Updated August 2014
1.1. For the purposes of this agreement the words “A Couple of Nerds”, “We”, “Our” and “Us” refer to A Couple of Nerds ABN 67 845 284 487, and “Site” to materials delivered on www.acoupleofnerds.com.au.
1.2. “Subscriber” means the person or entity who placed the order for our services.
1.3. Copyright in the content and trademarks on this Site are owned by A Couple of Nerds ABN 67 845 284 487, unless otherwise indicated and you agree not to infringe any intellectual property rights owned by A Couple of Nerds.
2. Terms of Service
2.1. A Couple of Nerds general policy is to act as a neutral provider of access to the global Internet. A Couple of Nerds reserves the right to suspend or cancel a Subscribers access to any or all services provided by A Couple of Nerds when A Couple of Nerds decides that the account has been used inappropriately.
2.2. All provisions of this agreement are subject to the Terms of Service (TOS) and Acceptable Use Policy (AUP) of A Couple of Nerds. The TOS and/or AUP may be changed from time to time at the discretion of A Couple of Nerds, and such modifications shall be effective immediately upon posting the modified agreement on the Site.
2.3. A Couple of Nerds agrees to furnish services to the Subscriber, subject to the following Terms of Service (TOS). Submitting an order for A Couple of Nerds’ services constitutes acceptance and agreement to A Couple of Nerds’ TOS, as well as A Couple of Nerds’ AUP.
2.4. A Couple of Nerds reserves the right to refuse orders from Subscribers, at the sole discretion of A Couple of Nerds management.
2.5. We may require you to sign a Client Relationship Agreement when engaging certain services with us, such as (but not limited) to website design and printing. If there is any conflict between this document and the Client Relationship Agreement then the terms set out in the Client Relationship Agreement will override the terms in this document.
3.1. The AUP specifically prohibits the use of our service for illegal activities. Therefore, the Subscriber agrees that A Couple of Nerds may disclose any and all subscriber information including assigned IP numbers, account history, account use, etc. to any law enforcement agent who makes a written request without further consent or notification to the Subscriber. In addition, A Couple of Nerds maintains the right to terminate all services set forth in this Agreement.
4. Service Rates
4.1. The Subscriber acknowledges that the nature of the service delivered and the initial rates and charges have been communicated to the Subscriber. The Subscriber is aware that A Couple of Nerds may prospectively change the specified rates and charges from time to time.
4.2. All promotional offers are contingent upon A Couple of Nerds achieving and maintaining its cost of service goals including, but not limited to, rates charged to A Couple of Nerds by its suppliers.
4.3. All published prices are inclusive of any government taxes and charges unless otherwise noted.
5.1. Establishment of this service is dependent upon receipt by A Couple of Nerds of payment of stated charges. Subsequent payments are due on the anniversary date of the Subscribers service.
5.2. Fees for Services ordered by the Subscriber shall begin on the date of the initial order and shall be prorated to include all days until the Subscribers anniversary date.
5.3. Where the account holder has provided debit or credit card details and the debit is declined, A Couple of Nerds may immediately suspend the account until outstanding charges are processed successfully. In addition, A Couple of Nerds reserves the right to suspend any other services for that account until the outstanding charges are paid.
5.4. The Subscriber is responsible for all outstanding charges on the account.
5.5. All invoices will be sent directly to the Subscriber via e-mail 14 days before the invoice is due and will be deemed to have been delivered if no bounce back is received.
5.6. A Couple of Nerds reserves the right to automatically settle the Subscribers due invoices using the Subscribers account credit where applicable.
5.7. The Subscriber acknowledges that A Couple of Nerds refuses the right to refund any credit remaining on the Subscribers account.
6. Late Payments and Fees
6.1. A subscribers service will be suspended if payment reaches seven (7) days past due.
6.2. All services which are eight (8) days past the due date will automatically attract an overdue fee that is equal to the greater of 2% or $5 of the total balance of the Subscribers due invoice, which will be payable on top of the invoice due amount.
6.3. All services which are not paid in full within fourteen (14) days of the due date will be automatically deleted from our servers.
6.4. If you desire to cancel your service, please follow the proper procedure to do this as outlined in this TOS.
6.5. If you desire to downgrade your service, a $9.95 administration fee may be charged for a downgrade request at A Couple of Nerds sole discretion. Additional fees may be payable for downgrades where manual work is required by A Couple of Nerds to process the downgrade request.
6.6. A Couple of Nerds may at its discretion extend the invoice due date and/or waive the overdue fee. If the Subscriber is not able to pay their invoice by the due date, they must let A Couple of Nerds know in advance.
7.1. A full refund will be provided to the Subscriber, through the Subscribers original payment method, if the refund is requested within thirty (30) days of the order being placed. Payments to A Couple of Nerds for Web Hosting plans, Reseller Hosting plans, and Email Hosting plans are eligible for a refund.
7.2. Payments for any type of license, SSL certificate, domain name and Virtual Server Management are strictly non-refundable in any circumstances.
7.3. All refunds are subject to A Couple of Nerds’ management approval.
7.4. The Subscriber will not be entitled to a refund if any of A Couple of Nerds’ Terms, Policies and Agreements have been breached by the Subscriber.
8. Failure to Pay
8.1. A Couple of Nerds may temporarily deny service or terminate this Agreement upon the failure of the Subscriber to pay charges when due.
9. Account Cancellation
9.1. All requests for canceling of accounts must be made through our client portal at https://clients.acoupleofnerds.com.au.
9.2. Requests must be made more than 7 days before the invoice is due.
10. Free cPanel Migration
10.1. The free cPanel migration strictly applies to new subscribers who require their current cPanel accounts to be migrated to their A Couple of Nerds service. A support ticket needs to be lodged within 30 days of subscribing to A Couple of Nerds service in order to take advantage of the Free cPanel migration.
10.2. The Free cPanel Migration does not include migration from non-cPanel control panels such as Plesk, or custom control panels. All non-cPanel migrations are charged at a $40 flat fee per account.
10.3. A Couple of Nerds cannot guarantee that they can migrate the Subscriber’s cPanel account to their A Couple of Nerds service due to technical configurations of the Subscribers cPanel account. If A Couple of Nerds are unable to migrate the account, they will inform the Subscriber.
10.4. A Couple of Nerds will not be held responsible for any data that goes missing while migrating a cPanel account. It is the Subscribers responsibility to thoroughly check that all data including emails, databases and all other settings have been properly migrated.
11. Nightly Backups and Data Management
11.1. A Couple of Nerds performs a backup of all Web Hosting, Email Hosting & Reseller Hosting accounts each night. The Subscriber acknowledges that A Couple of Nerds stores each backup for strictly 14 days only. After 14 days the backup is deleted from A Couple of Nerds’ servers. Backups are stored onto our offsite backup servers in Perth, Australia.
11.2. A Subscriber can request a backup restore for their service by lodging an e-Ticket to the A Couple of Nerds Technical Support Department. A $40 flat rate applies for each service backup restore.
11.3. It is the responsibility of the Subscriber to maintain a recent copy of all data stored on the Subscribers A Couple of Nerds service at all times. A Couple of Nerds shall not be liable for corrupt, incomplete or otherwise insufficient data recovered from our backups.
12. Domain Name Registration and Renewal
12.1. The Subscriber acknowledges that all domain name service(s) are non-refundable once the order for the domain name service(s) has been accepted and processed by A Couple of Nerds.
12.2. A Couple of Nerds does not guarantee that a domain name registration or domain name renewal will be approved, irrespective of whether the invoice for the domain name has been paid. The Subscriber will be notified via email by A Couple of Nerds that the domain name(s) has been successfully registered and is in the Subscribers name.
12.3. The Subscriber acknowledges that A Couple of Nerds is not obligated to renew a domain name if the Subscriber has not confirmed to A Couple of Nerds that the domain name is to be renewed, or the invoice for renewal has not been paid in full. A Couple of Nerds will not be held liable by the Subscriber for any loss or damages.
12.4. The subscriber agrees that A Couple of Nerds reserves the right to renew the Subscribers domain name(s) automatically unless the Subscriber has lodged a cancellation request for the domain name through our client portal at https://clients.acoupleofnerds.com.au.
12.5. It is the Subscriber’s responsibility to ensure that the Admin, Technical and Billing contact information is kept up to date on every domain name. As per registry-registrar policy and agreements, A Couple of Nerds will use this information to advise the Customer of any pending expiry, renewal or transfer requests.
13. Emails to the Subscriber
13.1. The Subscriber agrees to receive emails directly relating to the Service(s) provided, as well as marketing and promotional emails from A Couple of Nerds to the email address registered to their account. The Subscriber can unsubscribe from marketing and promotional emails only, by clicking the “Unsubscribe” link in one of these emails.
13.2. If the Subscriber does not want to receive emails relating to the Service(s) provided, they are required to cancel all active Services and close their Account.
14. Managed WordPress Hosting
14.1. The Subscriber agrees to notify A Couple of Nerds at the time of initial registration, or before the first scheduled update if their site has any modified core files, or modified files of a WordPress plugin.
14.2. The Subscriber acknowledges that A Couple of Nerds will use their best efforts to ensure that the Subscribers WordPress themes and plugins are update in a timely manner.
14.3. The Subscriber agrees that the Managed WordPress Hosting service aims to keep the Subscribers website secure and up to date. The Managed WordPress Hosting service does not cover the modification of any website source code or other website files.
15. Website Design
15.1. Except for the content provided by you, the websites created by A Couple of Nerds, and all such websites (including all copies thereof) are subject to copyright, trademark, patent, and other intellectual property laws of Australia and foreign countries.
15.3. The Subscriber agrees that all website content must be added to the website by the Subscriber. A Couple of Nerds may do this for an additional charge, if requested by the Subscriber.
16. Service Interruption
16.1. The Subscriber acknowledges that the service provided is of such a nature that service can be interrupted for many reasons and interruptions can be prolonged due to external or internal events. Therefore, the Subscriber agrees that A Couple of Nerds shall not be liable for any damages arising from such loss of service for any reason.
16.2. In no event shall A Couple of Nerds be liable for any special or consequential damages, loss or injury.
17. Support Boundaries
17.1. A Couple of Nerds provides support to the Subscriber. A Couple of Nerds only ensures that the service is online and is remotely accessible. A Couple of Nerds does not offer technical support for application specific issues such as CGI programming, HTML or any other such issue.
17.2. A Couple of Nerds does not provide technical support for YOUR customers. If you need to contact the support team, we encourage you to use our Ticketing System, which can be accessed through our client portal at https://clients.acoupleofnerds.com.au.
18. SPAM and Unsolicited Commercial Email (UCE)
18.1. A Couple of Nerds takes a zero tolerance approach to the sending of Unsolicited Commercial Email (UCE) or SPAM over our network. Very simply this means that the Subscriber may not use or permit others to use our network to transact in UCE. The Subscriber may not host, or permit hosting of, sites or information that is advertised by UCE from other networks. Violations of this policy carry severe penalties, including termination of service.
18.2. Violation of A Couple of Nerds’ SPAM policy will result in severe penalties. Upon notification of an alleged violation of our SPAM policy, A Couple of Nerds will initiate an immediate investigation (within 48 hours of notification). During the investigation, A Couple of Nerds may restrict Subscriber access to the network to prevent further violations. If a Subscriber is found to be in violation of our SPAM policy, A Couple of Nerds may, at its sole discretion, restrict, suspend or terminate the Subscriber’s account. Further, A Couple of Nerds reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated policy violation. A Couple of Nerds will notify law enforcement officials if the violation is believed to be a criminal offense.
18.3. As our Subscribers are ultimately responsible for the actions of their clients over the network, it is advisable that Subscribers develop a similar, or stricter, policy for their clients.
18.4. Any Subscriber hosting websites or services on their server that support spammers or cause any of our IP space to be listed in any of the various Spam Databases will have their account immediately removed from our network. The service will not be reconnected until such time that you agree to remove ANY and ALL traces of the offending material immediately upon reconnection and agree to allow us access to the account to confirm that all material has been COMPLETELY removed.
18.4.1 Severe violations may result in immediate and permanent removal of the account from our network without notice to the customer. Any account guilty of a second violation WILL be immediately and permanently removed from our network without notice.
18.5. Any promotional material that the Subscriber sends via email using A Couple of Nerds’ services must comply with the SPAM Act 2003 (Australia).
18.6. A Couple of Nerds strongly recommends using a third party mailing list manager such as MailChimp.
19.1. IP Address Ownership: If A Couple of Nerds assigns the Subscriber an Internet Protocol address for the Subcriber’s use, the right to use that Internet Protocol address shall belong only to A Couple of Nerds, and the Subscriber shall have no right to use that Internet Protocol address except as permitted by in its sole discretion in connection with the Services.
19.2. During the term of this Agreement A Couple of Nerds shall maintain and control ownership of all Internet Protocol numbers and addresses that may be assigned to the Subscriber, and reserves the right to change or remove any and all such Internet Protocol numbers and addresses, in its sole and absolute discretion.
19.3. Our allocation of IP addresses is limited by APNIC’s new policies. These new policies state that use of IP addresses for IP based virtual hosts will not be accepted as justification for new IP addresses. What this means to you is that you MUST use name-based hosting where possible.
19.4. We will periodically review IP address usage, and if we find that clients are using IP addresses where name-based hosting could be used, we will revoke authorization to use those IP addresses that could be used with name-based hosting.
19.5. Bandwidth Usage: A Couple of Nerds will monitor the Subscriber’s bandwidth. A Couple of Nerds shall have the right to take corrective action if the Subscriber’s usage negatively impacts other clients.
19.6. System and Network Security: Users are prohibited from violating or attempting to violate the security of the Network. Violations of system or network security may result in civil or criminal liability. will investigate occurrences, which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in such violations. These violations include, without limitation:
A. Accessing data not intended for such User or logging into a server or account, which such User is not authorized to access.
B. Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.
C. Attempting to interfere with service to any user, host or network, including, without limitation, via means of overloading, “flooding”, “mail bombing” or “crashing”.
D. Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
E. Taking any action in order to obtain services to which such User is not entitled.
20. Notification of Violation
20.1. A Couple of Nerds is under no duty to look at each customer’s or user’s activities to determine if a violation of the AUP has occurred, nor do we assume any responsibility through our AUP to monitor or police Internet-related activities.
20.2. First violation: Any User, which determines to have violated any element of A Couple of Nerds’ Acceptable Use Policy, shall receive an email, warning them of the violation. The service may be subject at A Couple of Nerds’ discretion to a temporary suspension pending a User’s agreement in writing, to refrain from any further violations.
20.3. Second Violation: Users that determines to have committed a second violation of any element of this Acceptable Use Policy shall be subject to immediate suspension or termination of service without further notice.
20.4. We reserve the right, to drop the section of IP space involved in Spam or Denial-of-Service complaints if it is clear that the offending activity is causing great harm to parties on the Internet. In particular, if open relays are on your network or a customer’s network, or if denial of service attacks are originating from your network. In certain rare cases, we may have to do this before attempting to contact you. If we do this, we will contact you as soon as is feasible.
21. Suspension of Service or Cancellation
21.1. A Couple of Nerds reserves the right to suspend network access to any Subscriber if in the judgement of the network administrators the Subscriber’s service is the source or target of the violation of any of the other terms of the AUP or for any other reason which A Couple of Nerds chooses.
21.2. If inappropriate activity is detected, all accounts of the Subscriber in question will be deactivated until an investigation is complete. Prior notification to the Subscriber is not assured. In extreme cases, law enforcement will be contacted regarding the activity. The Subscriber will not be credited for the time the Subscriber’s service is suspended.
21.3. A Couple of Nerds reserves the right to immediately suspend the service of a Subscriber without notice if, in the judgement of the network administrators, the Subscriber’s service is using excessive resources. A service is deemed to be using excessive resources when the Subscribers service is causing a negative effect on other Subscribers services, or using more resources then what is deemed reasonable by A Couple of Nerdss network administrators. The Subscriber will not be credited for the time the Subscriber’s service is suspended.
22.1. A Couple of Nerds wishes to emphasize that in agreeing to the A Couple of Nerds AUP and ToS, the subscriber indemnifies A Couple of Nerds for any violation of the AUP and ToS that results in loss to A Couple of Nerds or the bringing of any claim against A Couple of Nerds by any third-party. This means that if A Couple of Nerds is sued because of a subscriber’s, or a customer of a subscriber’s activity, the subscriber will pay any damages awarded against A Couple of Nerds, plus all costs and attorney’s fees.
23. Miscellaneous Provisions
23.1. You must provide us with, and keep current, good contact information for your email and telephone contacts. These contacts are used, in that order of preference, by A Couple of Nerds as a point of contact for the Subscriber.
23.2. A waiver by A Couple of Nerds of any breach, of any provision, of this agreement by the Subscriber shall not operate as, or be construed as, a continuing or subsequent waiver thereof or as a waiver of any breach of any other provision thereof.
23.3. The Subscriber shall not transfer or assign this agreement without the prior written consent of A Couple of Nerds. A Couple of Nerds may assign this agreement at anytime without consent from or notice to the Subscriber. A Couple of Nerds reserves right to cancel the Subscribers rights under this contract at anytime without further obligation.
23.4. A Couple of Nerds takes no responsibility for any material input by others and not posted to the A Couple of Nerds Network by A Couple of Nerds. A Couple of Nerds is not responsible for the content of any other websites linked to the A Couple of Nerds Network; links are provided as Internet navigation tools only. A Couple of Nerds disclaims any responsibility for any such inappropriate use and any liability to any person or party for any other person or entity’s violation of this policy.
23.5. A Couple of Nerds is not responsible for any damages your business may suffer. A Couple of Nerds does not make implied or written warranties for any of our services. A Couple of Nerds denies any warranty or merchantability for a specific purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by A Couple of Nerds.
24. Responsibility for Content
24.1. You, as the Subscriber, are solely responsible for the content stored on and served by your A Couple of Nerds account.
24.2. We recommend that all Subscribers back up the data stored on their A Couple of Nerds account at regular intervals, regardless of whether the Subscriber has purchased a back up service from A Couple of Nerds or not.
25. Governing Laws
25.1. The agreement between you and A Couple of Nerds shall be governed in all respects by the laws of Victoria, Australia. The parties agree to irrevocably submit to the non-exclusive jurisdiction of the courts of Victoria, Australia.
25.2. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of each section.
If you have any questions or comments regarding our Terms of Service, then please contact our Sales Department.