Website Builder Agreement
By using the website builder services (hereinafter the "Services," defined further below), you signify your agreement
to the terms and conditions contained in this Website Builder Agreement (hereinafter, the "Agreement"). This
Agreement is between you, your organization (if you are entering into this Agreement on behalf of an organization),
collectively referred to herein as "you" or "your" (and appropriate formatives), the website builder services provider
offering these services to you, if any, (the "Primary Service Provider") and the backend service provider
Infinity Networks
(the "Backend Service Provider").
1. This Agreement may be modified from time to time. Modifications made to this Agreement will become
effective 30 days after the modifications are posted. This Agreement shall be posted through the interface
which you use to configure and/or otherwise order the Services (the "Services Interface"). You agree that you
will check the terms and conditions of this Agreement periodically and that, if you no longer agree to the
terms and conditions, you will stop using the Services and that you will terminate the Services as described
below in Section 8.
2. The Services consist of the website builder package with the specific configuration which you selected or are
going to select through the Services Interface as you use the Services. You acknowledge and understand that
important service limitations (including capacity matrices), pricing, the term of the Service, payment terms,
and other conditions relating to the Services are conveyed through the Services Interface and are hereby
incorporated into this Agreement.
3. Each website created using the Services is built on and integrated with Backend Service Provider’s hosting
platform, and any attempt to migrate or otherwise transfer any such website to another hosting provider is
prohibited.
4. Except for the content provided by you, each website created using the Services belongs to Backend Service
Provider. For the duration of your Services subscription, you are granted a personal license in each website
you create using the Services. Cancellation of the Services for any reason terminates your license to each
website.
5. As part of the Services, you may be allowed to use certain photographs, illustrations, or other images
developed, owned, or licensed by third-party providers (“Images”). The Images are neither sold nor
distributed to you and you may use the Images solely as part of the Services. In addition, you may not
remove, modify, or obscure any copyright, trademark, or other proprietary rights notices that are contained in
or on the Images, and you may not create derivative works of the Images. Backend Service Provider has the
right, at any time, at its sole and exclusive discretion, to remove any Image(s) from your website.
6. By uploading content for your website, you grant Backend Service Provider a nonexclusive, worldwide,
sublicensable, royalty-free license: (i) to use the content for the purpose of including it in your website, and
(ii) to display screenshots of any website created using the Services, in marketing materials, or in other
manners as determined by Backend Service Provider in its sole discretion. You represent and warrant that: (y)
you have all necessary rights to use such content, and (z) the content does not violate the intellectual
property rights or other rights of any third party. As used in this Section, “content” means all information,
data, code, text, software, music, sound, photographs, illustrations, graphics, video, messages, or other
materials you provide to us in connection with the Services.
7. You are hereby informed that, if you use a credit card to pay for the Services, that the charge for the Services
may appear under a name other than the name of the Primary Service Provider (the name being generally
descriptive of the Services) and that, prior to contacting your credit card company in relation to such charges,
that you will first contact the Primary Service Provider to verify the charges and the manner of billing. You
agree that any chargeback by a credit card company (or similar action by another payment provider) of a
charge related to the Services, for whatever reason, is a material breach of this Agreement and is grounds for
immediate termination. You further agree that, upon a chargeback by you, you agree and acknowledge that
Backend Service Provider may suspend your access to any account you have with Backend Service Provider
and your use of any domain names, websites, website content, email, or other data hosted on Backend
Service Provider systems. Backend Service Provider will reinstate your rights solely at its discretion, and
subject to its receipt of the fee owed and its then-current reinstatement fee, currently set at US$200.
8. You agree that the Services shall be provided for the term you selected through the Services Interface. Unless
you terminate the Services THROUGH THE SERVICES INTERFACE prior to the end of the then extant Services
term, you agree that the Services may be renewed for another term of equal duration to the immediately
preceding term and that the resulting fees shall be charged to the credit card associated with your account.
You agree to hereby waive any requirement which might otherwise be imposed by law which would require
that either the Primary Service Provider or the Backend Service Provider obtain your affirmative consent for
on-going billings and that your continuing consent to be billed for such renewal(s) may be presumed until
such time as you terminate the Services through the Services Interface. You agree that attempts to terminate
the Services other than through the Services Interface (such as by sending an email to a general email
address of either the Primary Service Provider or the Backend Service Provider) are not reliable means of
communication and that such a termination attempt shall not binding until accepted and acknowledged by
either the Primary Service Provider or the Backend Service Provider. In relation to renewals, you further agree
that it is your obligation to keep the credit card information associated with your account current and that
neither the Primary Service Provider nor the Backend Service Provider shall be obligated to contact you to
update such information in the event that the charges are denied.
9. You agree that you may not downgrade (reduce) the capacity matrices of the Services below the level of
actual use of the Services which you experienced in the current or previous month.
10. Your use of the Services may be suspended and/or this Agreement may be terminated if either the Primary
Service Provider or the Backend Service Provider determines that you are or are alleged to be violating the
terms and conditions of this Agreement or any other agreement entered into by you and either the Primary
Service Provider or the Backend Service Provider. In the event of termination or suspension of Services under
such circumstances, you agree (i) that no pre-paid fees will be refunded to you and (ii) that either the Primary
Service Provider or the Backend Service Provider may take control of any domain name associated with the
terminated Services, provided such domain name was registered through the domain name registration
services of either the Primary Service Provider or the Backend Service Provider. You understand that taking
control of a domain name includes, without limitation, acts such as listing such controlling party as the
"registrant" and/or "administrative contact" for the domain name and controlling the DNS settings for the
domain name.
11. Either the Primary Service Provider or the Backend Service Provider may elect to terminate this Agreement
without cause and discontinue the Services upon 30 days notice, whereupon any pre-paid fees for an unused
portion of a service term shall be refunded to you within a reasonable period of time. You further agree that,
within 30 days of your initial enrolment to receive the Services, either the Primary Service Provider or the
Backend Service Provider may elect to terminate this Agreement without cause and that, in such event, the
termination shall take effect immediately and that any pre-paid fees for an unused portion of your service
term shall be refunded to you within a reasonable period of time.
12. The Services are provided through an infrastructure which is shared by all users of the Services. Your use of
the Services may be throttled or suspended indefinitely if your use of the Services degrades the ability of
either the Primary Service Provider or the Backend Service Provider to provide the Services to other users of
the Services.
13. You acknowledge that email and/or online communication systems (chat, account notices, etc.) will be the
primary means of communication between yourself and the Primary Service Provider and/or the Backend
Service Provider. You acknowledge that it is your responsibility to maintain a current email address and
physical mailing address in your contact information. You further agree that you will regularly login to your
account to obtain any notices posted through the Services Interface. You agree that your failure to respond to
a communication from either the Primary Service Provider or the Backend Service Provider may result in
suspension or cancellation of Services without any refund of pre-paid fees, if any.
14. You acknowledge that neither the Primary Service Provider nor Backend Service Provider are obligated to
return any data to you upon termination of this Agreement. You acknowledge that it is your responsibility to
download, make copies of, and/or backup all data residing on the servers and other equipment which provide
the Services and to do so within the bandwidth limitations of the Services. You acknowledge that any loss or
corruption of data which occurs due to an interruption in the Services, regardless of the cause of the
interruption, shall not be the responsibility of the Primary Service Provider or Backend Service Provider and
that you may, following an interruption in the Services, be required to upload the data to the servers and
other equipment which provide the Services.
15. You agree that any personally identifying information provided by you shall be used by the Primary Service
Provider according to the privacy policy of the Primary Service Provider, if any, and by the of the Backend
Service Provider according to the privacy policy posted at privacy policy.
16. You represent and warrant as follows: that (i) you are lawfully entitled to use, display, posses, or access the
data uploaded, linked to, framed, or otherwise posted on your website by you and/or by the users of your
website; (ii) your website and your use of the Services will not infringe the intellectual property rights of any
third party; (iii) your website and your use of the Services will not violate any laws, including, without
limitation, laws relating to unsolicited commercial email, child pornography, collection of identifying
information, consumer protection, and privacy; (iv) neither you nor those who access your website will upload
any worms, virus, or malicious code to the servers which provide the Services; and (v) your website and your
use of the Services will not subject either the Primary Service Provider or Backend Service Provider to any
claims by any third party, including claims relating to infringement of intellectual property rights or claims
relating to the products or services which you may provide or offer through the website hosted through the
Services.
17. You further represent and warrant that you will not allow any unauthorized third party to access the account
which you use to access the Services.
18. NO REMEDIES FOR UNPLANNED SERVICE INTERRUPTIONS: PRIMARY SERVICE PROVIDER AND BACKEND
SERVICE PROVIDER DISCLAIM ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY,
AND/OR ERROR-FREE. You agree that any unplanned or unannounced interruptions in the Services shall not
require a remedy.
19. LIMITATION OF LIABILITY: YOU AGREE THAT NEITHER THE PRIMARY SERVICE PROVIDER NOR BACKEND
SERVICE PROVIDER WILL BE LIABLE FOR ANY (A) SUSPENSION OR LOSS OF THE SERVICES; (B)
INTERRUPTION OF BUSINESS; (C) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO THE WEB SITE(S)
PROVIDED THROUGH OR BY THE SERVICES; (D) LOSS OR LIABILITY RESULTING FROM ACTS OF GOD; (E)
DATA NON-DELIVERY, MIS-DELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION; (F) EVENTS
BEYOND THE CONTROL OF THE PRIMARY SERVICE PROVIDER OR BACKEND SERVICE PROVIDER; (G) THE
PROCESSING OF YOUR APPLICATION FOR THE SERVICES; OR (H) LOSS OR LIABILITY RESULTING FROM THE
UNAUTHORIZED USE OR MISUSE OF YOUR ACCOUNT IDENTIFIER OR PASSWORD. YOU FURTHER AGREE
THAT NEITHER THE PRIMARY SERVICE PROVIDER NOR BACKEND SERVICE PROVIDER WILL BE LIABLE FOR
ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST
PROFITS) REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING
NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER OR NOT EITHER THE PRIMARY SERVICE
PROVIDER OR BACKEND SERVICE PROVIDER HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF EITHER THE PRIMARY SERVICE PROVIDER OR
THE BACKEND SERVICE PROVIDER EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE SERVICES FOR A 1-
MONTH PERIOD, BUT IN NO EVENT GREATER THAN US$100. BECAUSE SOME STATES DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH
STATES, THE LIABILITY OF THE PRIMARY SERVICE PROVIDER AND/OR BACKEND SERVICE PROVIDER SHALL
BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
20. INDEMNIFICATION: YOU AGREE TO RELEASE, INDEMNIFY, AND HOLD THE PRIMARY SERVICE PROVIDER AND
BACKEND SERVICE PROVIDER, THEIR CONTRACTORS, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS AND
AFFILIATES HARMLESS FROM ALL LIABILITIES, CLAIMS AND EXPENSES, INCLUDING ATTORNEY'S FEES AND
COURT COSTS, FOR THIRD PARTY CLAIMS RELATING TO YOUR USE OF THE SERVICES OR ARISING UNDER
THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, INFRINGEMENT BY YOU OR SOMEONE ELSE USING
YOUR COMPUTER, OF ANY INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHT OF ANY PERSON OR
ENTITY, OR FROM THE VIOLATION OF ANY TERM OR CONDITION OF THIS AGREEMENT. WHEN EITHER THE
PRIMARY SERVICE PROVIDER AND/OR BACKEND SERVICE PROVIDER MAY BE INVOLVED IN A SUIT
INVOLVING A THIRD PARTY AND WHICH IS RELATED TO THE SERVICES UNDER THIS AGREEMENT, EITHER
THE PRIMARY SERVICE PROVIDER AND/OR BACKEND SERVICE PROVIDER MAY SEEK WRITTEN ASSURANCES
FROM YOU IN WHICH YOU PROMISE TO INDEMNIFY AND HOLD SUCH PARTIES HARMLESS FROM THE COSTS
AND LIABILITIES DESCRIBED IN THIS PARAGRAPH. SUCH WRITTEN ASSURANCES MAY INCLUDE THE
POSTING OF PERFORMANCE BONDS OR OTHER GUARANTEES. YOUR FAILURE TO PROVIDE SUCH
ASSURANCES MAY BE CONSIDERED A MATERIAL BREACH OF THIS AGREEMENT BY YOU.
21. You agree that the Backend Service Provider shall not be liable for the actions, inactions, negligence, or
intentional misconduct of the Primary Service Provider. You acknowledge and agree that neither the Primary
Service Provider nor the Backend Service Provider are agents for one another.
22. DISCLAIMER OF WARRANTIES: NEITHER THE PRIMARY SERVICE PROVIDER NOR BACKEND SERVICE
PROVIDER MAKE ANY REPRESENTATIONS NOR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR
IMPLIED, IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES, INCLUDING BUT NOT LIMITED TO
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, UNLESS SUCH
REPRESENTATIONS AND WARRANTIES ARE NOT LEGALLY EXCLUDABLE. YOU UNDERSTAND AND AGREE THAT
ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE
SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR
ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF
SUCH MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY
YOU FROM EITHER THE PRIMARY SERVICE PROVIDER OR BACKEND SERVICE PROVIDER SHALL CREATE ANY
WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF
CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
23. GOVERNING LAW: This Agreement, your rights and obligations and all actions contemplated by this
Agreement shall be governed by the laws of the United States of America and the State of Washington, as if
the Agreement was a contract wholly entered into and wholly performed within the State of Washington. You
agree that any action to enforce this Agreement or any matter relating to your use of the Services shall be
brought exclusively in the United States District Court for the Western District of Washington, or if there is no
jurisdiction in such court, then in a state court in King County, Washington state. You consent to the personal
and subject matter jurisdiction of any state or Federal court in King County, Washington state in relation to
any dispute arising under this Agreement. You agree that service of process on you by either the Primary
Service Provider or Backend Service Provider in relation to any dispute arising under this Agreement may be
served upon you by first class mail to the address listed by you in your contact information or by electronically
transmitting a true copy of the papers to the email address listed by you in your contact information.