General Terms and Conditions of Services changes 2018-07-11 00:00:00 - 2019-05-06 00:00:00
ServerAstra Ltd. Co.
General Terms and Conditions of Services
By signing up for and/or otherwise accessing any of the services or products offered by ServerAstra Ltd. (hereinafter: Provider) you agree to be bound by the terms of this Agreement. These Terms and Conditions supersede all earlier versions.
Please read these terms and conditions carefully and thoroughly, as they describe your legal rights and obligations.
This Agreement is valid Annexes listed in section IV. are an integral part of this agreement and are required to be interpreted, distributed, executed and/or signed with the Service Level Agreement (hereinafter: SLA) and must be interpreted with that. You can find the SLA on the Provider's web-site.
I. General Provisions
I.I. The scope of this Agreement
This agreement shall become effective as of the date of (1) your electronic signature or acceptance of this Agreement, (2) the activation of your account or (3) your receipt of an e-mail from Provider confirming your order, whichever happens first.
This Agreement is effective for undetermined term.
You may take obligation for 1 year loyalty time contract, in which case you get discounted fee.
Either you or Provider may terminate this Agreement (and your access to your account) at any time with 30 days written notice, or
Provider may terminate this Agreement or suspend your account with no prior notice for a breach of this Agreement.
I.II. The subject of this Agreement
Regulation of relationship between Provider and Customer in case of dedicated server, co-location services, virtual private server (VPS), cloud and web-hosting services.
I.III. Rights and obligations of the Contracting Parties
I.III.A./ Rights of the Provider
Regarding the provision of the present GTCs and the SLA the Provider is entitled particularly:
- to handle the data of the Customer in line with the relevant legal laws and regulations during the contracting period, after the contract is terminated the Provider is entitled to save the data for purposes set out
- to suspend the provision of the Service temporarily or to terminate the contract with immediate effect and without any previous notification, in case the Customer breached obligations under the Agreement or these GTCs, especially when they failed to pay agreed Price in due period or when they breached obligations of this Agreement;
- to remove from their devices any data concerning the Customer and Customer's domain, in case the Customer repeatedly or seriously breached their obligations under the Agreement or these GTCs;
- to restrict temporarily reserved disk space for the Customer, transfer speed for the Customer or other Customer's activities to a level defined in the SLA, in case previous Customer's activities would cause a threat or a substantial limitation of fluency or functionality of devices of the Provider, of their subcontractors or of activities of other Customers;
- to transfer of contractual rights and obligations of this Agreement to a third party at the same time with notice toward to the Customer;
- to establish additional forms of protection of the Service, if it is necessary because of enhancement of its protection or because of protection of the Customer, unless establishing such protection creates additional costs to the Customer or unless the Customer agreed with these additional costs or asked for such establishment of additional protection of the Service;
- to change a time period for which invoices (tax documents) shall be issued to the Customer on a regular basis (hereinafter referred to as ,,the billing period");
- to additionally invoice items of the Service that could not be included in the invoice issued for the period in which these items were provided due to technical reasons or due to additional order by the Customer;
- to ex parte diversify or change functional or technical specification of the Service or refine Customer interface to access the Service, if this diversification, change or refinement is in compliance with the latest expert knowledge in the relevant field or if it undoubtedly contributes to a Customer comfort when making use of the Services;
- to suspend or restrict providing the Service without any previous notification in justified cases, especially during planned maintenance, technical inspections, revisions, repairs on technical devices through which the Service is provided or because of power blackout, cases of emergency, terrorist attacks, epidemics and in other force majeure cases;
- to refuse to provide the Service to the Customer, if the provision of the Service was temporarily suspended before or if the Provider or other provider doing business in the same field withdraw from contract for repeated or serious obligation default by the Customer;
- to conclude an out-of-court settlement or other settlement with a third party;
- to surrender the domain in favour of a third party, i.e. to transfer the domain to a person who made a lawful claim;
- to transfer the domain to any other third party at their discretion,
- to take other measures or to deal with the domain otherwise so that no damage could occur to the Provider;
- to withdraw from the Agreement with immediate effect, to terminate the Services immediately and to enforce his compensation claim on a legal way for the for the losses and injuries caused by the Customer, if the Customer places prohibited content on the devices of the Provider and/or uses the Services to distribute, support or accommodate prohibited content (see I.III.D. article). In the case, regulated in present paragraph, the Customer does not get fee refund and is fined Terms of Service violation fine of €100 and clean-up fee of €50;
- to provide the Customer with a discounted fee or a preferential tariff in return the Customer undertakes contractual loyalty time
- to provide the Customer with a discounted fee or a preferential tariff beyond the contractual loyalty time.
Provider does not knowingly provide or offer services to anyone under the age of 18. Provider has the right to cancel and terminate services and withdraw from the Agreement with immediate effect at any time if the Provider possesses irrefutable evidence that the Customer is under the age of 18.
I.III.B./ Obligations of the Provider
Provider is obliged
- to provide the Customer with help and technical support via Help Desk. (Help Desk means a Customer care centre that exercises all the requirements and notifications of the Provider concerning the provided Service towards each Customer, it provides the Customer with technical support and accepts his warranties, complaints, requests and other claims.)
- via Help Desk to respond the Customer's request within 15 days and to give suggestion for solution.
- to ensure Service functionality;
- to update software on a regular basis, in terms of functionality and safety of Service;
- to take precautions to lower or entirely eliminate any possible failures in the Service provision;
- to perform planned precautionary Service disconnection for the purpose of control, maintenance or replacement of hardware, or if needed for software setup or update (hereinafter referred to as ,,the Service disconnection");
- to inform in advance about planned Service disconnection on their web site, possibly by e-mail or by any other proper means to notify concerned Customers thereof;
- to meet other obligations as follows from the Agreement and these GTCs;
- to notify the Customer without undue delay at least 24 hours in advance of any possible foreseeable restrictions, suspensions or changes to the provision of the Service or planned measures in the Internet network and on devices of the Provider or a third party that may influence the provision of the Service.
I.III.C./ Rights of the Customer
The Customer is entitled particularly:
- to make use of the Services provided by the Provider under the conditions set out in these GTCs, and not to be interfered with other Customer or third party or Provider when using the Services;
- to contact the Help Desk with their requests, complaints and suggestions,
- to choose any domain from the Provider's offer or from free domains in accordance with relevant domain registration rules;
- to the provision of complete and true information about facts that might influence the quality and stability of the Services provided by the Provider, namely in a sufficient advance, if such provision of information is possible and expectable regarding the circumstances and situation;
I.III.D./ Obligations of the Customer
The Customer is obliged to provide the following data to Provider:
- if the Customer is a natural person: his full name, his permanent address, his postal address if it is not the same as permanent address and his e-mail address;
- if the Customer is a legal entity: the name of the organization, its registration number and/or its tax number, its official corporate seat, the name of its leader and the data of the leader like in section i. The leader is obliged to send his or her specimen of signature for the Provider electronically (either through ticket section or via e-mail).
The Customer is fully liable for damages caused by inaccurate and out-of-date personal data.
The Customer is obliged to pay fee for the services.
The Customer is particularly obliged to use the devices and the services of the Provider for legal purposes only. According to this statement it is prohibited to use Provider's services:
- to promote prostitution, to promote or support drugs, human trafficking and other crimes;
- to host or promote content encouraging or suitable to encourage national, racial and ethnic hatred, promoting fascism, communism or other similar ideologies;
- to host or promote illegally obtained software for the purpose of its further sale and/or providing to third parties;
- to host or promote unsolicited advertising of any kind and unsolicited bulk email delivery (spam) operations;
- in a way which leads to excessive overload of the available resources;
- in a way which violates copyright or other intellectual property rights (e.g.: music files, movie files and so on), this includes hosting such content or promoting such activity;
- in a way that can even partly be included into the above-mentioned categories;
- to store or to distribute data violating laws of Hungary or the European Union;
The Customer is obliged
- to notify the Provider via Help Desk or via Customer web interface made accessible by the Provider through the Internet network for the Service during the existence of the contractual relationship:
- of changes to the Contact name at the latest within 10 days from such change;
- of all changes to the identification and billing data at the latest within 10 days from such a change;
- to notify the Provider without undue delay of all facts known by the Customer that might negatively influence providing the Services by the Provider;
- to uphold the effect of the present GTCs during the contractual loyalty time, if not, he is obliged to pay liquidated damages (the sum of liquidated damages is the remaining sum of the expected payments under the loyalty contract and an additional €120 fee for early cancellation);
- to use the Service in a way that does not limit other Customers in using of Service and Provider in providing the Service;
- to pay the Price for the provided Service as well as all the fees related to providing the Services in accordance with the Agreement and the Price list, namely based on a tax document (invoice) issued and delivered by the Provider by e-mail or in writing;
- to make use of the Services in accordance with the laws of Hungary, the Agreement and possible directions and instructions by the Provider;
- to block access to his website towards the Hungarian market, if the Customer does business activity which bound to permission by Hungarian Authority and he does not have such kind of permission (e.g. the Customer sells medicine or organizes gambling).
The Customer may not to provide the Services provided by the Provider to a third party without previous written consent of the Provider.
The Customer is aware of their possible criminal liability under Act C. of 2012. Penal Code for a conduct contrary to the provisions of the stated act.
II. Special provisions
II.I. Dedicated Server services
This and any other agreement with the Provider of Dedicated Server does not grant or entitle, expressly or otherwise, any right, title or interest in the hardware (including, but not limited to any server) of the Provider of Dedicated Server.
The exact details you may find in the Service Level Agreement on Provider's website.
II.II. Co-location Services
The co-location service includes the technical elements which are defined in the SLA.
The Provider is entitled to recourse to a subcontractor and to assign this contract to a third party.
To these the Customer approval is not needed.
The service provider gains access to the service access point during the full year in respect of possible uptime of 99.5% of the service availability.
Additional fee is payable for installing the racks, cabinets, cages, custom space, electrical circuits, fiber optic connections, cable, panels and other items necessary for the Equipment to function in the Space, plus a prepayment equal to the number of month's recurring fees determined by Provider in the Contract.
The exact details you may find in the Co-location Agreement on Provider's website.
II.III. Virtual Private Servers (VPS)
The exact details you may find in the Service Level Agreement on Provider's website.
II.IV.A./ Server Set-Up and Updating
Provider will initially configure the web server and the hosting account for use. After the hosting account is configured, Customer will be solely responsible for all account content management.
II.IV.B./ Maintenance Services
Provider will perform maintenance services as Provider determines reasonably necessary to maintain the continuous operation of the hosting account. Customer acknowledges such maintenance may require Web server and hosting account downtime, and such downtime will not count as breaching the contract. Provider will attempt to provide prior notice of maintenance downtime except when circumstances beyond Provider's control limit Provider's ability to do so.
II.IV.C./ Account Usage
Customer shall not use
- excessive amounts of CPU processing on Customer's Web server, or
- bandwidth or disk usage in excess of the monthly amount ordered. Customer acknowledges any violation of this policy may result in corrective action by Provider, in its sole discretion, including assessment of additional charges or disconnection or discontinuance of any and all Services to Customer.
In the event that Provider decides to take corrective action, Customer shall not be entitled to a refund of any fees paid in advance prior to such corrective action.
II.IV.D./ Customer shall be solely responsible for
- the development, operation, and maintenance of Customer's Web site and products and all content and materials appearing within the Web site or related to Customer's products;
- the accuracy and appropriateness of content and materials appearing within the Web site or related to Customer's products,
- ensuring that the content and materials appearing within the Web site or related to Customer's products do not violate or infringe upon the rights of any third party,
- ensuring that the content and materials appearing within the Web site or related to Customer's products are not libelous or otherwise illegal;
- the final calculation and application of sales tax or any other tax;
- accepting, processing, and filling any Customer orders, and for handling any Customer inquiries or complaints arising therefrom; and
- the security of any Customer credit card numbers and related Customer information Customer may access as a result of conducting electronic commerce transactions through the Web server software.
II.IV.E./ IP Address Ownership
Provider and/or Provider's service providers shall maintain and control ownership of all IP numbers and addresses that may be assigned to Customer by Provider, and Provider reserves in its sole discretion, the right to change or remove any and all such IP numbers and addresses.
Customer grants Provider a license to cache the entirety of Customer's Web site (including content provided by third parties) hosted by Provider, and agrees such caching is not an infringement of any of Customer's intellectual property rights or any third party's intellectual property rights.
#### II.V./ Data processing
If in connection with the performance of the service agreement you store and manage personal data at the server hosted by Provider that shall qualify as personal data processing where you as Customer shall qualify as controller of that personal data and Provider shall be your data processor. Provider shall process that personal data strictly for the purpose of performing the processing required for the performance of the services under the service agreement.
The sole purpose of the processing by Provider will be the performance of the service agreement between Customer and Provider and the legal grounds of the processing is performance of contract [Regulation (EU) 2016/679 of the European Parliament and of the Council on April 27, 2016 on General Data Protection Regulation Article 6 subsection (1) point b)]. Processing shall last until the termination of the service agreement between Customer and Provider, or if in respect of certain personal data Customer requests erasure or destroy earlier then the processing ends the date of erasure will end the processing. The Provider's tasks during processing shall be limited to the services defined in the service agreement concluded with the Customer. The personal data and data subjects affected by the processing shall solely to be deterimined by Customer as data controller. Due to the nature of the processing - there is no actual hand over of personal data between Customer and Provider, but Customer uploads the personal data himself on Provider's servers, Provider does not have access to these data - Provider is unable to define the personal data and the data subjects affected by the processing and can only define that Customer may upload and store personal data on Provider's servers.
Customer and Provider shall fully cooperate with each other for the sake of compliance with the legal regulations on data processing - including, but not limited to the Hungarian Act CXII of 2011 on the right of informational self-determination and on freedom of information and the Regulation (EU) 2016/679 on General Data Protection Regulation - and to the extent required notify each other of all material circumstance in connection with the data processing (e.g. incidents, requests of data subject, etc.).
Provider as data processor shall not pass any decision on the merits of the data processing, shall process personal data exclusively on written instructions from Customer, including with transfer of personal data to a third country or to an international organization, unless processing is required by EU or Hungarian law applicable to Provider; in such a case Provider shall inform Customer of that legal requirement before processing, unless the law prohibits such notification on grounds of public interest. During the data processing the instructions given by the Customer via e-mail shall be considered as written instructions.
Customer is responsible for the lawfulness of its instructions related to the processing. Provider will inform Customer without delay if any of the Customer's instruction or the execution of it violates any mandatory legal act of the European Union and Hungary, or valid and legally binding resolutions, would aim the circumventing of law, jeopardize other persons or their assets, result disciplinary offence, simultaneously with the notification Provider may suspend execution of the instruction while it has not been confirmed or changed by Customer.
Provider undertakes to ensure that the persons taking part in the data processing on its behalf (e.g. employees, other kind of contributors, etc.) are under confidentiality obligation set forth by the prevailing rules of law or will commit themselves within the frame of their relationship with Provider (e.g. employment agreement, engagement agreement, etc.) to proper confidentiality obligations in respect of the processed personal data. Provider shall also make the necessary arrangements that its personnel shall only process personal data as instructed by Customer.
Provider will assist Customer as data controller in all suitable way to facilitate performance of Customer's obligations related to the rights of the data subjects.
Provider adopted such data security technical and organizational measures and procedural rules that meet the requirements of data security as set out in the regulations of the General Data Protection Regulation and the prevailing Hungarian law related to data management security, in particular, the Provider ensures the security of the data retained. Such technical and organizational measures are enclosed as Annex 4 to this Terms and Conditions.
Provider will review the technical and organizational measures within reasonable periods in accordance with the current state of technology and the conditions of processing and must execute the necessary technical and organizational measures to ensure the proper level of data security.
Provider undertakes to inform Customer as soon as possible of all incidents related to the personal data processed under the service agreement and record those indicating the circumstances of the incident, its effects and the actions taken for remedy.
Service Provider shall at the time of termination of the service agreement or upon a request of erasure by Customer – the earliest date when one of these circumstance occur – erase, destroy both the hard copies and electronic copies of the personal data processed by Provider under the service agreement unless required by law otherwise and ensure that the sub-processors to whom it has forwarded data hereunder also perform the same.
By concluding the service agreement as defined under Clause I.I of this Terms and Conditions Customer:
- gives its general authorization to Provider to engage further sub-processors if necessary or change the sub-processors involved in the data processing with the condition that Provider must notify the Customer of such changes in prior by providing information on the identity of the new sub-processor and its planned tasks, and should Customer object against the new sub-processor then Processor may only engage the objected sub-processor upon fulfilment of the Customer's requirements defined in its objection.
Provider will ensure that all data protection requirements defined in this Terms and Conditions and the service agreement shall also be undertaken and performed by the sub-processors, especially the sub-processors shall give proper guarantees for performing proper organizational and technical measures required to ensure data processing harmonize with the General Data Protection Regulation and the prevailing Hungarian law. Should the sub-processor fail to perform its data protection obligations, then Provider shall be liable for the performance of those.
Customer at dates agreed with Provider in prior is entitled to check at Provider the data processing. Provider shall ensure that Customer may also exercise this right at the sub-processors after prior consultation. Provider shall provide Customer any information that is necessary to verify compliance with the relevant mandatory acts on data protection and contribute to audits, including inspections conducted by Customer or auditors mandated by Customer.
Customer shall be liable as data controller to perform the legal requirements towards the data subjects affected by the data processing (e.g. obligation to notify, restrict, erase, correct, etc.). Should any request of the data subject arrive to Provider instead of Customer, then Provider will as soon as possible forward all requests to Customer for the purpose to be able to answer those requests.
III. Final provisions
GOVERNING LAWS: The agreement between you and the Provider shall be governed in all respects by the laws of Hungary. The parties to irrevocably submit to the jurisdiction of Budapest District Court for the IV. and XV. Districts. The Parties may differ from the above written in special case by a joint written agreement.
This GTCs is executed and concluded in English language.
By signing this Agreement the Contracting Parties declare that they are entitled to enter into this contract, their contractual capacity are not subject to any restrictions, so they are entitled and obliged under the present contract.
ServerAstra Ltd. GTCs Valid from: