numbers and addresses, in its sole and absolute discretion. Our allocation of IP addresses is limited by ARIN's new policies. These new policies state that use of IP addresses for IP based virtual hosts will not be accepted as justification for new IP addresses. What this means to you is that you MUST use name-based hosting where possible. We will periodically review IP address usage, and if we find that clients are using IP addresses where name-based hosting could be used, we will revoke authorization to use those IP addresses that could be used with name-based hosting.
b. Bandwidth and Disk Usage: Customer agrees that bandwidth and disk usage shall not exceed the number of megabytes per month for the Services ordered by Customer on the Order Form (the "Agreed Usage"). Tulix Systems will monitor Customer's bandwidth and disk usage. Tulix Systems shall have the right to take corrective action if Customer's bandwidth or disk usage exceeds the Agreed Usage. Such corrective action may include the assessment of additional charges, disconnection or discontinuance of any and all Services, or termination of this Agreement, which actions may be taken is in Tulix Systems' sole and absolute discretion. If Tulix Systems takes any corrective action under this section, Customer shall not be entitled to a refund of any fees paid in advance prior to such action. In the event that a customer exceeds the included allocation, Tulix Systems may, at its sole discretion, collect a deposit, in an amount determined by Tulix Systems, against customer's credit card on file with Tulix Systems.
c. System and Network Security: Users are prohibited from violating or attempting to violate the security of the Tulix Systems Network. Violations of system or network security may result in civil or criminal liability. Tulix Systems will investigate occurrences, which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. These violations include, without limitation:
i. Accessing data not intended for such User or logging into a server or account, which such User is not authorized to access.
ii. Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.
iii. Attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, "flooding", "mail bombing" or "crashing".
iv. Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
v. Taking any action in order to obtain services to which such User is not entitled.
14. Notification of Violation:
a. Tulix Systems is under no duty to look at each customer's or user's activities to determine if a violation of the AUP has occurred. Nor do we assume any responsibility through our AUP to monitor or police Internet-related activities.
b. First violation: Any User, which Tulix Systems determines to have violated any element of this Acceptable Use Policy, shall receive an email, warning them of the violation. The service may be subject at Tulix Systems' discretion to a temporary suspension pending a User's agreement in writing, to refrain from any further violations.
c. Second Violation: Users that Tulix Systems determines to have committed a second violation of any element of this Acceptable Use Policy shall be subject to immediate suspension or termination of service without further notice.
d. We reserve the right, to drop the section of IP space involved in Spam or Denial-of-Service complaints if it is clear that the offending activity is causing great harm to parties on the Internet. In particular, if open relays are on your network or a customer's network, or if denial of service attacks are originating from your network. In certain rare cases, we may have to do this before attempting to contact you. If we do this, we will contact you as soon as is feasible.
15. Suspension of Service or Cancellation: Tulix Systems reserves the right to suspend network access to any customer if in the judgment of the Tulix Systems network administrators the customer's server is the source or target of the violation of any of the other terms of the AUP or for any other reason which Tulix Systems chooses. If inappropriate activity is detected, all accounts of the Customer in question will be deactivated until an investigation is complete. Prior notification to the Customer is not assured. In extreme cases, law enforcement will be contacted regarding the activity. The customer will not be credited for the time the customer's machines were suspended.
16. Tulix Systems reserves the right to amend its policies at any time. All Sub-Networks, resellers and managed servers of Tulix Systems must adhere to the above policies. Failure to follow any term or condition will be grounds for immediate Cancellation. You will be held responsible for the actions of your clients in the matter described on these Terms and conditions.
17. Indemnification: Tulix Systems wishes to emphasize that in agreeing to the Tulix Systems Acceptable Use Policy (AUP) and Terms of Service (TOS), customer indemnifies Tulix Systems for any violation of the Acceptable Use Policy (AUP) and Terms of Service (TOS) that results in loss to Tulix Systems or the bringing of any claim against Tulix Systems by any third-party. This means that if Tulix Systems is sued because of a customer's or a customer of a customer's activity, the customer will pay any damages awarded against Tulix Systems, plus all costs and attorney's fees.
18. Miscellaneous Provisions: You must provide us with, and keep current, good contact information for you. E-mail, telephone, and fax contacts are used, in that order of preference.
a. A waiver by the Company of any breach of any provision of this Agreement by Subscriber shall not operate as or be construed as a continuing or subsequent waiver thereof or as a waiver of any breach of any other provision thereof.
b. Subscriber shall not transfer or assign this Agreement without the prior written consent of the Company. Company may assign Agreement at anytime without consent from or notice to Subscriber. Company reserves right to cancel customers rights under this contract at anytime without further obligation.
c. Tulix Systems takes no responsibility for any material input by others and not posted to the Tulix Systems Network by Tulix Systems. Tulix Systems is not responsible for the content of any other websites linked to the Tulix Systems Network; links are provided as Internet navigation tools only. Tulix Systems disclaims any responsibility for any such inappropriate use and any liability to any person or party for any other person or party's violation of this policy.
d. Tulix Systems is not responsible for any damages your business may suffer. Tulix Systems does not make implied or written warranties for any of our services. Tulix Systems denies any warranty or merchantability for a specific purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by Tulix Systems.
e. It is absolutely forbidden to host IRC servers on Virtual Server Accounts. Virtual Server Accounts found hosting this material will be subject to immediate cancellation without refund.
19. Responsibility for Content: You, as Tulix Systems' customer, are solely responsible for the content stored in and served by your Tulix Systems account.
20. Windows Servers: Requirements for using Microsoft software. Subscribers are prohibited from allowing more than five (5) authenticated users of the Microsoft Windows Server Operating Systems under Microsoft licensing terms and could create liability issues with Microsoft if violated.
Customer agrees not to remove, modify or obscure any copyright, trademark or other proprietary rights notices that appear on Software Products or that appear during the use of Software Products. Customer further agrees not to reverse engineer, decompile, or disassemble the Software Products.
Tulix Systems may provide you access to other third party software and/or services ("Third Party Products ") through reseller relationships Tulix Systems has established with certain commercial vendors, including without limitation, Microsoft Corporation ("Third Party Vendors"). Unless otherwise notified, Customer understands that product support for Third Party Products is provided by Tulix Systems and not by the Third Party Vendor. Neither Tulix Systems nor any Third Party Vendor makes any representations or warranties, express or implied, regarding any Third Party Products. Customer expressly acknowledges and agrees that use of third party products is at customer's sole risk and such third party products are provided "as is" and without representation or warranty of any kind from Tulix Systems or any third party vendor, including without limitation, any implied warranty of merchantability, fitness for a particular purpose, accuracy or completeness of responses or results, correspondence to description, or non-infringement of third party rights. To the maximum extent permitted by applicable law, neither Tulix Systems nor any third party vendor will be legally responsible for any damages, whether direct, indirect, or consequential, arising from the use or inability to use any third party product. Customer agrees to observe the terms of any license and/or applicable end user subscriber agreement for third party products and that customer shall be fully liable to third party vendors and Tulix Systems with respect to any improper use of such third party products or violation of license agreements with them and/or applicable end user subscriber agreements.
21. Denial of Service: We reserve the right to refuse service to anyone at any time for any reason.