website transfer agreement
#1 General Information
AlohaFX provides the following terms of service. By using AlohaFX's service(s) you, hereafter referred to as Client, agree to the following terms and conditions. This document outlines the terms and conditions of AlohaFX's services, hereafter referred to as Service, the obligation of the Client and the obligation of AlohaFX. Please review this Agreement carefully before requesting AlohaFX's service(s). AlohaFX provides its service to the Client as subject to the following Terms of Service, hereafter referred to as TOS. The TOS may be updated at any time without notice to the Client.
#2 Refusal of Service
AlohaFX reserves the right to refuse service to anyone for any reason. This includes, but is not limited to, refusal to serve clients whose sites contain content deemed adult related, sexual products, nudity, persecution, slander, illegal activities, illegal goods or drugs, information used to harm any people or animals, or information used to destroy other peoples intellectual property.
#3 Confidential Information
AlohaFX will not use or disclose to others without Client's written consent Client's confidential information, except when reasonably necessary to perform the service under this Agreement. "Confidential Information" includes, but is not limited to:
The written, printed, graphic or electronically recorded materials furnished by Client for use by AlohaFX
Client's business plans, customer lists, operating procedures, trade secrets, design formulas, know-how and processes, computer programs and inventories, discoveries and improvements of any kind
Any written or tangible information stamped "confidential," "proprietary" or with a similar legend, and
Any written or tangible information not marked with a confidentiality legend, or information disclosed orally to AlohaFX, that is treated as confidential when disclosed and later summarized sufficiently for identification purposes in a written memorandum marked "confidential" and delivered to AlohaFX within thirty days after the disclosure.
AlohaFX shall not be restricted in the use of any material which is publicly available, already in AlohaFX' possession or known to AlohaFX without restriction, or which is rightfully obtained by AlohaFX from sources other than Client.
AlohaFX's obligations regarding proprietary or confidential information extend to information belonging to customers and suppliers of Client about whom AlohaFX may have gained knowledge as a result of AlohaFX's service to Client.
AlohaFX will not disclose to Client information or material that is a trade secret of any third party.
The provisions of this clause shall survive any termination of this Agreement.
Please see our privacy and non-disclosure policies for additional information.
AlohaFX may transfer information about Clients if AlohaFX is acquired by or merged with another company, in which case AlohaFX will notify Client.
Client understands and agrees to the following scopes of responsibility of Bluehost Website Transfer according to each service which it provides:
The Website Transfer includes the migration of Client data, specified as files, databases and and email accounts, to the extent paid for by Client according to AlohaFX's current migration service pricing. This service is provided "AS-IS" and AlohaFX assumes no responsibility for the errors, omissions, or other problems related to the website transfer service.
This service provides as place of storage for Client's data for the stated period of time which the Client chooses upon signing up for this service. AlohaFX assumes no responsibility for any loss or corrupted data caused by or in connection with this service.
#5 Duties of Client
Client must supply to AlohaFX at the time of entering this Agreement information required to access and complete the service in this Agreement. This includes but is not limited to, Internet Protocol (IP) address of server, completion of authorization statement, password and other information required to complete the service. Client shall inform AlohaFX of any existing errors, previous conditions, configuration changes, non-standard software, special circumstances or other reasons why the server may not be of a standard configuration or otherwise interfere with service to be performed by AlohaFX, failure to do so negates all responsibility of AlohaFX to complete the service. In the event that a Client with an open project does not make contact, by phone or by email, with AlohaFX for a length of time equal to or greater than fourteen days, said Client's open project will be considered an abandoned project at that time and marked as completed by AlohaFX. In addition, the Client must make known to AlohaFX, in writing by email, any problems or issues related to the service provided by AlohaFX within fourteen days of order completion if AlohaFX is to attempt to fix any errors, after which time the contract is complete, and no further work can or will be completed by AlohaFX. Client agrees by signing up for AlohaFX service that AlohaFX provides a service and not a product.
#6 Billing Policy
Client agrees to pay fees for any work or consultation which AlohaFX performs for them in accordance with AlohaFX's current pricing and or outlined and contracted sums.
Website Transfer is a service, not a product. Full refunds are only available if there have been no services rendered to the Client.
#8 Charge Backs
Because the Website Transfer is a service and not a product, full refunds are not available once any kind of service has been rendered to Client. AlohaFX prefers working with customers rather then seeing a Charge Back. If Client will contact Bluehost's billing department instead of issuing a charge back, then Bluehost Website Transfer can work with Client to achieve a desired results or an appropriate compromise. Client agrees that a maximum amount of fifty percent of the fees charged to Client for the Service in question during a Charge Back can ever be reimbursed to the Client. Client also agrees that a seventy-five dollar fee ($75.00) per charge back will be assessed as a separate charge for any Charge Backs that Client issues.
#9 Independent Contractor
The parties acknowledge that they are independent of each other, and that they have no right or authority to assume or create any obligations of any kind, whether express or implied, on behalf of the other except as may be expressly provided in this Agreement. AlohaFX is not an employee or agent of Client. Nothing contained in this Agreement shall be construed to create a partnership, joint venture, agency or employment relationship between AlohaFX and Client. AlohaFX shall have no responsibility for any of Client's debts, liabilities or other obligations or for the intentional, reckless, negligent or unlawful acts or omissions of Client or Client's employees or agents. Client may not bind AlohaFX in any way whatsoever with respect to third parties. AlohaFX retains sole and absolute discretion, independence, control and judgment in the manner and means of doing business and performing services to Client and/or its clients. Client agrees to indemnify and hold AlohaFX harmless from and against any such payments or liabilities for which Client may become liable with respect to such matters.
Client agrees that AlohaFX shall not be responsible or liable, directly or indirectly, for any damage or loss caused by, or alleged to be caused by, or in connection with the use of or reliance on any content, goods or service available on or through AlohaFX's website or service. Client understands and agrees that AlohaFX shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if AlohaFX has been advised of the possibility of such damages), resulting from: (i) The use or the inability to use the Service; (ii) The cost of procurement of substitute goods and services resulting from any goods, data, information, service, whether purchased or obtained, or messages received or transactions entered into through or from the service; (iii) Unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party of the service; or (v) any other matter relating to the service.
#11 Governing Law
These Terms shall be governed by the laws of the State of California without reference to conflict of law principles. The United Nations Convention on the International Sale of Goods shall not apply and is hereby expressly excluded. By subscribing to or using any of the services of AlohaFX, the subscriber, hereafter referred to as Subscriber, agrees that all disputes, if any, involving AlohaFX shall be subject exclusively to the jurisdiction of the State and Federal Courts within the State of California; provided, further, that all action brought against AlohaFX in State Court must occur in the San Bernardino County, California and, if in Federal Court, in Los Angeles, California. Subscriber hereby agrees that it is subject to the "in personam" jurisdiction of said courts for all purposes in connection with these Terms and/or in connection with any claim or dispute involving AlohaFX. Subscriber hereby waives any and all objections that it has or might have, known or unknown, whether under California's long arm statute or otherwise, to the existence of said in personam jurisdiction. Subscriber agrees that it has no right to and shall not file or otherwise bring a lawsuit against AlohaFX outside the State of California; and, that Subscriber, if involved before a court in a lawsuit outside of the State of California, shall be deemed to support and to stipulate to a motion made by AlohaFX to dismiss said lawsuit with respect to AlohaFX.
#12 Copyright, Trademarks, Servicemarks
AlohaFX.com, the AlohaFX company and logo, other AlohaFX logos, product and service names are trademarks or service marks of AlohaFX. AlohaFX does not represent or endorse the accuracy or reliability of any of the information, content or advertisements (collectively, the "Materials") contained on, distributed through, or linked, downloaded or accessed from any of the services, nor the quality of any products, information or other materials displayed, purchased, or obtained by the Client as a result of an advertisement or any other information or offer in or in connection with the service (the "Products"). Client hereby acknowledges that any reliance upon any Materials shall be at the Client's sole risk. AlohaFX reserves the right, in its sole discretion and without any obligation, to make improvements to, or correct any errors or omissions in any portion of the Service or the Materials.
AlohaFX reserves all rights to work product. Work product includes, but is not limited to, the programs and documentation, including all ideas, routines, object and source codes, specifications, flow charts and other materials, in whatever form, developed solely for Client. Client agrees that AlohaFX shall retain any and all rights AlohaFX may have in the work product.
The use of the AlohaFX name, logo, or other identifying features is prohibited. If Client or anyone else wishes to use the AlohaFX name or logo, they must have permission of AlohaFX.
#13 License to AlohaFX.com
By submitting content and data to AlohaFX.com, Subscriber grants to AlohaFX.com, its successors and assigns, the worldwide, royalty-free, and nonexclusive license under Subscriber's copyrights and other rights, if any, in all material and content displayed in Subscriber's web site to use, distribute, display, reproduce, and create derivative works from such material in any and all media, in order to maintain such content on AlohaFX.com's servers during the term of these Terms. Subscriber also authorizes the downloading and printing of such material, or any portion thereof, by end-users for their personal use. This license shall terminate upon Subscriber's cancellation of the services.
The service provided by AlohaFX is on an "AS-IS" basis, and AlohaFX expressly disclaims any and all warranties, express or implied, including without limitation warranties of merchantability and fitness for a particular purpose, with respect to the service or any materials and products. In no event shall AlohaFX be liable for any direct, indirect, incidental, punitive, or consequential damages of any kind whatsoever with respect to the Service, the materials and the products.
#15 Scope of Agreement
This TOS constitutes the entire agreement between the Client and AlohaFX and governs the Client's use of the Service, superseding any prior agreements between Client and AlohaFX. Client also may be subject to additional terms and conditions that may apply when the Client uses affiliate services, third-party content or third-party software. The TOS and the relationship between Client and AlohaFX shall be governed by the laws of the State of California and the United States of America without regard to its conflict of law provisions. The failure of AlohaFX to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, AlohaFX and Client agree that the other provisions of the TOS remain in full force and effect. Client agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the service or the TOS must be filed within one month after such claim or cause of action arose or be forever barred.
#16 Acceptance of Terms of Service
If you (Client), for yourself or on behalf of one or more persons you are representing with respect to AlohaFX Services, do not agree to any of the foregoing terms, you must, for yourself and on behalf of any such person(s), discontinue the sign-up process, and, if you have already signed up, discontinue your use of AlohaFX's Service. Beginning now, any continuation by you in using the Service constitutes for you and those represented by you an express affirmation and commitment to be (or to continue to be, as applicable) legally bound by and to comply with all of these terms.
This file was last modified: July 1, 2015.