Please read the following contract:
The following agreement is by and between Animus Communications of
200 N. Harvey, Suite 1704, Oklahoma City, OK 73102 and client.
WHEREAS, Animus is an information provider connected to the Internet. Animus offers storage and transfer services over the Internet through access to its Web Server;
WHEREAS, Client seeks to utilize Animus' server for its own purposes;
WHEREAS, the parties acknowledge that the Internet is neither owned nor controlled by any one entity; therefore, Animus can make no guarantee that any given reader shall be able to access Animus' server at any given time. Animus' represents that it shall make every good faith effort to ensure that its server is available as widely as possible and with as little service interruption as possible;
NOW THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows;
I. Financial Arrangements:
1. Client agrees to a three (3) month contract, beginning upon Animus' receipt by fax, mail, or express mail. Animus' will not accept contracts by electronic mail.
2. First three (3) months payment plus hosting and setup charges, if any, shall be due upon receipt of contract.
3. This agreement will automatically renew for successive three (3) month periods unless canceled in writing prior to the quarterly renewal date. Client will receive an invoice for charges and payment is due upon receipt. Renewal prices are subject to change. Renewal of services by Client indicates agreement to Contract revisions.
II. Taxes:
Animus shall not be liable for any taxes or other fees to be paid in accordance with or related to purchases made from Client or Animus' server. Client agrees to take full responsibility for all taxes and fees of any nature associated with such products sold.
III. Material and Products:
1. Client will provide Animus with material and data in a condition that is "server-ready", which is in a form requiring no additional manipulation on the part of Animus. Animus shall make no effort to validate this information for content, correctness or usability.
2. Use of Animus' service requires a certain level of knowledge in the use Internet languages, protocols, and software. This level of knowledge varies depending on the anticipated use and desired content of Client's Webspace by the Client. The Client agrees that he or she has the necessary knowledge to create Client's Webspace. Client agrees that it is not the responsibility of Animus to provide this knowledge or Customer Support outside of the defined service of Animus.
3. Animus will exercise no control whatsoever over the content of the
information passing through the network. Animus makes no warranties or representations of
any kind, whether expressed or implied for the service it is providing. Animus also
disclaims any warranty of merchantability or fitness for particular purpose and will not
be responsible for any damages that may be suffered by the Client, including loss of data
resulting from delays, non-deliveries or service interruptions by any cause or errors or
omissions of the Client. Use of any information obtained by way of Animus is at the
Client's own risk, and Animus specifically denies any responsibility for the accuracy or
quality of information obtained through its services. Connection speed represents the
speed of a connection to and do not represent guarantees of available end to end
bandwidth. Animus expressly limits its damages to the Client for any non-accessibility
time or other down time to the pro rata monthly charge during the system unavailability.
Animus specifically denies any responsibilities for any damages arising as a consequence
of such unavailability. In the event that this material is not "Server-ready",
Animus may, at its option and at any time, reject this material, including but not limited
to after it has been put on Animus' Server. Animus agrees to notify Client immediately of
its refusal of the material and afford Client the opportunity to amend or modify the
material to satisfy the needs and/or requirements of Animus. If the Client fails to modify
the material, as directed by Animus, within a reasonable period of time, which shall be
determined between the parties themselves, the Agreement shall be deemed to be terminated.
IV. Trademarks & Copyrights:
Client warrants that it has the right to use the applicable trademarks, if any, and grants Animus the right to use such trademarks in connection with Animus' Server service.
V. Hardware, Equipment & Software:
The customer is responsible for and must provide all telephone, computer, hardware and software equipment and services necessary to access Animus. Animus makes no representations, warranties or assurances that the Customer's equipment will be compatible with the Animus service.
VI. Age:
The Customer certifies that he or she is at least 18 years of age.
VII. Internet Etiquette:
Electronic forums such as mail distribution lists and Use Net news groups all have expectations regarding subject area and appropriate etiquette for posting. Users of these forums should be considerate of the expectations and sensitivities of others on the network when posting material for electronic distribution. The network resources of Animus may not be used to impersonate another person or misrepresent authorization to act on behalf of others or Animus. All messages transmitted via Animus should correctly identify the sender; users may not alter the attribution of origin in electronic mail messages or posting. Users must not attempt to undermine the security or integrity of computing systems or networks and must not attempt to gain unauthorized access.
In addition, the use of unsolicited bulk email (a.k.a. SPAM) for advertising, promotion, or other purposes is forbidden. Such practices will not be tolerated and are grounds for contract termination. This applies both to email sent from any Animus server and to email sent from other servers making reference to a website on an Animus server.
VIII. Termination:
This Agreement may be terminated by either party, without cause, by giving the other party 30 days written notice. Notwithstanding the above, Animus may terminate service under this Agreement at any time, without penalty, if the Client fails to comply with the terms of this Agreement.
IX. Limited Liability:
1. Client expressly agrees that use of Animus' Server is at Client's sole risk. Neither Animus, its employees, affiliates, agents, third party information providers, merchants licensers or the like, warrant that Animus' Server service will not be interrupted or error free; nor do they make any warranty as to the results that may be obtained from the use of the Server service or as to the accuracy, reliability or content of any information service or merchandise contained in or provided through the Animus Server service, unless otherwise expressly stated in this Agreement.
2. Under no circumstances, including negligence, shall Animus, its
offices, agents or any one else involved in creating, producing or distributing Animus'
Server service be liable for any direct, indirect, incidental, special or consequential
damages that result from the use of or inability to use the Animus Server service; or that
results from mistakes, omissions, interruptions, deletion of files, errors, defects,
delays in operation, or transmission or any failure of performance, whether or not limited
to acts of God, communication failure, theft, destruction or unauthorized access to
Animus' records, programs or services. Client hereby acknowledges that this paragraph
shall apply to all content on Animus' Server service.
3. Notwithstanding the above, Client's exclusive remedies for all
damages, losses and causes of actions whether in contract, tort including negligence or
otherwise, shall not exceed the aggregate dollar amount which Client paid during the term
of this Agreement and any reasonable attorney's fee and court costs.
X. Lawful Purpose:
Client may only use Animus' Server for lawful purpose. Transmission of
any material in violation of any Federal, State or Local regulation is prohibited. This
includes, but is not limited to copyrighted material, material legally judged to be
threatening or obscene, pornographic, profane, or material protected by trade secrets.
Furthermore, Animus expressly forbids anyone from using Animus' servers for the propogation, distribution, housing, processing, storing, or otherwise handling in any way lewd, obscene, or pornographic material, or any other material which we deem to be objectionable, including, but not limited to, pornography, satanic materials, and any and all materials of an adult nature. This also includes links or any connection to such materials. The designation of any materials as such described above is left entirely to the discretion of the Animus management.
XI. Indemnification:
1. Attorney Fees and Expenses: Client agrees that it shall defend, indentify, save and hold Animus harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorneys' fees, ("Liabilities") asserted against Animus, its agents, its customers, servants officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by Client, its agents, employees or assigns. Client agrees to defend, indemnify and hold harmless Animus against Liabilities arising out of (i) any injury to person or property caused by any products sold or otherwise distributed in connection with Animus' Server; (ii) any material supplied by Client infringing or allegedly infringing on the proprietary rights of a third party; (iii) copyright infringement and (iv) any defective product which Client sold on Animus' Server.
2. Venue: Should any dispute arise under the terms of this contract, the
parties agree that venue for resolution of said dispute shall be in the County or Circuit
Courts in and for Oklahoma City, Oklahoma.
XII. Contract Revisions:
Revisions to this Contract will be applicable to previous Contracts. Revisions will be considered agreed to by the Client on renewal of Animus. Services as specified in Section I. Financial Arrangements.
XIII. Value Added Reselling:
Client is allowed to resell the storage and transfer services provided by Animus. Client agrees to handle and is responsible for all third-party customer's content, support, set-up and maintenance. Animus agrees to Reseller pricing as described on the Price and Terms Sheet, provided that client has at least one other non-resold account with Animus. Client agrees to having the necessary additional knowledge and skill level specified in the Additional Requirement of Experience section below.
XIV. Entire Agreement and Severability:
This instrument constitutes the entire agreement between the parties, and represents the complete and entire understanding of the parties with respect to the subject matter of this agreement. This instrument supersedes any other agreement or understanding between the parties, whether written or oral. In the event that any term or provision of this instrument is held by a court of competent jurisdiction to be unenforceable, then the remaining provisions of this instrument and the agreement which it evidences, shall remain in full force and effect.
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This Agreement shall be governed and construed in accordance with the laws of the State of Oklahoma and of the Internet.
IN WITNESS WHEREOF, the parties hereto have executed this
agreement upon acceptance of completed forms.
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©1998 Animus Communications