Terms and Conditions of Service

Updated: 25 January 2010 (added details of SLA)

Definitions

“Brightbox” or “we” or “us” or “our” refers to Brightbox Systems Ltd, whose registered office is Host Media Centre, 21 Savile Mount, Leeds LS7 3HZ

“Customer” or “you” or “your” refers to the person or a company in whose name the account with Brightbox is held.

“Services” refers to any service offered by Brightbox, including but not limited to Virtual Server Hosting or Dedicated Server rental.

General

These terms and conditions of service govern the supply of Services by Brightbox to the Customer. Use of Brightbox Services is subject to the terms listed herein. Brightbox reserves the right to amend these terms and conditions without notice, effective upon posting amended terms and conditions to it’s website.

Limitations

Unless otherwise agreed in writing the Customer is responsible for managing and maintaining any servers, whether “virtual” or physical, included in Services purchased from Brightbox.

The use of Brightbox’s Services is entirely at the Customer’s own risk. Brightbox Services are provided strictly on an “as available” basis.

The Customer is responsible for keeping passwords or other sensitive information regarding Brightbox Services secure. Brightbox shall not be liable for any loss or damage arising from the Customer’s failure to keep passwords or other sensitive information secure.

Except as expressly provided in these Conditions, Brightbox gives no warranties of any kind, expressed or implied for services provided to the Customer. Brightbox disclaims any warranty or fitness for a particular purpose. This includes loss of business, custom, loss of data and all service interruptions unless otherwise stated by Brightbox or agreed with the Customer in writing.

Charges and Payments

Service charges are billed in advance on, or shortly after, the day of purchase and on subsequent monthly or yearly anniversaries (the Customer’s “billing date”) according to the Customer’s chosen billing frequency.

Bandwidth overage charges are billed monthly in arrears and subject to standard payment terms.

When the Customer purchases additional Services or purchases an upgrade to their Services, a pro-rated amount will be charged on or shortly after the day of purchase to cover the remainder of the current billing period (whether monthly or yearly) from the day of purchase until the Customers next billing date.

For example, if a Customer on a monthly billing cycle with a billing date of the 3rd of the month purchases an additional service costing £30 per month on the 17th of September, they will be charged £15 (£13 for the remaining 13 days in September plus £2 for the first 2 days in October). A full £30 will be charged on the 3rd of October and on subsequent billing dates.

The Customer authorises Brightbox to debit payments from the Customer’s credit or debit card for all Service charges, fees, taxes and any other charges as they are due.

Brightbox reserves the right to charge interest on any unpaid sums at the current statutory rate prescribed in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 until payment is received by Brightbox in cleared funds.

Brightbox is not responsible for any additional bank fees, interest, finance charges or other charges incurred by the Customer as a result of charges billed by Brightbox.

The Customer is responsible for ensuring Brightbox has up-to-date billing and contact information for the Customer.

Brightbox reserves the right to terminate or postpone Customer accounts where unpaid charges remain outstanding for a period of more than 14 days. Termination of Services by Brightbox shall not alter the Customer’s obligation to pay all charges due to Brightbox at the time of termination.

Brightbox reserves the right to change fees and charges as it deems necessary. Customers will be notified in advance of any such changes to fees and charges.

Cancellations & Refund Policy

All fees and charges are non-refundable unless expressly stated or agreed otherwise in writing by Brightbox.

The Customer may cancel their Services at any time either via the Customer Control Panel or by submitting a support ticket request.

Cancellation of Services by the Customer shall not alter the Customer’s obligation to pay all charges due to Brightbox at the time of cancellation.

The Customer is responsible for maintaining backups of their data. Brightbox will not retrieve data from cancelled accounts unless otherwise agreed in advance.

Law Enforcement co-operation

Brightbox will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in the investigation of suspected criminal violations. Customers who violate systems or network security may incur criminal or civil liability.

Copyright and Intellectual Property

By using Brightbox’s Services, the Customer acknowledges ownership by Brightbox of all rights, title and interest in and to all trademarks, other intellectual property and services developed by Brightbox.

The Customer shall not copy, reproduce, alter, modify or create derivative works from any trademarks, intellectual property or service offered by Brightbox.

Indemnity

The Customer agrees that it shall defend, indemnify, save and hold harmless Brightbox from any and all demands, liabilities, losses, costs and claims, including all legal fees, that may arise or result from any service provided or performed or agreed to be performed by a Customer, its clients, agents, employees or representatives. (1) any injury to person or property caused by any products sold or otherwise distributed in connection with Brightbox’s services; (2) any material supplied by Customer infringing or allegedly infringing on the proprietary rights of a third party; (3) copyright infringement and (4) any defective Product sold via Brightbox’s services.

Force Majeure

Neither party shall be liable to each other or be deemed to be in breach of the Agreement by reason of any delay in performing or failure to perform any of its obligations in relation to the Services if such failure or delay was beyond that party’s reasonable control. Without prejudice to the generality of the foregoing the following shall be regarded as causes beyond either party’s reasonable control

  • act of God, explosion, flood, tempest, fire or accident
  • war or threat of war, terrorism, sabotage, insurrection, civil disturbances or requisition
  • acts, requisitions, regulations, bye-laws, prohibitions or measure of any kind on the part of any governmental parliamentary or local authority
  • strikes or other industrial actions or trade disputes of a third party

Severability

Any invalidity or unenforceability of any term of, or any right arising pursuant to this agreement, shall not in any way affect the remaining terms and rights which shall be construed as if such invalid or unenforceable term or right did not exist.

Assignment

This Agreement is personal to the parties and neither party may assign the benefit of this Agreement, or otherwise deal with any of its rights or obligations under this Agreement without the prior written consent of the other party, such consent not to be unreasonably withheld or delayed, subject to board approval of the assignee. Notwithstanding the foregoing, either party may assign its rights under this Agreement to an entity that either now or in the future controls, is controlled by or is under the common control of such a party as a consequence of merger, acquisition, change of control or asset sale.

Contracts (rights of third parties) Act 1999

Nothing in this Agreement is intended to create any right which, by virtue of the Contracts (Rights of Third Parties) Act 1999, might otherwise be enforceable by a third party against either party to this Agreement.

Governing Law

This Agreement shall be governed by and construed and interpreted in accordance with English law and the parties hereby submit to the exclusive jurisdiction of the English Courts.

Bandwidth Overages

The Customer will be entitled to any monthly data transfer “quota” (also known as “bandwidth” or “internet traffic”), expressed in gigabytes per month, included as part of their chosen Services. Should the Customer exceed the agreed amount of transfer specified in their chosen Services, without notice Brightbox reserves the right to charge the Customer an overage rate of £5 +vat per 5 gigabytes, or part thereof, for the data transferred over and above the quota in force.

Acceptable Use Policy

The Customer shall not participate in or facilitate any action or activity that Brightbox considers abusive, or that contravenes UK law. Actions or activities that Brightbox considers abusive and therefore strictly prohibited include, but are not limited to the following:

  • Unsolicited e-mail activities
  • Impersonated or libellous postings
  • Hacking or unauthorised access
  • Propagation of viruses or worms
  • Terrorism or threat of terrorism
  • Denial of Service (DoS) or Distributed Denial of Service (DDoS) attacks

The Customer shall not deliberately or maliciously cause or allow to be caused any disruption to Brightbox’s Services, its servers, network or other infrastructure, or any other networks or services on the internet.

The Customer shall not participate in or facilitate any activity which interferes with or disrupts Brightbox Services.

Participation or facilitation of any of the above activities may result in immediate suspension or termination of Services without refund.

30-day Money Back Guarantee

To make a request under the 30-day Money Back Guarantee, the Customer must submit a request via the Helpdesk within 30 days of purchase.

Accounts which are suspended, cancelled, or terminated for violating our Terms & Conditions, including (but not limited to) the Acceptable Use Policy, will not qualify for the 30-day Money Back Guarantee. For example, if an account is cancelled due to spamming, phishing, or another violation, no refund will be issued.

Any setup fees and/or overage charges incurred during the initial 30 day period are not refundable.

Brightbox virtual machines can be cancelled at any time via the customer control panel, but once an account has been active for 30 days a refund under our Money Back Guarantee will not be provided.

New Relic Partnership

Certain Brightbox products include the provision of a “monitoring service” from New Relic Inc.

The Customer agrees and acknowledges the following:

  • The Customer consents to the transfer of the following information from Brightbox to New Relic Inc. for the purposes of activating and providing the monitoring service: Firstname, Lastname, Email, Brightbox username and type of product (e.g Brightbox 512)
  • The New Relic service is provided and supported by New Relic Inc.
  • Brightbox is not responsible in any way for the delivery or operation of the New Relic service

Service Level Agreement (SLA)

Definitions

“Brightbox Service” refers to Brightbox virtual machine(s) and the Brightbox Load Balancing service.

“Availability” means that the Brightbox service is running and has external network access as determined by Brightbox.

“Service Credit” means an amount of credit in pound sterling applied to a Customers future invoice.

“Scheduled Maintenance” means any planned maintenance period. Brightbox will use commercially reasonable efforts to notify customers of planned maintenance at least 7 days in advance (and at least 24 hours in advance for emergency mainteance) via the Status site (http://status.brightbox.co.uk)

Service Level

Brightbox will use commercially reasonable efforts to ensure availability of your Brightbox Service for at least 99.95% of the time, excluding Scheduled Maintenance. In the event that we don’t meet this commitment during any consecutive 30-day period you will be eligible for Service Credits of 5% of your fees for every full 30 minute period of unavailability up to a maximum of 100% of your relevant fees paid for that period.

Claims & Credits

To receive a Service Credit you must submit your claim via the Brightbox helpdesk, including details of the period(s) of unavailability you wish to claim credit for so we can corroborate the details. Claims for Service Credits must be received within 14 days of the most recent reported period of unavailability.

Service Credits (if eligible) will be applied to your next regular (i.e monthly or annual) invoice.

Eligibility & Exclusions

The following scenarios are examples where the Brightbox SLA does not apply…

  • Unavailability is due to a Customers own misconfiguration of their server(s) or application(s)
  • Unavailability is caused by circumstances beyond our reasonable control, for example, network routing problems elsewhere that affect access to your Brightbox service
  • Unavailability is due to Scheduled Maintenance
  • The customer’s account has been suspended (e.g for non-payment or breach of terms and conditions)
  • The customer’s account has overdue payments
  • The customers usage of Brightbox services is in contravention of the Terms and Conditions
  • The customers usage of Brightbox Services is deemed excessive (e.g use of network bandwidth or shared MySQL service is affecting other customers)