Terms of Service
"Phi 9, "us," "we," "our" and grammatical variants thereof shall collectively refer to Phi 9, an international brand of Uncle Smart Ltd., a limited liability company organized and operating under the laws of the laws of relevant juridications, located at 71-75 Shelton Street, Covent Garden, London, England, its assigns and successors in interest.
"You", "your" and grammatical variants thereof shall mean you, any other entity which has an ownership or other beneficial interest in you, or any other entity in which you have an ownership or other beneficial interest.
"Phi 9's Equipment" shall mean computer and telecommunications device of any sort, Internet access and/or transmission rights owned, operated, and/or maintained by Phi 9 and/or Phi 9's affiliates, agents, or assigns which provide the Phi 9 Services.
"Phi 9 Services" shall mean the products and services provided by Phi 9 and/or Phi 9's affiliates, agents, or assigns at any given time, including but not limited to web hosting, e-mail, domain registration, and any associated support services. Services may be changed, amended, and/or altered at any time at Phi 9's sole discretion.
"Phi 9 Software" shall mean any software provided by Phi 9 at any given time, whether downloaded to your computer, provided to you on CD or another form of removable media, or utilized online as part of the Phi 9 Services. The Phi 9 Software includes the program and any and all copies or portions thereof, whether standing alone or in combination with other programs, as well as the documentation and other materials delivered in connection with the software, if any.
"Bandwidth" shall refer to the rate of data transmission in bits per second using Phi 9's Equipment placed at any Datacenter owned or not owned by Phi 9
"Content" shall mean the downloadable/viewable files which are interpreted by a client web browser of any sort for display with or without plug-ins.
"Customer Service" shall refer to communication from us to you dealing with problems or questions relating to services provided by us to you Customer service may be provided by e-mail, live chat sessions, phone, fax and etc.
"Fee" shall mean monies and other consideration you are obligated to pay to Phi 9 in order to use the Phi 9 services subject to the terms and conditions of this Agreement and of the individual Phi 9 services for which you have registered, as outlined on the current schedule of fees.
"Fee Schedule" shall mean the fees for the Phi 9 Services as published on the Phi 9 website, which may be modified at any time at Phi 9's sole discretion.
"International Customers" shall mean customers residing in or accessing the Phi 9 Services from outside of the United Kingdom.
"Laws" shall mean the laws, statutes, and regulations in effect in the United Kingdom and its various states and dependencies as well as the laws of your country of residence or the country in which you use or access the Phi 9 Services and the laws of any provinces, states or dependencies thereof.
"Parties" shall collectively refer to Phi 9 and you.
"Payment Account" shall refer to the credit card or PayPal account provided by you upon registration to pay for service. Phi 9 may add, remove, or modify the methods by which customers can pay for the Phi 9 services at any time with or without notice, at its sole discretion. Payments processed by PayPal are subject to PayPal's terms and conditions and Phi 9 makes no representations or warranties with respect to third party payment processors.
"Suspend" or "Suspension" shall include the disabling of, releasing of, and/or placing of a registrar lock on your domain name and the cessation of transmission of any kind of data to or from your Web Site and/or from your hosting account with us.
"Technical Support" shall refer to communications from us to you dealing with problems or questions relating to any kind of technical matters involving software or services provided by us to you. Although we may have the expertise to provide support for third party applications, we are only obligated to support our own products and services.
"Web Site Space" shall mean a quantity of computer memory (disk-space of any sort, physical or not-physical) allocation, generally located on one or more computer storage devices and measured in units of megabytes (MBs) wherein data comprising your website is stored and is accessible by Phi 9's web server or data-storage equipment.
"Your Data" shall mean any data, including but not limited to advertisements, documents, e-mails, images, movies, web pages, databases or other content, personal or commercial, uploaded to your hosting-account / web site space; related to your use of the Phi 9 Services and stored on or transmitted by the Phi 9 Equipment.
"Your Web Site" shall mean data transmittable via the Internet by Phi 9 which is stored in your Web Site Space.
"Your Services" shall mean the specific Phi 9 Services for which you have contracted, subject to the limitations and specifications of the particular service effective as of the date of contract and to the fees for those Phi 9 Services pursuant to the current Fee Schedule.
"Your Hosting account" shall mean the account which was provided to you by Phi 9 which contains any of your data and your web site and all other sorts of data (e-mails, databases, images, web-pages and etc.) transmittable via the Internet by Phi 9 which is stored in your Web Site Space.
2. Acceptance of Terms
This Terms of Service (TOS) agreement is between you (hereafter referred to as "Client") and Uncle Smart Ltd.(hereafter referred to its brand "Phi 9"), a United Kingdom limited liability company, and its legal successors and assigns.
By accepting this Terms of Service (TOS) electronically or in writing, and/or by using Phi 9’s services, including but not limited to, uploading of content to Phi 9’s servers, payment or authorization of payment, you (Client) agree to be bound by the following terms and conditions. Client also agrees that Client’s electronic acceptance of this TOS shall have the same force and effect as if Client had agreed to this TOS in writing.
Phi 9 provides its services to Client subject to the following TOS, which may be updated from time to time without notice. Client should periodically review the most current version of the TOS at http://phi9.com/tos. Failure to comply with the TOS may result in account termination. By using Phi 9’s services Client agrees to (and hereby signs) the most current version of the TOS. If Client does not expressly reject the TOS and cancel Client’s account within 5 days from the date of initial sale, Client agrees to (and hereby signs) the TOS and Phi 9 is instructed to provide service to Client as if Client had expressly accepted the TOS.
Client’s acceptance of the TOS is binding upon all Phi 9 services including the purchase of additional services or additional websites or accounts at a later date.
3. Description of Service
Phi 9 hosts websites and e-mail and provides other website-related services, including, but not limited to, support and modification of websites, e-commerce, flash, web-traffic reporting, database development, easy interface for updating the website, development tools and additional website-related services. Client understands that Phi 9’s services may include certain communications from Phi 9 such as advertisements, notices, service announcements and newsletters. Client is responsible for obtaining access to Phi 9’s services that may involve 3rd party fees (including but not limited to, ISP, merchant accounts and gateways). Client is also responsible for all equipment and software necessary to access Phi 9’s services.
After registration for service and payment of any and all fees due, you will receive a password and account instructions by e-mail. You are responsible for maintaining the confidentiality of both your password and your account and are fully responsible for all activities that occur under your password and your account. You agree to immediately notify Phi 9 of any unauthorized use(s) of the account or any other breaches of security of your account. Phi 9 shall not be liable for any loss or damage from your failure to comply with this security obligation. You acknowledge and agree that under no circumstances shall Phi 9 be liable, in any way, for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
4. Electronic Delivery Policy
Phi 9 is a website-related business and communicates with its Clients electronically. When Client accepts this TOS Client consents to receive electronically from Phi 9 any notices, agreements, disclosures, or other communications (Notices). Client agrees that Phi 9 may send electronic Notices in either of the following ways 1) To the e-mail address provided to Phi 9 at the time of sale or 2) to the new e-mail address account Client set up through Phi 9. Client agrees to check the designated e-mail addresses regularly for Notices. Notice from Phi 9 is effective when sent by Phi 9, regardless of whether the Notice is read or received by Client.
6. Monitoring and Recording Privacy Statement
As part of Phi 9’s commitment to providing the best possible service Phi 9 may monitor and record phone calls and live chat sessions answered by Phi 9 and made by Phi 9. Phi 9 may also archive recorded voice mail messages, e-mails and live chat sessions. Phi 9 records and monitors communications for training purposes, to improve customer service, and to ensure an accurate record of Client communication, which may be needed to support transactions that take place. This allows Phi 9 to identify how Phi 9 can better serve its customers.
7. Unacceptable Practices
As Phi 9 strives to provide phenomenal service, there are certain guidelines and policies that must govern Phi 9’s efforts and relationships with its clients. Practices that are in violation of these guidelines and policies are strictly forbidden and may result in the immediate termination of Phi 9’s services. Such decisions are at the sole discretion of Phi 9. Unacceptable practices include, but are not limited to:
- Adult or pornographic material including, but not limited to, sexually explicit or suggestive material
- Sexually oriented products or services (e.g. escort services), or other sexually oriented material
- Nudity, including airbrushing (exceptions granted on a case-by-case basis if for medical or artistic purposes)
- Fetish websites
- Lingerie websites
- Offensive or otherwise distasteful material
- Content or language that is harmful to minors in any way
- Bulk e-mailing tools
- Distribution of internet viruses or other harmful or destructive activities
- Hacking and cracking
- Scams or phishing for personal information
- Solicitation of funds other than for legal charitable organization (exceptions granted on a case-by-case basis at Phi 9’s sole discretion)
- Gambling, gaming, lotteries, and like activities
- Harmful, threatening, violent, abusive, harassing, tortuous, vulgar, obscene, libelous, invasive of another’s privacy, racial, chauvinistic, misogynistic, ethnically offensive, complaint websites, or otherwise objectionable content or language
- Defamatory, hateful or revenge content or language.
- Aids to pass drug tests or aids to pass lie detector tests.
- Illegal activities such as ponzi schemes, pyramid schemes, fraudulent charging of credit cards, copyright violations, plagiarism, software piracy, and all unauthorized use of materials or content that infringes on third parties’ intellectual properties
- MLM without a legitimate product or service, with a front product or service, or where the primary intent is to recruit new members rather than to sell products
- Reverse Funnel Systems
- Cash Gifting
- Illegal drugs or drug paraphernalia
- Prescription drugs and related content
- Alcohol sales
- Tobacco sales
- Miracle cures
- Fake documents
- Fireworks, pyrotechnics, firearms, explosives or weapons.
- Intentional or unintentional violations of any applicable local, state, national or international law.
- Reselling of e-mail accounts or hosting accounts to third parties.
- Reselling of any Phi 9 services including, but not limited to, design services, updates, and WTD to third parties without a written re-seller agreement.
- Spamming and all other forms of unsolicited messages including, but not limited to, spam, chain letters, and junk e-mail
- Links to other sites that are in violation of Phi 9’ policies and guidelines
- Other activities, whether lawful or unlawful, that Phi 9 deems to be in poor taste or that reflect adversely on Phi 9 or Phi 9’s other clients
- Phi 9 reserves the right to refuse to design or host an account at its sole discretion at anytime.
As an Phi 9 Client, you agree to conduct your business in a legal and professional manner. Client understands that all information, data, text, software, music, sound, photographs, video, messages and other material (Content) on Client’s website is the sole responsibility of the Client. Client is fully responsible for all website content and agrees to hold Phi 9 harmless in the event of third parties’ legal issues brought against Client for Client’s business practices. Phi 9 retains the right to terminate any accounts that are in violation with the letter or spirit of this TOS. Phi 9 may also at its sole discretion and at any time, discontinue providing services, or any part thereof, with or without notice. If an account is terminated by Phi 9 for a TOS violation the Client is not eligible for a full refund and any refund is subject to the Cancellation Fee and Refund Policy. (See Termination)
As an Phi 9 Client you may have access to editing tools for your website. Client may edit, add or delete content to the website at anytime. With this understanding Phi 9 may or may not pre-screen content. Phi 9 shall have the right (but not the obligation) to pre-screen and refuse or remove any content at its sole discretion. Client agrees that Client bears all risks associated with the use of all content, whether edited or written by Phi 9 or not, including any reliance upon accuracy, usefulness or completeness.
Client acknowledges that Phi 9 may access, preserve, and disclose Client’s account information and content if required to do so by law or in a good-faith belief that such access, preservation, or disclosure is reasonably necessary to comply with legal processes, enforce the TOS, provide customer service or protect the rights, property, or safety of Phi 9 and the public.
8. Intellectual Property Policy
Phi 9 respects intellectual property laws, including those applicable to copyright and trademark, and the intellectual property of others. Phi 9 may terminate accounts for copyright or trademark infringement, or for any other reason Phi 9 deems appropriate as it may relate to Client’s use of another’s intellectual property. If you believe your work has been copied and is accessible on an Phi 9’s website please contact the Phi 9 Network Operations and Compliance department by e-mail at email@example.com.
Phi 9 will not use copyrighted or trademarked materials on any Client’s website without the express written consent of the copyright or trademark owner. It is Client’s responsibility to ensure that all content submitted to Phi 9 is original content and free from third-party copyright or trademark protection, or to obtain permission to use from the copyright or trademark owner. Client assumes full liability for any copyright or trademark infringement of Client’s website on any third-party copyright or trademark, including, but not limited to, any infringement due to website content, website design or the look and feel of Client’s website. (See Unacceptable Practices).
Domain names purchased by Phi 9 and website designs, databases, stores, or programs created by Phi 9 are the property of Phi 9 until Client has paid all fees.
9. International Use
Recognizing the global nature of the internet, Client agrees to comply with all local rules regarding online conduct and acceptable content. Specifically, Client agrees to comply with a) all laws and regulations regarding the transmission of technical data exported from the United Kingdom, or the country in which Client resides and/or transacts business, and b) all laws and regulations regarding the collection and processing of personal data, including those relating to the transborder transfer of personal data.
10. Interstate Communication
Client acknowledges that by using Phi 9’s services Client will be causing communications to be sent through Phi 9’s computer networks, which may be located throughout the United Kingdom. Due to the nature of electronic communications, even communications that seem to be intrastate can result in the transmission of interstate communications. Client acknowledges that use of Phi 9’s services results in interstate data transmissions and may result in transborder transfer of personal data. Client hereby consents to the collection, processing and transborder transfer of such personal information as Client may provide or make available to Phi 9.
11. Additional Services
Client may purchase at an additional monthly cost additional services offered by Phi 9. Additional monthly services include a monthly fee that is incurred and billed every month beginning from the date of purchase of the additional service. Phi 9 will Not Refund any fees incurred for additional services or paid by the Client prior to the cancellation effective date for the additional service. Any fees invoiced and incurred are valid and Client agrees to pay. Additional services purchased may be cancelled with 30 days written notice.
12. Technical Support
Phi 9’s technical support department should be contacted at firstname.lastname@example.org for any concerns with Client e-mail accounts or any problems with hosting or functionality of the website after the website is live. Phi 9 provides technical support for e-mail and down time issues that are caused by Phi 9. Tech support is available for a fee per occurrence and at an hourly rate for all other technical support issues. Client agrees to pay for technical support services requested by Client at Phi 9’s hourly rate and that Phi 9 may charge Client’s account for such technical support fees.
If Client uses Phi 9’s technical support services, including but not limited to screen share sessions, Client acknowledges and understands that Phi 9 does not warranty that technical support services will meet Client’s requirements or be error free. (See Disclaimer of Warranties and Limitation of Liabilities.)
13. Customer Service
Phi 9 strives to offer the best service available. Customer service complaints or concerns should be e-mailed to email@example.com
14. Use and Storage
Client acknowledges that Phi 9 may establish general guidelines and limits concerning use of Phi 9’s services and may modify these guidelines at any time. Limits may include but are not restricted to, the maximum number of days that e-mail messages or other content will be retained, maximum number of e-mail messages that may be sent from or received by an account, the maximum size of any e-mail messages sent, maximum bandwidth that may be consumed and the maximum disk space that will be allotted on Phi 9’s servers on Client’s behalf. Client acknowledges that Phi 9 is not responsible for backing up Client’s website and data. Client should seek appropriate backup solutions. Changes made by Client using the editing tool or by Phi 9 may be lost if data loss occurs after a scheduled backup by Phi 9.
15. Server Security Practice
Phi 9 utilizes security practices that comply with standards set by the Payment Card Industry (PCI) in maintaining its servers. Phi 9 will not modify its shared-hosting server settings and configurations to Client’s individual preferences. Phi 9 routinely scans its servers to ensure compliance with good security practices. Unauthorized security scanning and penetration testing of shared-hosting servers by the Client is strictly prohibited.
Phi 9 at its sole discretion may allow or perform server administration and or customization to client accounts that are hosted on a virtual private server (VPS) or a private server. Such server customization and administration is subject to Phi 9 standard hourly rates and Client agrees to pay for any and all such customizations requested.
If Client uses its website to collect, store, display, process or otherwise use sensitive or confidential information including but not limited to credit card information, social security numbers, credit or financial information, medical or health care related records, insurance records, sales records, personal information, etc, then Phi 9 at its sole discretion may require Client to utilize certain services to improve the security of Client’s website. Such services may include security certificates, hosting Client’s site on a Virtual Private Server (VPS) or on a private server, and using programming that encrypts the sensitive or confidential information used by Client’s website. Client understands and acknowledges that there may be costs associated with these services and agrees to pay for said services if use by Client. Phi 9 reserves the right to terminate Client accounts that refuse to meet Phi 9’s security requirements for Client’s website.
16. Web Hosting Service
Phi 9 shall provide to you a non-transferable, revocable, non-sublicensable, non-exclusive and limited license to use the amount of Web Site Space allocated to your services for your non-exclusive use for the exclusive purpose of storing your web site, personal or commercial data and disseminating said data via the Internet through the use of Phi 9's equipment for purposes consistent with this agreement.
Phi 9, either directly or through its assignee or licensee, shall provide customer service relating to your web site consisting of replying to customer questions or complaints regarding services provided by us to you only relating to your web hosting account. Phi 9 is not obligated to provide any customer service except as specified herein. Any and all requests for additional customer service may be refused by Phi 9 with or without reason. Any additional customer service which Phi 9 may subsequently agree to provide to you shall be at Phi 9's sole discretion and once commenced, may be terminated at any time by Phi 9 without notice to you and without any liability to Phi 9. Phi 9 reserves the right to charge for additional customer service. Phi 9, at its sole discretion, may at any time alter or cease providing the customer service which it has agreed to provide to you relating to your web site/your hosting account pursuant to this agreement without any liability to Phi 9.
Bandwidth use, including but not limited to data retrieval from your web site/your hosting account, e-mail traffic, and downloads (your "combined use") shall not exceed twenty-five gigabytes per month. You are responsible for monitoring your bandwidth and mailbox use, and agree to check your e-mail and download or delete your e-mail on a regular basis in order to ensure compliance with this paragraph. Should you exceed your mailbox use limits Phi 9 may return or reject any and all e-mails sent to you to the originating sender. You agree that Phi 9 may debit the payment account for usage in excess of permitted amounts at the rates set forth in the then-current Fee Schedule.
Some services may not be available to international customers. Phi 9 reserves the right to alter, amend, or discontinue the provision of some or all of the Phi 9 services to international customers in a particular market at any time at Phi 9's sole discretion.
17. Domain Names
Client is responsible for the purchase and renewal of domain names and will be billed for annual renewal fees. Client agrees to pay Phi 9 for domain names purchased, transferred and/or renewed by Phi 9 on Client’s behalf.
Domain names purchased by Phi 9 on Client’s behalf and website designs, databases, stores, or programs created by Phi 9 are the property of Phi 9 until Client has paid all fees. Phi 9 expressly reserves the right to retain a copy of any website designs, databases, stores, flash, programs, writings, or any other work created for Client for evidentiary purposes.
Upon transfer of domain and/or website to Client or another service provider, at anytime, Client agrees that Phi 9 has met in full its obligation to Client, and Phi 9 is released of all past and future obligations to the Client. Additional work and/or hosting done for Client must be agreed to in writing and paid for by Client. Phi 9 reserves the right to transfer domain name(s) to Client at anytime. Upon receipt of any legal action or intellectual property disputes Phi 9 may transfer domain name to Client at anytime
Domain names are purchased through a third party service on Client’s behalf. Phi 9 cannot guarantee the availability of domain names and has no liability for a domain name not being available for purchase after the initial sale. If a domain name is not available for purchase Phi 9 will assist the Client in selecting and purchasing an alternate domain name.
If Client ceases to pay monthly hosting or other fees due, ownership of any domain names purchased by Phi 9 on Client’s behalf or controlled by Phi 9 are transferred to Phi 9. Phi 9 may allow domain name to expire, may renew domain name and remain the owner, or Phi 9 may sell the domain name at its sole discretion and for Phi 9’s sole benefit.
You acknowledge and agree that Phi 9 or its agents, assignees or licensees may associate any data of any kind, at Phi 9's sole discretion, with the domain name registered in association with your web site or any URL incorporating said domain name until you replace such data with your web site, at such times as your web site is no longer available, and upon termination for any reason, for as long as Phi 9 or Phi 9's agent, assignee or licensee continue to be listed as the hosting entity with the domain name registry used to register such domain name. This paragraph shall apply to any and all web pages generated by Phi 9 or its affiliates, including but not limited to 404 error pages.
You shall inform Phi 9 of any claim or potential claim against your domain name, including but not limited to the initiation of a dispute under the UDRP, within five days of notification of same. Should you lose your right to use a domain name which is used in connection with the Phi 9 services, whether through expiration of the domain name, judicial decree, administrative decisions of the UDRP or otherwise, you agree to inform Phi 9 immediately of the party to whom the domain name is to be transferred and you authorize Phi 9 to take any and all action necessary to effect such transfer.
Phi 9 will accept the transfer of domain names from other registrars, provided that you will pay for an initial year of registration fees upon transfer. Domain names which have been prepaid for a period of more than one year but with fewer than nine years remaining may also be transferred, subject to the payment of an initial year of registration fees. An additional year will be added on to the remaining term of any transferred domain. Domain names with more than nine years remaining on the registration period may not be transferred. Upon the expiration of the one-year extension you will be charged an annual renewal fee for any subsequent renewal period. By requesting the transfer of your domain name you authorize Phi 9 to debit your payment account for the one year registration fee and any related fees or charges.
Phi 9 may, at its sole discretion, provide you with Phi 9 software in combination with your services. Upon payment of all fees owed to Phi 9 under this agreement, Phi 9 hereby grants, and you hereby accept, a nontransferable, revocable, non-sublicensable, and non-exclusive license to use the Phi 9 software and all related documentation for your own personal or business use during the term of this agreement. Any rights not expressly granted herein shall be reserved for Phi 9. Source code or other information pertaining to the logic design of the Phi 9 software is specifically excluded from the license granted hereunder.
Phi 9 Software is provided for online use as part of the Phi 9 services ("Phi 9 Online Software"), and the use of such software may be subject to fees as outlined in the current Fee Schedule in accordance with this agreement. Phi 9 Online Software is hosted software which runs directly on Phi 9's servers, and you may not download, install, store or make any copies of the Phi 9 Online software, nor may you sublicense the Phi 9 Online software. You agree that you shall not, in any way, translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, license, distribute, market or otherwise dispose of any portion of the Phi 9 Online software or any copies thereof. You further agree that you shall not assist any third party in doing so. The Phi 9 Online software is designed to be used through the Phi 9 user interface and, as such, may be utilized by any authorized user from any computer or workstation. This license is automatically revoked upon termination of this agreement. Phi 9 reserves the right to suspend the use of, modify or discontinue the Phi 9 Online software for any or all customers at any time without notice. Certain online software is also third party software, and as such, is subject to the terms and conditions set forth by the author. Phi 9 may limit the functionality of any such third party online software, at its sole discretion.
Although certain Phi 9 software may be provided free of charge, Phi 9 reserves the right to charge for the Phi 9 software or any updates thereto or upgrades therefor at any time.
In order to protect Phi 9's trade secrets and copyrights in the Phi 9 software, you agree to reproduce and incorporate Phi 9's trade secrets or copyright notice in any copies, modifications or partial copies.
Phi 9 may stop providing the Software or any updates thereto, including but not limited to Online Software or the Third Party Software, at any time without notice.
Services are subject to set-up fee, service fee, and domain service fees, pursuant to the Fee Schedule. By registering for such Phi 9 Services you authorize Phi 9 to debit your Payment Account for any and all such fees.
Phi 9 may offer subsequent promotional rates or special offers, the terms of which may or may not be more favorable than the terms and conditions for your services. Any such promotions or modifications shall not affect your obligations under this agreement. Promotional fees may be subject to additional terms and conditions not mentioned in this agreement. Discounts and promotions may not be combined.
Phi 9 offers a service uptime guarantee, which provides for a credit to your account in the event the total availability of Phi 9 hosted web pages falls below 99.99% ("Uptime"). If you can demonstrate to Phi 9's satisfaction, at Phi 9's sole discretion, that Phi 9 has failed to maintain the Uptime, you may request a credit for that month proportional to the amount of downtime, to be applied towards the purchase of future Phi 9 services. Credits cannot be redeemed for cash and are exclusive of any applicable taxes. The credit does not apply to service interruptions caused by (i) periodic scheduled maintenance or repairs undertaken by Phi 9 from time-to-time; (ii) downtime caused by you; (iii) outages that do not limit browser access to your web site (for example, interruptions to your ftp service or e-mail); (iv) suspension of your account due to legal action taken or threatened against you; (v) suspension of your account due violations of the terms and conditions, as determined at Phi 9's sole discretion, including but not limited to excessive use of system resources, non-payment or other billing issues, or identification by the abuse team as fraudulent or otherwise in violation of the terms and conditions; or (vi) causes beyond the control of Phi 9 or that are not reasonably foreseeable by Phi 9
Orders from international customers will not be accepted unless the country provided in the contact information matches that on file for the payment account.
Fees for certain services, including but not limited to domain name registration and maintenance, set-up fees, shipping and handling, SSL certificate fees, extra managed support cost, additional virus scanner, exchange accounts and fees for the extended term packages, are not refundable unless provided otherwise by applicable local law. Phi 9 may, at its sole discretion, refund other amounts as it deems necessary or advisable.
20. Marketing Representations
Phi 9 makes no representations as to the marketing of Client’s products, services or sales. Client’s obligation to pay fees due to Phi 9 are due at time of sale of hosting services and are not contingent upon Client’s marketing of said website. Client is responsible for all marketing of Client’s website. Phi 9 is not responsible for marketing of Client’s website including search engine rankings. Ultimately the success or failure of the Client’s website is the responsibility of the Client.
21. 99 Day Satisfaction Guarantee
Phi 9 provides a 99-day satisfaction guarantee on all of its services. Within 99 days of purchase, Phi 9 will grant Client an unconditional prorated refund (minus merchant fees), no questions asked, provided Client's account is in good standing and compliant with all terms herein. Beyond 99 days, Client shall not be eligible for a refund and any refund given shall be given at the sole discretion of Phi 9 Management, on a case by case basis. By accepting any refund, even within the 99 day period, Client agrees that Phi 9 has met in full its obligation to Client, and Phi 9 is released of all past and future obligations to the Client.
22. Billing Policy
Hosting is billed and due either quarterly, semi-annually, annually, biennially or triennially as decided by client upon sign up. Any change to billing term must be submitted in writing to Phi 9 at least 30 days before Client's next renewal. The Client hereby requests that Phi 9 renew and bill hosting fees every applicable period thereafter, unless the Client cancels in writing 30 days prior to renewal.
Hosting fees vary depending upon the hosting package selected by Client. Phi 9 reserves the right to change prices at any time including hosting fees and hourly fees. All prices are in U.S. Dollars (USD) without regard to fluctuations in foreign exchange rates.
Phi 9 accepts payment via Visa, Mastercard, American Express and Paypal. Upon Client’s authorization of payment to Phi 9 via credit card, or Paypal, Client thereby authorizes all recurring hosting and/or additional services fees to be charged to the same method of payment, credit card or Paypal account for future charges until such authorization is withdrawn by Client in writing.
The Client may change payment methods including credit card and Paypal with 30 days notice. To change payment methods Client should contact Phi 9’s billing department. Client should not e-mail new billing information for security purposes.
Payment is due immediately upon purchase of service(s). A 5% (five percent) late fee shall be assessed after 7 (seven) days of past due payment. At 15 (fifteenth) days of non-payment, service shall be suspended. At 30 (thirty) days of non-payment, the account shall be terminated from Phi 9 servers. No data shall be retained on file and no data shall be returned to Client on past due, suspended or terminated accounts. Phi 9 reserves the right to hold Client, its principals and authorized representative(s) jointly and severally liable for any and all amounts owed.
23. Billing Disputes
If Phi 9 does not receive payment in full when due, Phi 9 may, to the extent permitted by the law of the state of the United Kingdom, charge a late fee of up to 1.5% per month (18% per annum), or a flat fee of $5 per month, whichever is greater, on any unpaid balance. Phi 9 may, to the extent permitted by the law of the United Kingdom at the time account is sent to a collection agency, also charge Client for any collection agency fees and/or attorney’s fees billed to Phi 9 for collecting from Client. Phi 9 does not agree to, and will not honor, any limiting notations made by a Client.
If Client wishes to dispute a charge Client must first contact Phi 9’s billing department and must allow 10 business days for a response. To avoid any dispute about Client’s attempt to contact Phi 9, Client must send the request in writing to:
71-75 Shelton Street, Covent Garden, London, England, WC2H 9JQ
Requests may be e-mailed to firstname.lastname@example.org. If Client chooses to send request by e-mail, a copy of the request must also be sent by mail as confirmation.
If Client initiates a credit card dispute the decision of the credit card company is made through an arbitration process and the decision of the credit card company shall be binding upon Client. In the event that Client initiates a credit card dispute, ceases paying hosting fees or other fees due, Phi 9, at its sole discretion, may suspend service until the billing dispute has been resolved.
24. Termination / Cancellation of Service
Phi 9, at its sole discretion, may terminate its service and remove and discard any content, for any reason, including and without limitation, for lack of use, or if Phi 9 believes Client has violated the TOS. Phi 9 may also at its sole discretion and at any time, discontinue providing services, or any part thereof, with or without notice. Client agrees that any termination of access to Phi 9’s services under any provision of this TOS may be effected without prior notice and that Phi 9 may deactivate or delete Client’s account and all related information files. Client agrees that Phi 9 shall not be liable to Client or any third-party for any termination of services. Paid accounts that are terminated will not be refunded. Phi 9 may suspend or terminate accounts, and shut down website for accounts that become delinquent for more than 30 days, in which case Client remains responsible for any unpaid balance owed to Phi 9. Charges for hosting will continue to incur for delinquent accounts unless client cancels service in writing. Under no circumstances is the refunded amount to exceed the amount collected by Phi 9.
Client agrees that all fees incurred and billed prior to cancellation effective date are valid and Client agrees to pay. Upon request for termination of services the website will be removed. A back-up copy of the website shall not be maintained by Phi 9.
Client agrees to pay all hosting fees and additional services fees owed from the time of sale until the cancellation effective date. Transferring a domain name to another provider or non-use of Client’s hosting account does not constitute termination of the account. Client must notify Phi 9 in writing or via e-mail to terminate the account services and avoid further hosting charges. It is Client’s responsibility to secure confirmation from Phi 9 that the request for termination has been received and no further hosting fees will be billed.
Requests for cancellation of website hosting services or additional services should be sent to the following address:
71-75 Shelton Street, Covent Garden, London, England, WC2H 9JQ
Requests may be e-mailed to email@example.com. If Client chooses to send request by e-mail, a copy of the request must also be sent by mail as confirmation.
25. Cancellation Effective Date
Client may terminate hosting services with 30 days written notice. The effective date of cancellation is to be 30 days from the date of Phi 9’s receipt of written notice to cancel. Any fees scheduled to bill after receipt of written notice to cancel but before the effective date of cancellation are valid and Client agrees to pay.
If Client has not paid all hosting and additional services fees due, such fees are due in full at the time of cancellation and Client authorizes Phi 9 to collect any outstanding fees due, subject to the Cancellation Fee and Refund Policy.
26. Cancellation Fee and Refund Policy
ENHANCEMENT SALES - A 100% cancellation fee will be retained by Phi 9 and NO REFUND will be issued once work has begun on any enhancements purchased, including, but not limited to, databases, programming, logos, flash, galleries, rollovers, e-commerce stores, security certificates, design time, domain names, etc. A minimum cancellation fee of 50% will be retained on cancelled expedited services. Client agrees that a minimum cancellation fee of 50% will be retained by Phi 9 on all cancelled enhancement purchases if cancelled within 90 days of the enhancement sale and if work has not yet begun. NO REFUND will be issued by Phi 9 if Client cancels after 90 days from the enhancement sale. Enhancements or additional services purchased after the initial sale are separate purchases and are in addition to and separate from the original sale. If a Client cancels an enhancement the original sale is not cancelled.
HOSTING – Client agrees that there is NO REFUND of monthly hosting fees or monthly additional services fees incurred or paid by the Client beyond the 99 day satisfaction guarantee period.
Client agrees that all fees incurred and billed prior to cancellation date are valid and Client agrees to pay. (See Termination).
By accepting a refund in full or refund less cancellation fee, Client agrees that the matter is settled in full and releases Phi 9, its officers, owners, members, agents and employees of any and all contractual obligations and waives all claims of any nature, including legal action, against Phi 9’s its officers, owners, members, agents and employees.
27. Additional Obligations and Warranties
You agree and warrant that the contact information you have provided to Phi 9 is complete and accurate, and you further agree to notify Phi 9 within fifteen days of a change to any such contact information. Contact information includes your full legal name, e-mail address, and mailing address and the name, mailing address, telephone number, facsimile number, and e-mail address of the technical and administrative contacts for your domain, if any.
You agree to provide Phi 9 notice of any changes in the primary or secondary DNS address of your name servers, to the extent you have installed and are operating those name servers or to the extent your domain name is held by another registrar and points to a website hosted by Phi 9.
Agree that you will not be reselling/re-branding your hosting account without prior consent from Phi 9
You shall at all times use web site space exclusively to host a website or websites. You shall not use the web site space or your services in any way which may result in an excessive load on the Phi 9 equipment, including but not limited to installing or running web proxies, using your allotted space as online backup or storage, or mirroring mass downloads. Use of web site space and services shall be in a manner consistent with this agreement and shall not in any way impair the function or operation of Phi 9's equipment or network. Should your use of the Phi 9 services result in an overly high load, aggressive system resource usage, abuse resulting in software and or hardware damages, abuse affecting other clients on the Phi 9 equipment, as determined at Phi 9's sole discretion, Phi 9 may suspend your account with or without prior notice until the cause of any such overload/issue is determined and resolved by you.
You represent and warrant that you are over eighteen years of age (twenty-one in places where eighteen years is not the age of majority), are fully competent to enter into this agreement and fully understand the scope of this agreement.
You agree not to use your IMAP account for the storage of files other than for normal e-mail usage. You agree that if you exceed the mail space allowable on your account that you will be required to purchase one of our additional e-mail packages which permit additional disk usage.
28. Account Transfer
Requests for transferring the ownership of a website or hosting account from Client to a new owner must be completed in writing by both the current account owner and the new designated owner. The transfer is not valid until a signed request is received by Phi 9 in writing which is to include payment authorization and new billing account information from the new owner, documentation of the ownership transfer (purchase agreement, etc), documentation of copyright transfer, and acceptance of Phi 9’s TOS by the new owner.
29. Phi 9 Proprietary Rights
Client acknowledges and agrees that Phi 9’s services may contain proprietary and confidential information that is protected by intellectual- and proprietary-rights laws. Client agrees to not reproduce, duplicate, copy, sell, resell or exploit any portion of Phi 9’s services.
30. Use of Client Information
Client herby gives permission to Phi 9 to use samples or links to Client’s custom website designed by Phi 9 for marketing and advertising purposes, including but not limited to, use in Phi 9’s online portfolio.
31. Third Party Services
32. Contract Service Providers
Phi 9 may contract with Contract Service Providers to complete a portion, or all of the Client’s service. The Client agrees not to do business directly with the Contract Service Provider, nor to remit payment to the Contract Service Provider or any Phi 9 employee directly for services. All payments for services rendered must be made directly to Phi 9. Contract Service Providers are independent contractors and are required to follow company policies and procedures. Contract Service providers are provided with only the information needed to deliver a specific service and do not have access to Client’s personal information (including payment information).
33. Disclaimer of Warranties
CLIENT’S USE OF PHI 9’S SERVICES IS AT CLIENT’S OWN RISK. PHI 9’S SERVICES ARE PROVIDED “AS IS”. PHI 9 DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. PHI 9 DISCLAIMS ANY WARRANTIES REGARDING PHI 9’S SERVICES INCLUDING THAT THEY WILL MEET CLIENT’S REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. PHI 9 DISCLAIMS ANY WARRANTIES REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF PHI 9’S SERVICES, INCLUDING RESULTING SALES AND WEB TRAFFIC. PHI 9 DISCLAIMS ANY WARRANTIES REGARDING THE MARKETING OF CLIENT’S PRODUCTS, SERVICES, SALES, OR WEBSITE. PHI 9 DISCLAIMS ANY WARRANTIES REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED, ADVERTISED OR OBTAINED THROUGH PHI 9’S SERVICES, OR LINKS PROVIDED BY PHI 9’S SERVICES, AS WELL AS FOR ANY INFORMATION OR ADVICE PROVIDED BY PHI 9 OR OBTAINED THROUGH LINKS PROVIDED THROUGH PHI 9’S SERVICES.
CLIENT UNDERSTANDS AND AGREES THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF PHI 9’S SERVICES ARE DONE AT CLIENT’S OWN RISK AND THAT CLIENT WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO CLIENT’S COMPUTER SYSTEM OR LOSS OF DATA OR OTHER LIABILITY THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES. THE ABOVE EXCLUSIONS MAY NOT APPLY TO CLIENT.
34. Limitation of Liability
CLIENT UNDERSTANDS AND AGREES THAT PHI 9, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF PHI 9 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM THE USE OF OR INABILITY TO USE PHI 9’S SERVICES, RELIANCE ON PHI 9’S SERVICES, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF PHI 9’S SERVICES (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM PRODUCTS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED THROUGH PHI 9’S SERVICES OR FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF CLIENT’S DATA OR TRANSMISSIONS AND ANY STATEMENTS OR CONDUCT OF A THIRD PARTY OR ANY OTHER MATTERS RELATING TO PHI 9’S SERVICES. SUCH LIMITATION SHALL FURTHER APPLY, WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF SERVICES OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED IN ANY WAY, TO PHI 9’S SERVICES.
Without limiting the foregoing, under no circumstance shall Phi 9 be liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, or other casualties, illness, accidents, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non performance of third parties, or loss of or fluctuations in heat, light or air conditioning. Phi 9’S full and complete liability, for any reason whatsoever, shall be limited to the full refund of all monies paid to Phi 9.
35. Tort Claims and Other Claims
Client waives all tort claims, strict liability claims and any and all other legal and equitable claims to the extent permitted by law against Phi 9, its subsidiaries, affiliates, officers, employees and agents. The relationship between the parties is contractual in nature only. Client waives any tort claims that arise by act, or omission. Client further agrees that it may only bring claims against Phi 9 in Client’s individual capacity and not as a member of a class.
Client agrees to defend, indemnify and hold harmless Phi 9, its directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees that may arise or result from any content Client submits, posts, transmits or makes available through Phi 9’s services, from any product sold by Client, its agents or employees or assigns, from any service provided or performed or agreed to be performed by Phi 9 or from Client’s breach or violation of the TOS, including any obligation, representation, or warranty made herein, or Client’s violation of any rights of another. Client further agrees to defend, indemnify and hold harmless Phi 9, its directors, officers, employees and agents from and against all claims and expenses, including attorneys’ fees, arising from or related to contracts, representations, agreements, promises, etc, made between Client and third parties, or arising from or related to Client’s negligence toward third parties.
Unless otherwise specifically provided, all notices required or permitted by this Agreement shall be in writing and in English and may be delivered personally, or may be sent by e-mail, facsimile or certified mail, return receipt requested, to the address set forth below. If Client chooses to send request by e-mail or facsimile, a copy of the request must also be sent by mail (to the address below) as confirmation of the request.
Uncle Smart Ltd
71-75 Shelton Street, Covent Garden, London, England, WC2H 9JQ
38. Contact Phi 9
Client may contact Phi 9 by e-mail or live chat. Client may visit our website at www.phi9.com at any time. Client may also e-mail Phi 9 at the following department e-mail addresses:
- Sales Department - firstname.lastname@example.org
- Billing Department - email@example.com
- Technical Support Department - firstname.lastname@example.org
- Network Operations & Compliance Department - email@example.com
39. Severability; Waiver
In the event that any provision hereof is found invalid or unenforceable pursuant to judicial decree or decision the remainder of this Agreement shall remain valid and enforceable according to its terms. The failure by Phi 9 to avail itself of any right or enforce any obligation of this agreement shall not be deemed to be an ongoing waiver of such right or obligation or of any other right or obligation.
This agreement shall be governed exclusively by the laws of the United Kingdom, without regard to any conflicts of law provisions thereof, as a contract entered into and performed entirely. The parties hereby expressly disclaim the application of the United Nations Convention on the International Sale of Goods. Any disputes between the parties relating to the subject of this agreement shall be submitted exclusively to the jurisdiction of the state or federal courts located in the United Kingdom, and the parties expressly consent to personal jurisdiction and venue therein and waive any objection based on forum non conveniens or otherwise. Should there be a breach of this provision, the non-breaching party shall be entitled to an award of attorney fees.
Notwithstanding the foregoing, in lieu of litigation, arbitration may be used as a means of resolving disputes. Arbitration would be through a neutral third-party arbitrator to be approved by both Client and Phi 9. If any court sitting outside the United Kingdom determines that the litigation forum or arbitration provisions of this agreement are invalid, then and only then, the parties agree to settle any dispute through binding arbitration by three arbitrators, in the English language, under the commercial arbitration rules of the International Chamber of Commerce, with the location of the arbitration to be in a neutral jurisdiction (not the country of residence of the Client or of Phi 9) as selected by Phi 9.
Phi 9 may investigate any reported violations of this agreement, its policies or any other complaints and take any action it deems appropriate to protect its systems, facilities, Clients, and/or third parties.
43. Electronic Signatures
Selecting and submitting “accept” on the electronic copy of the TOS, submitting content through the online web center, making payment, or submitting information or documents to Phi 9 so that Phi 9 may perform services for the Client, the same shall constitute an electronic signature as defined by United Kingdom’s Electronic Communications Act.
44. Affiliated Companies, Name Change, Assignment of Servicing
Phi 9 reserves the right to subcontract services or assign the ongoing servicing and/or hosting of your account or this entire Agreement to another party at its sole discretion. This agreement shall not be affected by any change in the name of Uncle Smart Ltd., its DBAs or any other affiliated companies, or any condition, merger or acquisition of Uncle Smart Ltd. and shall be automatically assigned to any successor entity of Uncle Smart Ltd. and shall continue in effect thereafter in accordance with its terms.
The following provisions shall survive termination of this Agreement with no effective termination date: Sections 1, 7-9, 22-40.
46. General Information
This Agreement constitutes the entire understanding and contract between the parties and supersedes any and all prior oral or written agreements (including, but not limited to, any prior versions of the TOS). Any modifications to this agreement must be in writing and signed by an authorized officer of Phi 9. All representations not in writing are null and void. Written agreements may include, but are not limited to, e-mails and electronic acceptance of this Terms of Service.
Client agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of Phi 9’s services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Headings used in this agreement are provided for convenience only and shall not be used to construe meaning or intent.