NetCentral Website Storage and Hosting Agreement
This Website Storage and Hosting Agreement (the "Agreement") is entered into between NetCentral.com.au
Pty Ltd (the "Provider") and the party identified in paragraph 1 below (the "Client"). For good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:
1. Parties' Names, Addresses and Telephone Numbers
NetCentral.com.au Pty Ltd
LPO Box 2006
Green Hills, NSW, Australia
Phone: (02) 4934 2952
Fax: (02) 4934 2954
2. NetCentral.com.au Hosting Service
2.1 We will provide you with Website Storage and Hosting (the “Service”) using shared infrastructure.
The features of your Service, and the levels of storage space and traffic that are permitted,
depend upon your selected Plan and are specified in the Fees and Payment Details below.
2.2 We will archive your data onto backup mechanisms on a regular basis for the purposes of disaster
recovery. In the event of equipment failure or data corruption, we will use reasonable endeavours
to restore your Data from the last known good archive. Notwithstanding our backup regimes, you
must maintain a recent copy of your data at your premises at all times. You will ensure that all of
your data is accessible by us at the time that a backup is to be carried out (including ensuring that
files are not locked or in use during this time). You acknowledge that any of your data that is not
accessible by us at the time that a backup is carried out will not be backed up. We do not warrant
that backups will: (a) occur on every scheduled occasion, (b) be complete; or (c) be uncorrupted.
We will not be liable for incomplete, out-of-date, corrupt or otherwise deficient Data recovered
from our backups where we have acted with reasonable care.
2.3 You are solely responsible for dealing with persons who access your data, and must not refer
complaints or inquiries in relation to your data to us.
2.4 You must adopt appropriate measures to ensure the security of your logon name, password and
2.5 You must advise us in a timely manner if you have reason to suspect that the Service is being
used contrary to this agreement.
2.6 The Service is provided from data centres in Australia. We will determine, in our absolute
discretion, the location from which your Service is provided from time to time.
2.7 You grant to us all rights, consents, permissions and licences necessary to enable us and our
subcontractors and suppliers to legally view, copy and store your Data for the sole purpose of
performing our obligations under this agreement or any law.
2.8 No title in the hardware, infrastructure or facilities used by us to deliver the Service passes to you
at any time.
2.9 We grant you a non-exclusive, non-transferable licence to use the Software for the sole purpose of
using the Service on the terms and conditions of this agreement.
2.10 You must not use, or permit any person to use, the Software in any way that is not permitted by
2.11 Without limiting clause 2.10, you must not:
a. use the Software on behalf of, or for the benefit of, any other person; or
b. disassemble, reverse engineer or create more than one copy of the Software (unless you have
a statutory right to disassemble, reverse engineer or create more than one copy of the
Software, in which case you must only do so to the extent permitted by your statutory right).
3. Service and Maintenance
3.1 If you experience a problem with the service, you should report it to the Provider by emailing the
support email address or by contacting the Provider by telephone using the contact details
identified in section 1.
3.2 We may perform scheduled maintenance to the system that we use to provide the Service(s). We
will attempt to perform all scheduled maintenance at times, which will affect the fewest
customers. If the scheduled maintenance requires the Service(s) to be unavailable for a
continuous period of greater then 30 minutes, we will advise via email of the times during which
the scheduled maintenance is due to occur at least 48 hours prior to the maintenance.
3.3 We may perform unscheduled maintenance to the system that we use to provide the Service(s). If
the unscheduled maintenance requires the services to be unavailable for a continuous period of
greater then 30 minutes, we will advise via email the details of the unscheduled maintenance after
the maintenance has been completed.
3.4 We may migrate your web site to a new hardware platform if any of our suppliers cease to provide
support for the legacy system, if the server used to provide the service fails, or if we determine
that the server has (or may) become unreliable. We will use reasonable endeavours to notify you,
if we intend to migrate your web site to a new hardware platform.
4. Fees and Payment Details
The Client hereby retains the Provider to store and host as indicated below, a World Wide Web
Site (the "Website") for the Client. The Provider shall perform the following Services for Client, and
Client shall pay the Provider in consideration therefore the following fees:
Start-up Fees: The Client shall pay the total start-up fees shown in section 4.1 above, plus any
Incremental Additional Fees due under section 5 below, with the return of this signed contract to
initiate this Website Storage and Hosting Agreement.
Monthly Hosting Renewal Fees: The Client shall be billed for the continuation of the Service
monthly with payment due 7 days from invoice data, for the total monthly fees shown in section
4.1 above, plus any additional elective fees due under section 5 below.
4.3 Payment Method
The Client agrees their account will be payable using either:
a. bank cheque or money order,
b. direct account transfer
4.4 All payments and charges are in Australian Dollars and cheques are payable to "NetCentral.com.au
Pty Ltd”. All Invoices must be paid by the stated due date or the Service will be suspended at
9:00am on that due date in accordance with section 4.5 below. One tax invoice and statement
will be sent via email monthly to the email address as provided by the Client in section 1.
Failure to make designated Invoice payment by the due date may terminate your account
immediately and your site may be suspended. Re-activation will incur an additional fee of $22.00.
5. Additional Fees
5.1 If Client requests services in addition to those set forth in section 4 above, Client shall pay
additional fees to the Provider as described:
6. Warranties and Indemnity
Subject to clause 6, we exclude all terms and warranties of any kind, express or implied whether
statutory or otherwise, relating to this agreement and / or its subject matter.
6.2 Without limiting section 6.1, we do not warrant that:
a. The Service will be uninterrupted or error free;
b. The Service will meet your requirements; or
c. The Service will be free from external intruders (hackers), virus or worm attack, denial of
Service attack, or other persons having unauthorised access to the services or our system.
The Client indemnifies the Provider, its employees, contractors and agents against all damages,
costs, charges, liabilities and expenses arising out of or in connection with:
a. the use or attempted us of the Service by a person (including You) using your logon name
and password with, or without, your authority;
b. any fault in the Service due to Client negligence or wilful misuse, or any unauthorised use
of the Service; and
c. Client’s breach of this agreement.
6.4 This agreement represents the complete agreement and understanding between the Provider and
the Client and supersedes any other written or oral agreement.
6.5 Upon notice provider to the Client in writing, the Provider may modify these terms and conditions,
amplify them, and/or modify the prices, as well as discontinue or change the services offered.
Submission of your account order shall constitute your complete acceptance of these Terms and
7. Limited Liability
7.1 Client expressly agrees that use of the Provider’s equipment is at Client's sole risk. Neither the
Provider, its employees, affiliates, agents, third party information providers, resellers or the like,
warrant that the Provider’s service will not be interrupted or error free; nor do they make any
warranty as to the results that may be obtained from the use of the service or as to the accuracy,
reliability or content of any information service or merchandise contained in or provided through
the Provider, unless otherwise expressly stated in this Agreement.
7.2 Under no circumstances, including negligence, shall the Provider, its offices, agents or any one
else involved in creating, producing or distributing the Provider’s service be liable for any direct,
indirect, incidental, special or consequential damages that result from the use of or inability to use
of the Provider’s service; or that results from mistakes, omissions, interruptions, deletion of files,
errors, defects, delays in operation, or transmission or any failure of performance, whether or not
limited to acts of God, communication failure, theft, destruction or unauthorised access to the
Provider’s records, programs or services. Client hereby acknowledges that this paragraph shall
apply to all content on the Provider’s Service.
7.3 Notwithstanding the above, the Client's exclusive remedies for all damages, losses and causes of
actions whether in contract, tort including negligence or otherwise, shall not exceed the aggregate
dollar amount which Client paid during the term of this.
8. Term, Suspension and Termination
8.1 This Agreement shall continue in force per month, and shall thereafter renew automatically on a
per month basis, unless terminated as provided in the section 8.3.
You remain liable to pay all fees and charges set out in this agreement during any period of
suspension or disconnection or denial of access.
Either party may terminate this Agreement by delivering written notice of termination to the other
party no later than 14 days before the expiration of any monthly period. In the event of such
termination, this Agreement shall terminate effective as of the end of such period. Notice must be
made by mail or electronic mail. The Provider will not accept terminations over the telephone.
Notwithstanding the above, the Provider may terminate service under this Agreement at any time,
without penalty, if the Client fails to comply with the terms of this Agreement, including non-
payment. The Provider reserves the right to charge a reinstatement fee.
9. Additional Terms
9.1 You must comply with the following:
a. The terms that are applicable to your selected plan;
b. The Provider’s Acceptable Use Policy
10.1 The Client certifies that he or she is at least 18 years of age.
11. Ownership, Responsibility and Control.
11.1 Responsibility and Control.
Client shall inspect and monitor the Service to ensure that no material therein is in violation of the
Provider’s Acceptable Use Policy. Client shall be solely responsible for the content on the Service.
Client hereby specifically instructs and admonishes Provider not to undertake any independent
inspection of the Service to determine its compliance with the Acceptable Use Policy.
11.2 Client shall be solely responsible for processing and filling any customer orders generated at the
Web Site, if any, and for handling any customer inquiries and/or complaints arising therefore.
12. Sign Off
In witness whereof, the parties have executed this Agreement as of the date first set forth below.
NetCentral.com.au Pty Ltd Company: __________________________
Name: ________________________ Name: __________________________
Signature: ________________________ Signature: __________________________
Date: ________________________ Date: __________________________