Dedicated Server Terms of Service

1. General Terms


The following Terms of Service, Acceptable Use Policy and accompanying policies (collectively the "TOS", “contract” or the "Agreement") constitute a binding, legal agreement between Proaxxs Advanced Technologies (“Proaxxs. LLC”, the "Company", “us” or "we") and the customer (the "Customer" or "you") which shall govern the terms and conditions of services provided by the Company. The Company agrees to provide services to the Customer in accordance with the terms and conditions set forth in the Agreement.


1.1 Definition of Terms. Definition of Terms. All services provided by Proaxxs, LLC are henceforth referred to as the "Service". All accounts, whether they be shared web hosting, reseller web hosting, dedicated server, server management, or any other product or service offered by Proaxxs, LLC, are governed under the Agreement and subject to all terms and conditions. In all parts of the Agreement, singular refers to plural and masculine refers to feminine as applicable.


1.2. Modifications to this Agreement. Modifications to this Agreement. We reserve the right to change the Agreement at anytime, in whole or in part, at any time. Where you disagree with the updated agreement, you will be able to cancel and terminate services at the end of your current billing period. If you reject the updated agreement and fail to contact us within seven (7) days giving notice of your rejection in writing, it will be assumed that you acknowledge and agree to the updated Agreement and agree to be bound by the updated terms. You acknowledge that any changes or modifications shall not constitute grounds for non-payment.


1.3. Transfer of Rights and Assignation. Under no circumstances shall the Customer transfer their rights under this agreement to any other individual or third-party without the direct written consent of the Company. The company shall be entitled in its absolute discretion to assign the whole or any part of this agreement.


1.4. Severability. Every provision set out in a separate paragraph will be construed as a separate and independent provision severable from all or any of the other provisions. The headings are for convenience only and will not affect the validity or construction thereof.

 

1.5. Accepted Methods of Notification. Where you are required to give notice to us under this agreement, all notifications must be made in writing and delivered via our online members area, by sending a ticket to the proper department. Notification given in any other form, for example, over the telephone or informal email to an employee or company director will not be accepted.


1.6. Jurisdiction. This contract and agreement shall be governed and construed in accordance with the Laws of the State of Wyoming, County of Laramie, in the United States of America and the parties submit to the non-exclusive jurisdiction of the Courts of the said State, County and Country.


1.7. Timeframes. All dates and times are given in good faith but no liability is accepted for damage or loss caused by delay.


1.8. Marketing Rights. Client agrees that Proaxxs may refer to Client, or Client's business in Proaxxs marketing materials, the Proaxxs website, and communication to Proaxxs' current and prospective clients. Client grants Proaxxs a limited license and permission to use any Client trade name and/or trademark for such, and only for such, purposes.


1.9. Limitation of Liability. Neither party shall be liable for any indirect, incidental, special, punitive, or consequential damages, or any loss of profits, revenue, data, or data use. Our maximum liability for any damages whether in contract or delict will not exceed the fees which you have paid to us or are payable to us for this order, and if such damages result from your use of the software or technical support, the liability shall be limited to the fees paid or payable for the software or technical support.


2. Order Acceptance

2.1. Request for provision of services. Proaxxs, as a company dealing in online ecommerce, makes available to you an order form for the purpose of ordering services. During the order process, you will be assigned a unique order ID and your payment will be taken and/or your payment details stored. This does not constitute acceptance of your order. Your order is only accepted when you receive an email or other communication from us informing you that your order has been accepted and your service is now in the process of being provisioned. Your order may be rejected at any point prior and for a period of up-to twenty-four (24) hours following this, in cases where we believe your order represents too high a risk, we do not have the stock to fulfill your order or where you placed the order improperly – for example, ordering a service with a promotion (including coupon codes or other automatic discounts) which has expired. The company will be the sole judge in deciding what constitutes placing an order improperly.


2.2. Proof of identity and payment. As Proaxxs operates in industries with high-fraud risks, we perform extensive checks on all orders. As part of this, we may require you to fill out a Credit Card, PayPal or 2co Authorization Form, before actual server deployment begins. These checks are carried out in full compliance with our privacy policy. Proaxxs will refuse and refund orders where we deem the order to be too high a risk, where our requests for supporting documentation and/or evidence are ignored or refused, or where we believe the documentation or evidence provided is not legitimate. Proaxxs co-operates fully with local and international law enforcement agencies and reports all instances of fraud or suspected fraud. For clients using 2co as a method of payment, there will be a small additional processing fee added to your periodic payment.


2.3. Substitution and upgrades. Due to parts availability or other concerns, when you order a service from Proaxxs, the entire service or components of the service purchased may be replaced and/or substituted for components of equal performance or value. Components may also be upgraded with components which are of greater value and / or represent faster or improved performance. Where we decide to upgrade or substitute all or part of your service, there will be no change to the monthly fee or setup fees charged. The company will be the sole judge as to what constitutes ‘equal performance or value’. The service specification listed on our website and/or in any advertisement should be considered the minimum specification which Proaxxs will provide where an order has been placed by you and accepted by us.


2.4. Incorrect or Inaccurate Information. We endeavor to make all the information on our websites and in our advertisements as accurate as possible. Proaxxs however does not warrant that the information provided is complete, reliable, current, or error-free. If an error is found within fourteen (14) days of accepting your order, we will contact you as quickly as possible and allow you to either cancel your order or re-confirm your order with the correct information. Where we do not receive a response from you within seventy-two (72) hours, we will cancel your order and refund you via the means payment was taken.


2.5. Contract Period. Unless otherwise agreed in writing, all services are provided on a month to month basis. The minimum contract period is one (1) month. The contract and billing period start from the date the service is ordered by you from us.


3. Billing and Refund Policy

3.1. Payment Policy. When you place an order with Proaxxs, we will typically bill you a few days before your invoice is due. If payment method has expired, not authorized or declined by our processing company, we will notify you via E-mail. We request that you update your account promptly. If your invoice becomes past due (from the invoice Due Date) then Proaxxs reserves the right to suspend service or terminate your service until payment is received.


All fees for Service provided by the Company are due in advance on the first day of each billing cycle. An invoice for Services due will be generated on your account and dispatched to your primary account e-mail address approximately seven (7) days prior to your actual due date. Within those seven (7) days, the Customer must login to the billing center and make full payment of all due amounts. It shall be the Customer's responsibility to ensure that full payment is received prior to the designated invoice due date. Reminder invoices and/or notices are not guaranteed.


All invoices must be paid in full no later than 11:59 PM Eastern Standard Time (EST) on the designated invoice due date. If we do not receive full payment on any given invoice before the designated invoice due date, the Customer's account will become delinquent. All delinquent accounts are subject to immediate suspension or disconnection of all provided Services, not just the Service that is past due or delinquent. All Services suspended or disconnected for non-payment are subject to a 1 1/2 percent, per month late fee, with a minimum of $25, and a mandatory reconnection charge $25.00 USD per service suspended or disconnected. Any account that remains delinquent for more than twenty-four (24) hours following suspension or disconnection of services is subject to immediate cancellation of all Services provided. In the event of cancellation for non-payment, all Services provided by Proaxxs will be terminated, and all associated data will be permanently lost. The customer acknowledges that Proaxxs is not responsible for any damages or losses due to cancellation for non-payment. If a vps or dedicated server is canceled for any reason, and you ask to have it recreated, there is a fee of $25 for recreation of a VPS and/or $50 to rebuild a Dedicated Server, if data is still available.

 

If you signed up on one of our promos, and you miss a payment without informing us ahead of time, your monthly fee for service will revert to our regular pricing. In addition, if you are consistently late, our automated system will apply a late fee on the first day invoice is past due.


All invoices that remain unpaid after seven (7) days of the designated invoice due date will be referred to our collections agency. The collections agency used by Proaxxs may vary from time to time. In the event your account is referred to the collection agency, you agree to pay a "Collections Fee" of not less than $50 USD, in addition to the original amount due and any reconnection charges. If civil litigation is deemed necessary to collect a past due balance, the Customer agrees to pay all of our court and solicitors fees, in addition to the collections fee, original amount due, and any reconnection charges. The Customer agrees to a place of venue of the Company's choosing.


3.2. Refunds Policy. Except as specified elsewhere in this agreement, all payments to Proaxxs are final and non-refundable. This includes the one-time setup fee and all subsequent charges or fees regardless of usage. Refunds will be made where we are legally obligated to do so. We may also provide refunds at our discretion. If you believe you have been overcharged or falsely billed, you must communicate these concerns to our Billing Department within twenty-eight (28) days of such overcharge or false billing. Any "valid" credit or refund will be issued within 30 days after credit or refund is granted. Proaxxs does not pro-rate any charges.


3.3. Bank Assisted Disputes (“Chargeback”), Payment Disputes or Payment Reversals. Initiation of any complaint or Bank Assisted Dispute (chargeback) against us constitutes a severe breach of this agreement. A "complaint or chargeback" shall be defined as initiating any form of complaint or chargeback with PayPal, your credit card issuer or bank. Upon receipt of a complaint or chargeback, or threat thereof, Proaxxs will immediately suspend or disconnect all Services provided to the Customer. If we do not hear from you within twenty-four (24) hours of such suspension, we will immediately cancel and terminate all Services provided, not just the Service that is being disputed. There will be an automatic minimum $35 chargeback fee added to your account. We will then initiate proceedings with our collections agency to collect and recover the full amount for services. In the event our collections agency is involved, the Customer agrees to pay a "Collections Fee" of not less than $50 USD in addition to the total of all charged back services.


4. Cancellation Policy

4.1. Cancellation Policy. You may cancel your Services with Proaxxs at anytime by providing the Company with not less than two (2) days prior written notice of your intent to cancel Services. All cancellation requests must be submitted to us via our online ticketing system, must be submitted to the cancellation/billing department, and must contain all information requested. Cancellation requests received not meeting these conditions will not be accepted.


We must emphasize that if you do not cancel a Service at least two (2) days prior to your next scheduled due date for that Service, it will be assumed that you intend to renew the Service for an additional billing cycle, and you will be responsible for payment of the next generated invoice. Your account is NOT canceled until you submit a cancellation request to the cancellation department via the help desk in the members center. Your account will continue to incur monthly charges until this is done, or 30 - 60 days after last payment - After this time period, your account(s) will be terminated and removed from our servers. We will then send a final invoice notice. If we do not hear back from you within 72 hours to make arrangements for payment, your account will incur additional fees, and sent to collections. NO EXCEPTIONS.


We may at our discretion accept cancellation requests less than two (2) days prior to your next scheduled renewal date.

 

We require that cancellations of service are done via our help desk to (a) confirm your identity, (b) confirm in writing you are prepared for all files/emails to be removed, and (c) document the request. This process reduces the likelihood of mistakes, fraudulent/malicious requests, and ensures you are aware that the files, emails, and account may be removed immediately after a cancellation request is processed.


NOTE: Not canceling through our ticketing system, or canceling your paypal subscription, or moving your service elsewhere, is NOT a valid method of cancellation--nor is Proaxxs even aware if such occurs.


4.2. Free Domain Names & Other Freebies. If you register any domain name as part of a "Free Domain Name" promotion in connection with a plan/server, any refund given will be reduced by $15 per domain name. Subscriber will retain full ownership and control of any such domain names. In addition, if we offer any freebie such as free setup, free software, free management, etc, any refund given will be reduced by the amount of any freebie(s), including waived setup fees.


4.3. Canceled or Abandoned Servers. If server is canceled or abandoned by subscriber, Proaxxs shall have the right to terminate, or take complete control and possession of said server. In the case of abandonment, Proaxxs shall take possession in any way we see fit.


5. Uptime/SLA Agreement

5.1. Service Level Agreement. Proaxxs guarantees network and power uptime at least 99.9% on our premium dedicated network, and 99.5% on our Bronze dedicated network. This excludes scheduled maintenance, reboots, self-inflicted downtime, acts of God, backbone issues, DDoS attacks, hardware failure, downtime on individual servers, service failures, labor strikes, or other conditions out of the company's control. In the unlikely event our guarantee is not met, we will credit you an amount determined by calculating the the number of consecutive hours service was down, and apply the hourly credit to the affected service/package, based on a hourly rate.

 

Proaxxs strives to maintain the stated network and service uptime level, and guarantees. This uptime percentage is a monthly figure, and is is calculated solely by Proaxxs monitoring systems or Proaxxs authorized outside monitoring services. If Proaxxs fails to meet its uptime guarantee, and it is not due to one of the exceptions below, credits will be made available to each client, upon request, on a case by case basis. Proaxxs does not credit a full months service for minor downtime. Partial refunds for partial downtime is our standard policy. In extreme circumstances, Proaxxs may offer full month credits, but this is dealt with on a case by case basis. Details on how credit amounts are calculated can be found below.

 

5.2. Exceptions. Customer shall not receive any credits under this SLA in connection with any failure or deficiency associated with:

  • Circumstances beyond reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, "Acts of God" (fire, flood, earthquake, tornado, etc.), strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Service Level Agreement.
  • Telco Failure such as cutting of a fiber line elsewhere.
  • Backbone peering point issues (i.e. Level3 having a router go down that wipes out Internet service to a portion of an entire area)
  • Scheduled maintenance for hardware/software upgrades.
  • Hardware failures.
  • Software bugs/flaws (Exploits and bugs may develop that cause security issues or downtime)
  • DNS issues not within the direct control of Proaxxs.
  • Network floods, hacks, attacks from outside parties or individuals.
  • Failure or error of any Proaxxs monitoring or measurement system.
  • Clients acts or omissions, including without limitation, any negligence, willful misconduct, or use of Proaxxs service in breach of Proaxxs Acceptable Use Policy (AUP), by Client or others authorized by Client

5.3. Measurement. Proaxxs periodically monitors network and server availability, on average every 5 minutes, using software and hardware components capable of measuring application traffic and responses. Client acknowledges that such measurements may not measure the exact path traversed by Clients internet connection, and that such measurements constitute measurements across the Proaxxs network but not other networks to which Client may connect.

 

5.4. Hardware Failure. Faulty hardware is rare, but cannot be predicted nor avoided. Proaxxs will replace all faulty hardware affecting performance levels of equipment within 48 hours, which includes hardware issues that cause server crashes or speed issues. Hardware failure resulting in complete network/server outage/downtime will be corrected within four hours of problem identification. Proaxxs will replace all faulty hardware on dedicated servers, at no charge to the Client, with an unlimited free replacement policy.

 

5.5. Credits. Credit requests must be made via the Proaxxs helpdesk, by opening a ticket to the feedback department. Each request in connection with network outages/downtime must be received by Proaxxs within five days of the occurrence. The total amount credited to a Client for Proaxxs not meeting SLA service levels will not exceed the service fees paid by Client for such services for the period in question. Each "valid" requested credit will be applied to a Client invoice within 30 days after Proaxxs receipt of such request. Such credit will be equal to one days worth (1/30th) of the monthly fees paid by Client, (for all service fees paid if network outage, or specific affected service fees paid if individual server downtime) multiplied by each hour (or portion thereof rounded to nearest next hour) of the cumulative duration of such outage/downtime. If average round-trip latency on the network for a calendar month exceeds 85 milliseconds, then upon Clients request, Proaxxs will issue a credit to Client equal to six days worth (1/5th) of the monthly service fees paid by Client for such month. If average packet Loss exceeds 1% during a calendar month, then upon Clients request, Proaxxs will issue a credit to Client equal to six days worth (1/5th) of the monthly service fees paid by Client for such month.


6. Support Policy

6.1. Sales, Billing and Network/Hardware Support. All services provided by the company to the customer are “unmanaged” unless the server you order is managed, or management service is purchased. This means that the customer is responsible for all software, configuration and operating system updates and maintenance. The company is not obligated to assist or provide technical support for any software issues. The company will have the sole decision on what constitutes a software issue. For the purposes of sales questions, billing enquiries and technical support related to the server hardware or network, the company provides access to a support helpdesk, accessible from our support site. Any Customer requiring assistance beyond our normal support policy will be notified that the request falls outside our normal support policy. Requests outside our normal support policy will be billed in advance at the going hourly admin rate.


6.2. Customers with server management packages. Where a server management service is included or purchased, the company will assist with issues that are covered under that support policy. You should refer to our Admin Terms/Policies.

 

6.3. Responsibilities. We will not be responsible for any changes you or someone else makes in your server, per our admin tos - It is highly recommended that if you need to make any changes in your server, that you open a support ticket and ask our support team for help.


6.4. Withdrawal and limitations of Support Services. We reserve the right to withhold, limit and/or withdraw technical support services for dedicated servers which are being used to host sites which the company in its sole discretion believes are unsuitable for the service being provided, where the hosting of such sites requires significant additional technical support to be provided, and/or results in a higher risk of the server, server software, and/or network being exploited and/or attacked. We will always limit our technical support services to our areas of expertise.


6.5. Support Abuse. Abuse or disrespect directed towards our staff or network staff will never be tolerated. If you are disrespectful, use foul language, threaten us, post invalid negative information on us in a public forum or other site, or do anything else we may find offensive, you will be considered in severe breach of this agreement. Violations of this policy carry heavy penalties including, but not limited to, warning, extended suspension or disconnection of all Services provided, or cancellation of all Services provided. Prior to un-suspension or disconnection of a Service suspended or disconnected for violation of this policy may be subject to an "Administrative Charge" of $50 - $150 USD, depending on violation. As per this agreement, no refunds will be offered in the event that cancellation is considered.

 

7. 100TB Service

7.1. Fair Usage Policy. The service is provided to the Client for normal, fair,and reasonable usage. Bandwidth usage is to be reasonably consistent throughout every month, without irregular bandwidth usage patterns/spikes. In the event Proaxxs determines that the Client is not using the service according to this Fair Use Policy, Proaxxs will be entitled to: (a) impose limits on the speed of the data the Client may transmit and/or receive with this service; (b) adjust pricing of service to regular/standard bandwidth rates; and/or (c) suspend or terminate the service provided to the Client, at Proaxxs sole discretion.

 

7.2. CDN or Media Streaming. Client shall not be entitled to use the service for the purpose of operating a Content Distribution Network (CDN) and/or Streaming Media service, except with Proaxxs prior written consent, which consent may be approved or denied at Proaxxs sole discretion. Special requests to use the service to run such, may be approved on a case-by-case basis.

 

7.3. Notice of Breach. Whenever reasonably possible, in the event of a Client breach of any Special Terms and Conditions for this service, Proaxxs will email the Client allowing 24 hours to cure the breach, before Proaxxs takes any action. If the breach re-occurs within the 30 days following, Proaxxs may take any action permitted in the Fair Usage Policy, without further notice to the Client. Failure to comply with this policy may result in termination of service, with no refund.

 

7.4. Service Limitation. This service is a special offer and may be cancelled, modified, or withdrawn at any time, following 14 days notice emailed to the Client.


8. Miscellaneous Provisions

8.1. Operating System Reloads. In the unlikely event that you require a reimage or reinstall of your operating system (OS), or you wish to change the operating system installed on your server, you must request an Operating System Reload. OS Reloads may attract a one-time non-refundable fee of not less than $40.00 USD and not more than $100.00 USD per reload - Note that most OS reinstalls will be billed at $40. OS reinstall can take 24-48 hours or more depending on os. All OS Reload requests must be submitted using our online ticketing system.


8.2. Software Licenses. The Customer acknowledges that any licenses provided by the Company are only valid for the period of time that the Customer retains Service with the Company. In the event the Customer cancels Services, all software licenses will be retained by us and not transferred to the customer. Under no circumstances will a refund be given on any licensed software.


8.3. Server Reboot Requests. In the event that you require a manual reboot of your dedicated server with the Company, you must submit your request via our helpdesk by submitting a ticket to the reboot department.


8.4. Server Root Passwords. The Company strongly advises that you keep your current server root password up-to-date with the Company at all times. While this is optional, it will help to avoid delays in support, disconnection for abuse issues, and other complications. If you ordered a managed server, we will in no way be responsible for any server related issues if you change your root password and have not informed us of such.

 

8.5. Assignment. Client may not sell, assign or transfer Clients rights or delegate Clients duties under this TOS either in whole or in part without the prior written consent of Proaxxs, LLC

 

8.6 Data Back-Up Policy. Proaxxs does not include any sort of backup solution, nor will Proaxxs be responsible for such. It is up to you, the client, to maintain proper backups of your own data. Proaxxs does offer backup services for an additional fee. Please contact our sales team about these options.

 

For VPS accounts, we highly recommend the purchase of a remote FTP storage account to configure your server to take backups locally and save them to the remote storage. In addition to taking a remote backup, Proaxxs recommends you maintain a backup on your local computer.

 

For dedicated server accounts, we highly recommend that your purchase backup options for your server, and keep copies of your data off-site for emergency purposes.

 

Your data is the backbone of your business and we urge you to take the best precautions in securing your data.

 

We reserve the right to refuse service to anyone