Website Service Agreement

Spruz Inc. Service Agreement

This agreement is between Spruz Inc. ("Provider") and the client ("Client") of services from Spruz Inc. . This Agreement includes Spruz's policy for use of the Spruz Services and governs, your rights, obligations and restrictions regarding the creation and operation of a website powered by the Spruz Social Website Platform ("SSWP").

The Client agrees to abide by this agreement at all times. This agreement is legally binding from the point the Client creates a website account up to 1 year following termination of the clients account or access .

  1. Terms and Definitions
    1. "Transfer" refers to the amount of data sent from our servers of any given webpage, video or file hosted by the Provider that is retrieved by any visitor, internet bot, or page load.
    2. "Technology" Refers to the content management platform developed by Spruz Inc. and that is used to provide the Client with his/her website service.
    3. "Upgrade" refers to a premium plan (PAY) offering as selected at anytime by the Client.
  2. FREE WEBSITE PLAN RULES AND RESTRICTIONS (Premium Websites are exempt from these rules) - By default when the Client Creates a website on SSWP the website is within the Providers Free Service Plan and has the following rules and restrictions;
    1.  Free websites may be deleted or removed for any reason and without notice;
    2. are frequently purged if they are left un-used for a period of 27 days, a member account must activity log into the website at least 1 once every 20 days;
    3. are not allowed to place 3rd party advertisements on any page of their Free website, placing of advertisements is a premium plan only feature.
  3. Website Traffic Allowance - Each website plan includes a client set traffic limit in the form of GIGABYTES (GB) transferred over a 30 day period. In the event website traffic is exceeded outside of the plan allowance the Client the clients management tools will be disabled until; (1). the client changes their plan to include a higher monthly transfer limit, or (2). the clients website usage drops below the transfer limit. In any event the transfer limit is exceeded 2 consecutive months, then clients website may be completely disabled or deleted without further notice. Plans that advertise unlimited transfer are limited to preset tranfer limits that are evaluated for limit increases on an as needed basis. Spruz reserves the right to revoke the unlimited usage plans to customers we feel abuse the traffic or have enterprise service needs.
  4. Data Storage and Usage - As your service provider we guarantee your website and the data used to display within your website will be available to you and your website visitors 24 hours a day, 365 days out of the year. Your website service includes automated backups of your website in the event of a major platform wide error or crash. Your website data is subject to purging based on age. While we understand the importance of the data your website may build over time through you and your members contributions, some old data may be purged based on age to maintain the highest levels of performance. The data purge parameters are as follows: Members accounts that are inactive for over 1 year (1 Year since their last website login) are removed along with any associated data that member uploaded or added to a Clients website. Forum, Discussion, Comments, Ratings, Blogs and Events that were published 1 year or older is subject to purging. Website Pages, Wiki Pages, Downloads, Chat Rooms, and elements that make up a website or feature are except from purging. Your plan price is based on this criteria so we can provide cost effective pricing options for our clients.
  5. Standard Support Provided - The service provider will make best effort to ensure client issues or problems are addressed in a prompt and efficient manner (1 to 2 business days). However it is the clients responsibility to notify the service provider of issues or problems that prevent the client from properly using or accessing their service. Primary support is via support ticket/support requests (The provider does not offer Phone, Live Chat or other types of support as part of upgrade plans, these services can be purchased separately.). The provider does not provide support for custom html, scripting, design, or using our integrated tools and features outside their original design or purpose. Live Chat Support is provided to help guild clients to help and support resources or to answer questions about basic solution functionality and/or features.
  6. Payments for Premium Plans - All service payments are due before service is rendered and are reoccurring until canceled unless specified otherwise. The Client is granted a 10 day grace period from the date of each billing period. At the end of the grace period if payment is not received, the Provider reserves the right to terminate the Client services. We require a verifiable payment method linked to the website owner account to maintain service.
  7. Mature Content Plan - If you are operating a website that publishes content that is mature in nature; your website will fall into this category if you have any form of nudity (non-pornographic) or if it could be classified as an NC-17 rated site and is not appropriate for minors. You will be subject to subscription to our Adult Premium plan. Sites that have sexually explicit content are not permitted.
  8. Service/Hosting Pricing - We guarantee plan pricing for the life of the current upgrade, provided the Client maintains the plan prior to any price changes. In the event of non-payment, cancelation, or plan changes the Client will be subject to any new pricing if applies. In the event of plan discounts, promotions, or price changes the Client may elect to take advantage of these changes by returning to the upgrade plan page and placing a replacement plan order. At not time are plan discounts, promotions, or price changes automatically applied to a clients current plan.
  9. Money Back Guarantee - At anytime within 7 days of your original website upgrade you can request a full refund of your service plan fees via support ticket. Refund request via phone or email will not be honored. Once a refund request is made we will process a refund back to you in the amount of your full payment, less domain name registration fees within 10 business days of your original refund request. Once your refund request is processed, we reserve the right to delete your website at anytime.
  10. Domain Registration - When the Client orders a domain as part of a service plan. Spruz Inc. is the register name holder and Administrative Contact for the domain. You may request a domain transfer at anytime provided you have completed any contract term of service as stated at the time of your service engagement and you have placed a cancel request on your account. If you are paying monthly for your domain, you will be required to pay for the full term of 1 year before the domain can be transferred to another provider or service. For domain services such as transferring a domain, or updating DNS information the Client shall enter a support ticket stating the need for the change and completing the cancelation process. At no time will a domain be transferred to the Client within 90 days of the original registration date. If the Clients account has already been canceled the Client can email domains@spruz.com for assistance.
  11. Proprietary Rights in Content on Spruz provide website.
    1. Spruz does not have any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials  that is submitted, uploaded or posted by any member, user or visitor of Spruz Services. After posting you continue to maintain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose. By displaying or publishing ("posting") any Content on or through the Spruz Services, you hereby grant to the Provider a limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content through the Provider Services.
    2. You represent and warrant that: (i) you own the content sent by you on or through the Spruz Services or otherwise have the right to grant the license set forth in this section, and (ii) the posting of your Content on or through the Spruz Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any Content posted by you to or through the Spruz Services.
    3. The Spruz Services contain Content of Spruz ("Spruz Content"). Spruz Content is protected by copyright, trademark, patent, trade secret and other laws, and Spruz owns and retains all rights in the Spruz Content and the Spruz Services. Spruz hereby grants you a limited, revocable, license to reproduce and display the Spruz Content (excluding any software code) solely for your personal use in connection with viewing the Spruz Website and using the Spruz Services.
    4. The Spruz Services contain Content of Users and other Spruz licensors. Except for Content posted by you, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the Spruz Services.
  12. Content Posted.
    1. Spruz may delete any Content that in the sole judgment of Spruz violates this Agreement or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person. Spruz Inc. assumes no responsibility for monitoring the Spruz Services for inappropriate Content or conduct.
    2. You are solely responsible for the Content that you post to or on any of the Spruz Services. Spruz does not endorse and has no control over the Content. Content is not necessarily reviewed by Spruz prior to posting and does not necessarily reflect the opinions or policies of Spruz. Spruz makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Members.
  13. Theme and other site related purchases through Spruz Inc. .
    1. Purchases of any themes, modules or widgets through Spruz Inc. services maybe used on 1 website per purchase. Example: Themes purchased  through the Theme Library may only be used on the website it was purchased for. Purchased themes may not be shared or redistributed.
  14. Copyright Policy. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to Spruz, members or posted Spruz hosted sites without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of Spruz to terminate access privileges of any one who repeatedly infringes the copyright rights of others upon receipt of proper notification to The Provider by the copyright owner or the copyright owner's legal agent.
  15. Content/Activity Prohibited. The following is a partial list of the kind of Content that is illegal or prohibited to post on or through the Spruz Services. Spruz reserves the right to investigate and take appropriate legal action against anyone submitting, posting, linking or in any way displays prohibited content on Spruz Services.
  16. Restricted/Prohibited Content:

    1. Harasses or advocates harassment of another person;
    2. is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
    3. exploits people in a sexual or violent manner;
    4. contains pornography, violence, or offensive subject matter or contains a link to an adult website;
    5. promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
    6. promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
    7. involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
    8. furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
    9. peer to peer file sharing;

    The following is a partial list of the kind of activity that is illegal or prohibited on the Spruz Website and through your use of the Spruz Services. Spruz reserves the right to investigate and take appropriate legal action against anyone who, in Spruz 's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:

    1. criminal activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
    2. any automated use of the system, such as using scripts to post comments or messages;
    3. attempting to impersonate another Member or person;
    4. interfering with, disrupting, or creating an undue burden on the Spruz Services or the networks or services connected to the Spruz Services;
    5. using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;
    6. selling or otherwise transferring your web services;
    7. using any information obtained from the Spruz Services in order to harass, abuse, or harm another person;
  17. Termination - The Provider may terminate the Client services without notice in the event of any violation of this agreement, a Client chargeback, or the Client fails to make timely payment for services. Upon termination the Provider may delete, remove, or destroy the Clients web services without further notice. If the Client is terminated for breaking terms of this agreement the Client may not be entitled to refund of any form. In the event the Client fails to cancel and a new billing term is due the Client will still owe for the full term due. In the event the Clients service was canceled for non-payment then upon payment the Clients service will receive an account credit for the remaining time going forward from the date of payment. This credit may be used towards a new service plan of the Clients choice.

  18. Cancelations and Refund Policies - The Client may terminate their services at anytime provided 7 day notice before the Clients next billing cycle. Cancelations are only accepted via a support ticket. Upon cancelation the Client will be required to confirm the cancelation, upon confirmation a website cancel request will be entered to terminate the clients service at the end of their billing cycle, however at time of cancelation the Client may request immediate termination and have a prorated credit for unused service time to be applied to their account. The Provider has a No Refund policy, the provider is not required to offer the Client with any type of cash, credit or other refund for unused service at time of cancelation. Account credit balances and/or donations collected using our website donation feature are non-refundable and may only be used towards future services (Hosting, Design, Themes, Etc).

  19. Notices - The Provider will make best effort to contact the Client where service termination is possible and will allow 3 business days to cure the termination. The Client is responsible to maintain good email, phone, and address for contact by the Provider.
  20. Limitation on Liability. IN NO EVENT SHALL THE Provider BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF THE Provider HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE PROVIDERS LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE Provider FOR THE THE Provider SERVICES DURING THE TERM OF MEMBERSHIP.
  21. Indemnity. You agree to indemnify and hold Spruz Inc, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Spruz Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above and/or if any Content that you post on the Spruz Website or through the Spruz Services causes Spruz to be liable to another.
  22. Other. This Agreement is accepted upon your use of the Spruz Website or any of the Spruz Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and Spruz regarding the use of the Spruz Services. The failure of Spruz to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Spruz is a trademark of The Provider. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.
  23. Payment Processing. All payment processing is handled and managed by Spruz Inc. questions about payments can be answered by calling 865-566-0251

This agreement was at registration and during the premium service order process. It is the Clients responsibility to print this agreement for their records. A email of this agreement can be requested by the Client by emailing agreements@spruz.com.