Terms of Service for The New York NOC Inc.

The following agreement is between The New York NOC Inc. (hereinafter referred to as The New York NOC Inc.), and Customer.

In consideration of the mutual promises contained herein, the parties agree as follows.

Section I. General Terms of Service

1. This agreement supersedes any other written or oral agreement reached between The New York NOC Inc. and the Customer.

2. The New York NOC Inc. will provide Products and Services in exchange for payment of fees and compliance with the terms and conditions of this document.

3. The New York NOC Inc. Co-location Services are defined as the use by the Customer of computing, telecommunications, software, and information services on the network connection to the Global Internet provided by The New York NOC Inc..  These services also include the provision of access to computing, telecommunications, software, and information services provided by others via the Global Internet.

4. The New York NOC Inc. makes no warranty of any kind, either expressed or implied, on Products or Services provided to Customer, except those explicitly defined in the Service Level Agreement (SLA). 

5. The Customer agrees that it shall defend, indemnify, save and hold The New York NOC Inc. harmless from any and all claims, demands, liabilities, losses, costs, including attorney’s fees, asserted against The New York NOC Inc., its agents, its customers, servants, officers, and employees, that may arise or result from any product or service provided or performed or agreed to be performed by The New York NOC Inc., which cause direct or indirect damage to another party or to the Customer. 

6. This agreement is not assignable by Customer, in whole or in part, voluntarily or involuntarily, including by operation of law or by merger in which Customer does not survive, without the prior written consent of The New York NOC Inc..  Any attempted assignment without the written consent of The New York NOC Inc. will not be valid.

7. This agreement shall be governed by and construed in accordance with the laws of the State of New York, Nassau County without regard to choice of law provisions that would cause the application of the law of another jurisdiction.

8. The New York NOC Inc. reserves the right to terminate service for any reason with twenty-four hours notice.  The New York NOC Inc. does not forfeit any rights under this agreement by terminating service. The New York NOC Inc. reserves the right to refuse service to anyone at any time for any reason.

9. If any provision of this agreement is determined to be invalid or unenforceable, all other provisions shall remain in full force and effect and said provision shall be reformed only to the extent necessary to make it enforceable.

10. This agreement will begin on the date the services are installed and made available to the Customer and will be valid until the end of the calendar month.  The agreement will automatically renew for successive one calendar month periods until terminated by either party.

11. Customer acknowledges that it may have access to certain confidential information of the other party concerning The New York NOC Inc.’s business, plans, customers, technology, products, and services ("Confidential Information").  Confidential Information shall include, but not be limited to, The New York NOC Inc.’s proprietary software, technology and trade secrets and customer information, to the extent identified as confidential or proprietary, and the terms and conditions of this Agreement.  Customer agrees that it shall not use in any way, for its own account or the account of any third party, nor disclose to any third party (except as required by law), any of The New York NOC Inc.’s Confidential Information and shall take reasonable precautions to protect the confidentiality of Confidential Information.  Information shall not be deemed Confidential Information hereunder if such information:

a. is rightfully known to the Customer prior to receipt from The New York NOC Inc. directly or indirectly from a source other than one having an obligation of confidentiality to the The New York NOC Inc.;

b. becomes known (independently of disclosure by the The New York NOC Inc.) to the Customer directly or indirectly form a source other than one having an obligation of confidentiality to the The New York NOC Inc.;

c. becomes publicly known or otherwise ceases to be secret or confidential, or is independently developed by the Customer.

12. Either party shall be excused from any delay or failure in performance hereunder, other than the payment of money, caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God, earthquake, hurricane, acts of terrorism, labor disputes and strikes, riots, war, and governmental requirements. 

13. The Customer and all of Customer’s end users shall use Services in accordance with The New York NOC Inc.’s Acceptable Use Policy (AUP).  The AUP may be modified by The New York NOC Inc. with thirty (30) days notice on The New York NOC Inc.’s web site.  A copy of the AUP can be obtained from The New York NOC Inc.’s web site.

14. The New York NOC Inc. may modify or amplify these terms and conditions as well as discontinue or change the services offered at any time.

15.The Customer has authority to enter into this agreement on behalf of the Company, if applicable.

16. Upon signup and submission of your first payment, you certify that you have read and agree to the Terms of Service.  Your continued payment and utilization of The New York NOC Inc. products and services signifies that you have read and agree to the current version of the Terms of Service. 

18. Customer must submit payment by credit card or PayPal by 5:00 PM local time (-0500 GMT) on the anniversary date of the month. All fees paid are non-refundable.  Please contact us using the support ticketing system if you have any questions about how to make a payment.  Service will be interrupted if payment is not received on time. Service interruption does not cancel your service. Until we receive and acknowledge service cancellation, you will continue to be billed your monthly fee. A $35 reactivation fee may be imposed at the discretion of The New York NOC Inc..  If any payments are returned or charged back, we will impose a $35 returned payment fee.  Service will be interrupted until the returned payment is repaid in addition to the $35 returned payment fee.

19. The New York NOC Inc. requires 14-days notice of cancellation on all products and services. Please use our support ticketing system to notify of cancellation.  Service will not be cancelled until you receive confirmation from us.  We only bill in full monthly increments (with the exception of your first month), so please take this into account when scheduling your cancellation.

20. The New York NOC Inc. makes no guarantee of confidentiality or privacy of any information transmitted through or stored upon The New York NOC Inc. technology, and makes no guarantee that any other entity or group of users will be included or excluded from The New York NOC Inc.'s network. In addition, The New York NOC Inc. may periodically monitor transmissions over its network for maintenance, service quality assurance or any other purpose permitted by the Electronic Communications Privacy Act, P.L. No. 99-508, as amended.

21. Communications between The New York NOC Inc. and Customer are confidential and shall not be disclosed to any third party for any reason (except those required by law).

Section II. Acceptable Use Policy

This Acceptable Use Policy applies to all persons and entities (collectively, "customers") using the products and services of The New York NOC Inc., ("The New York NOC Inc.") including Internet service. The policy is designed to protect the security, integrity, reliability, and privacy of both the The New York NOC Inc. network and the products and services The New York NOC Inc. offers to its customers. The New York NOC Inc. reserves the right to modify this policy at any time, effective immediately upon posting of the modification. Your use of The New York NOC Inc.'s products and services constitutes your acceptance of the Acceptable Use Policy in effect at the time of your use. You are solely responsible for any and all acts and omissions that occur during or relating to your use of the service, and you agree not to engage in any unacceptable use of the service.

What uses are Prohibited?

Unacceptable use includes, but is not limited to, any of the following:

1. Posting, transmission, re-transmission, or storing material on or through any of The New York NOC Inc.'s products or services, if in the sole judgment of The New York NOC Inc. such posting, transmission, re-transmission or storage is: (a) in violation of any local, state, federal, or non-United States law or regulation (including rights protected by copyright, trade secret, patent or other intellectual property or similar laws or regulations); (b) threatening or abusive; (c) obscene; (d) indecent; or (e) defamatory. Each customer shall be responsible for determining what laws or regulations are applicable to his or her use of the products and services.

2. Installation or distribution of "pirated" or other software products that are not appropriately licensed for use by customer.

3. Resale of The New York NOC Inc.’s products and services without the express prior written consent of The New York NOC Inc. (unless you are an authorized wholesaler).

4. Deceptive marketing practices.

5. Actions that restrict or inhibit anyone - whether a customer of The New York NOC Inc. or otherwise - in his or her use or enjoyment of The New York NOC Inc.'s products and services, or that generate excessive network traffic through the use of automated or manual routines that are not related to ordinary personal or business use of Internet services.

6. Introduction of malicious programs into the The New York NOC Inc. network or servers or other products and services of The New York NOC Inc. (e.g., viruses, trojan horses and worms).

7. Causing or attempting to cause security breaches or disruptions of Internet communications. Examples of security breaches include but are not limited to accessing data of which the customer is not an intended recipient, or logging into a server or account that the customer is not expressly authorized to access. Examples of disruptions include but are not limited to port scans, flood pings, packet spoofing and forged routing information.

8. Executing any form of network monitoring that will intercept data not intended for the customer.

9. Circumventing user authentication or security of any host, network or account.

10. Interfering with or denying service to any user other than the customer's host (e.g., denial of service attack).

11. Using any program/script/command, or sending messages of any kind, designed to interfere with, or to disable a user's terminal session.

12. Failing to comply with The New York NOC Inc.'s procedures relating to the activities of customers on The New York NOC Inc.-owned facilities.

13. Furnishing false or incorrect data on the order form contract (electronic or paper) including fraudulent use of credit card numbers or attempting to circumvent or alter the processes or procedures to measure time, bandwidth utilization or other methods to document "use" of The New York NOC Inc.'s products or services.

14. Sending unsolicited mail messages, including the sending of "junk mail" or other advertising material to individuals who did not specifically request such material, who were not previous customers of the customer or with whom the customer does not have an existing business relationship (e.g., E-mail "spam"); or distributing, advertising or promoting software or services that have the primary purpose of encouraging or facilitating unsolicited commercial E-mail or spam.

15. Harassment, whether through language, frequency, or size of messages.

16. Unauthorized use or forging of mail header information.

17. Solicitations of mail or any other E-mail address other than that of the poster's account or service, with the intent to harass or collect replies.

18. Creating or forwarding "chain letters" or other "pyramid schemes" of any type.

19. Use of unsolicited E-mail originating from within the The New York NOC Inc. network or networks of other Internet Service Providers on behalf of or to advertise any service hosted by The New York NOC Inc. or connected via the The New York NOC Inc. network.

20. Exporting, re-exporting, or permitting downloads of any content in violation of the export or import laws of the United States or without all required approvals, licenses and exemptions.

21. Virtual Hosting and Reseller Accounts are not to be used for file hosting, data backup storage, or other related services without prior express written approval from The New York NOC Inc..

22. IRC-related and Warez-related activities are strictly forbidden. Customers found in violation will be terminated without warning.

No failure or delay in exercising or enforcing this policy shall constitute a waiver of the policy or of any other right or remedy. If any provision of this policy is deemed unenforceable due to law or change in law, such a provision shall be disregarded and the balance of the policy shall remain in effect.

Abusable Resources

Upon notification of the existence of an abusable resource (e.g., open news server, unsecured mail relay, or smurf amplifier), the customer shall immediately take all necessary steps to avoid any further abuse of such resource. Any abuse of an open resource that occurs after the customer has received such notification shall be considered a violation of this policy and enforced as such.

Enforcement

The New York NOC Inc. may immediately suspend and/or terminate the customer's service for violation of any provision of this policy upon verbal or written notice, which notice may be provided by voicemail or E-mail. Prior to suspension or termination, The New York NOC Inc. attempts to work with our customers to cure violations of this policy and ensure that there is no re-occurrence; however, The New York NOC Inc. reserves the right to suspend or terminate based on a first offense.

Questions?

If you are unsure of whether any contemplated use or action is permitted, please contact The New York NOC Inc. at abuse@thenynoc.com or 516-238-3278.

Section III. Service Level Agreement

The New York NOC Inc. is committed to providing a high quality service to its customers.  As a result of our commitment to high quality, The New York NOC Inc. is pleased to offer the following commitments to our customers:

1. Installation Guarantee

Upon the receipt of an order, payment in full by Customer, and the approval of the sales manager, The New York NOC Inc. will install the ordered product(s) or service(s) for the customer's use within fourteen (14) business days.  The New York NOC Inc. may be out of stock from time to time on a particular product or service, in which case, The New York NOC Inc. may delay installation until the product or service becomes available.  If the product(s) or service(s) are not delivered within fourteen days, the customer can apply for a pro-rated monthly fee based on the length of the delay.  The customer is responsible for applying for this service credit and providing evidence to substantiate their claim by submitting a support ticket within twenty-one (21) days of the original order date.

2. Network Availability Guarantee

The New York NOC Inc. guarantees 99.9% uptime on its network. 

3. Hardware Replacement Guarantee

After technical support diagnoses the problem as a hardware failure on any dedicated server plan, The New York NOC Inc. will replace the faulty hardware component within seventy two (72) hours with a equal or better component.  If the component is not replaced within twelve hours, the customer can apply for a pro-rated monthly fee based on the length of the delay.  The customer is responsible for applying for this service credit and providing evidence to substantiate their claim by submitting a support ticket within five (5) days of the issue.

Scheduled Maintenance

The New York NOC Inc. will notify the customer at least twenty-four (24) hours in advance of any regularly scheduled maintenance.  The New York NOC Inc. will make a best effort to provide as much notice as possible for unscheduled or emergency maintenance. 

Discretion

Service credits will be granted at the discretion of The New York NOC Inc..  Service credits will not be granted for issues out of the control of The New York NOC Inc..  The limit of The New York NOC Inc.'s liability under the service level agreement is not more than one monthly fee during any six month period.

Questions?

Please submit a support ticket with any additional questions or to apply for a credit under this agreement.