This Services Agreement (the "Agreement") contains the complete terms and conditions which govern your subscription of Web hosting, e-Commerce and other Internet-related services provided by Digitalis Web Solutions (the "Services"). As used in this Agreement, "Digitalis" means Digitalis Web Solutions and "Client", "you", or "your" means you. By clicking on the "Submit Order" button, you acknowledge that you have read the Agreement, and you agree to its terms and conditions and all policies posted on the Digitalis site. As referred to in this Agreement, "Site" refers to a World Wide Web site and "Digitalis Site" refers to the Site located at the URL http://www.digitalis.com.au, or any other successor Sites owned or maintained by Digitalis.

1. APPROPRIATE USE OF THE SERVICES.

Digitalis provides the Services exclusively and makes no effort to edit, control, monitor or restrict the content of data other than as necessary to provide such Services.

• Client Content. Client agrees that it will not distribute, electronically transmit or display any materials supplied by Client - or through Client by a third party - to any Digitalis server in connection with Client's use of the Services which:
  
  
  • violate any state, federal or foreign laws or regulations;
    
  • infringe on any intellectual property rights (e.g., copyright, trademark, patent or other proprietary rights) of Digitalis or any third party;
    
  • are defamatory, slanderous or trade libelous;
    
  • are threatening or harassing;
    
  • are discriminatory based on gender, race, age or promotes hate
  • violate any Digitalis policy posted on the Digitalis Site including, but not limited to, our Acceptable Use Policy (includes Adult Content Policy), UCE (SPAM) Policy and Privacy Policy.
    
  • contain viruses or other computer programming defects which result in damage to Digitalis or any third party.
    
    
• Bandwidth. Client may occupy only the amount of disk space on the Digitalis Server and utilize no more than the network bandwidth that is allotted by Digitalis. Additional fees will be charged for exceeding the disk space and/or network bandwidth allowance of your selected plan - please contact Digitalis for more info.
  
  
• No "SPAM". Client shall not use the Services for chain letters, junk mail, spamming, or any use of distribution lists to any person who has not given specific permission to be included in such a process. Client also shall not engage in any unsolicited email practices at Digitalis, or otherwise, that mentions or reference any domain hosted on Digitalis servers or parked on Digitalis DNS servers. NOTE: THIS POLICY APPLIES TO ALL DOMAINS, NAMES SERVERS AND PARKED DOMAINS HOSTED ON THE SERVER. (Violators will be fined! Refer to our UCE (SPAM) Policy).
  
  
• Licensed Software Only. Client agrees to use only properly licensed third party software in connection with Client's use of the Services.
  
  
• Back-Up Files and Processing. Client will have the ability to reinstate files which are automatically archived by Digitalis; however, Digitalis does not guarantee the existence, accuracy, or regularity of its backup services on Virtual Servers and, therefore, Client is responsible for making back-up files in connection with its use of the Services. On Dedicated Servers, we will install the backup script for our clients, but the running of cron jobs and services is the responsibility of the server owner. The backup script can be set up to generate a daily email with results, to assist you in monitoring.
  
  
• Termination. Digitalis reserves the right to refuse service to anyone at any time and without any advance notice. Digitalis, in its sole discretion, may immediately terminate this Agreement if Client engages in any of the foregoing or if it deems such termination necessary for whatever reason. To report any unacceptable behavior by a third party using the Services, please contact abuse@digitalis.com.au

• Service Fees. Digitalis shall either (i) debit Client's credit card (where such information is provided by Client) or (ii) deliver by e-mail an invoice to Client in accordance with the applicable Services fees for hosting services rendered for the current month. Domain name registration fees must be paid up front via credit card only. Where an invoice is delivered to Client, payment must be received in full by Digitalis within 48 hours. Digitalis shall be entitled to immediately terminate this Agreement for Client's failure to make timely payments to Digitalis. Certain services carry a set-up fee charged by Digitalis to Client that must be paid by Client in order to have use of the Services. If Client terminates this Agreement in accordance with Section 4 hereunder, Client shall be responsible for any outstanding fees owed to Digitalis and agrees to pay any and all fees incurred by Client. Because the Services are provided on a monthly basis, unless a contract is in place, Client will be responsible for Service fees incurred each month regardless of when Client provides notice of termination. Thus, for example, if Client provides notice to terminate on the 15th of a particular month, Client will still owe fees for the entire month and such fees will not be pro-rated or refunded.
  
  
• Late payments. Any payment not received by the due date will attract a late fee of $33.00. Digitalis may in its sole discretion determine whether to charge the customer this late fee or whether to waive any such fees. Customer also shall pay to Digitalis all expenses incurred by Digitalis in exercising any of its rights under this Agreement or applicable law with respect to a Payment Default or other breach by Customer, including, but not limited to, reasonable attorneys' fees and the fees of any collection agency retained by Digitalis.
  
  
• Taxes. Customer will be responsible for and will pay in full, any taxes and similar fees now in force or enacted in the future imposed on the transaction and/or the delivery of Services.
  
  
• Domain Names. If Client chooses to register a domain name(s) through Digitalis, Client acknowledges and agrees that Client will pay a registration fee(s) to register the domain name(s) with the applicable domain name registrar. Digitalis does not offer refunds for domain name registrations for any reason, including misspelling of the domain name. Domain name registration fees must be paid up front via credit card only.
  
  
• Refunds: New web hosting customers of Digitalis are eligible for a 30-day money back guarantee. Should the customer choose to take advantage of the 30 day money back guarantee, all monies the customer paid for their hosting services will be refunded to them. If the customer has paid their fees via money order or cheque, a cheque will be issued and sent to the customer's address on file. If the customer has paid for hosting services using a credit card, monies will be refunded to their credit card.
  
  All credit card refunds will incur an administrative fee of 10% of the total amount paid to cover for credit card processing charges and administrative costs.
  
  Any other refunds will be only given at the discretion of the company management.

• The parties agree that in no event shall Digitalis be liable to any third party for Client's breach or alleged breach of any of the terms and conditions set forth in this Agreement. Client agrees to defend, indemnify and hold harmless Digitalis from any and all expenses, losses, liabilities, damages or third party claims resulting from Client's breach or alleged breach of any Client obligations set forth hereunder.

• Subject to the terms and conditions hereof, this Agreement shall be effective on the date you register for the Services, and shall continue in effect on a month-to-month basis unless otherwise specified by separate agreement (the "Term") unless terminated earlier pursuant to the provisions of this Section 4. Either party will have the right to terminate this Agreement upon notice to the other party. If Client is terminating this Agreement, Client must login into the Helpdesk and provide a valid login and password for their account, then request termination. All cancellation requests must be received by the 25th of the respective month of cancellation. Any other attempt by Client to cancel this Agreement by written or e-mail notice shall be void. Sections 3 - 8 shall survive termination or expiration of this Agreement.
  
  
• If Digitalis suspends a virtual account for non-payment, Client shall be allowed to re-instate Client's use of the Services within Five (5) business days of cancellation upon approval from Digitalis and full payment of balances due.
  
  
• If a Client terminates their account, Digitalis will disable the server/account the day the client specifies the account is cancelled. Digitalis will not maintain an archival copy of the Clients Web site or files. It is the responsibility of the Client to remove any data off the server prior to the date provided in their cancellation notice.

• Client will pay and indemnify and hold Digitalis harmless from any and all taxes associated with or arising from Client's use of the Services, including any penalties and interest and any costs associated with the collection or withholding thereof.

• THE SERVICES, THE DIGITALIS SITE, INCLUDING WITHOUT LIMITATION, ALL PRODUCTS AND SERVICES DISPLAYED OR OFFERED ON THE DIGITALIS SITE, AND ALL TEXT, GRAPHICS, LINKS AND APPLICATIONS ARE PROVIDED TO CLIENT ON AN 'AS IS' BASIS AND WITHOUT WARRANTY OF ANY KIND. DIGITALIS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO EACH OF THE FOREGOING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR ARISING FROM A COURSE OF DEALING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, DIGITALIS SPECIFICALLY DISCLAIMS ANY WARRANTY THAT (1)THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (2) DEFECTS WILL BE CORRECTED; (3) THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS; AND (4) THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT.

• IN NO EVENT SHALL DIGITALIS BE LIABLE FOR DAMAGES RESULTING FROM LOSS OF DATA, PROFITS, USE OF THE DIGITALIS SITE OR ANY DIGITALIS PRODUCTS OR SERVICES, OR FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THIS AGREEMENT OR IN CONNECTION WITH ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER. IN NO EVENT SHALL DIGITALIS CUMULATIVE LIABILITY EXCEED AN AMOUNT GREATER THAN FIVE HUNDRED DOLLARS ($500).

• Notices. Any notices or communication under this Agreement shall be in writing and shall be deemed delivered to the party receiving such communication at the address specified below (1) on the delivery date if delivered personally to the party, or a representative of the party; (2) one business day after deposit with a commercial overnight carrier, with written verification of receipt; (3) five business days after the mailing date, whether or not received, if sent by postal mail, return receipt requested; (4) on the delivery date if transmitted by confirmed facsimile.
  If to Digitalis:

  Digitalis Web Solutions,
  PO Box 685,
  Broadway NSW 2007.

  If to Client:

  Name and address provided for account setup.
  

• If any of the provisions, or portions thereof, of this Agreement are found to be invalid under any applicable statute or rule of law, then, that provision notwithstanding, this Agreement shall remain in full force and effect and such provision or portion thereof shall be deemed omitted. This Agreement (including the Exhibits, attachments and/or addenda, if any,) represents the entire agreement of the parties with respect of the subject matter hereof and supersedes all prior and/or contemporaneous agreements or understandings, written or oral between the parties with respect to the subject matter hereof.
  
  This Agreement and the rights granted and obligations undertaken hereunder may not be transferred, assigned or delegated in any manner by Client, but may be so transferred, assigned or delegated by Digitalis. Any waiver or any provision of this Agreement, or a delay by any party in the enforcement of any right hereunder, shall neither be construed as a continuing waiver nor create an expectation of non-enforcement of that or any other provision or right. In any legal proceeding between the parties under this Agreement, the prevailing party shall be entitled to recover its costs, expenses and reasonable attorneys' fees.
  
  This Agreement is made under and shall be governed by the laws of Australia, except with regard to it’s conflict of law rules. This Agreement and Digitalis’s policies are subject to change by Digitalis without notice. Continued usage of the Services after a change to this Agreement by Digitalis or after a new policy is implemented and posted on the Digitalis Site constitutes your acceptance of such change or policy. We encourage you to regularly check the Digitalis Site for any changes or additions.