Smiley Online Network Term of Service Agreement

The Terms of Service and Acceptable Use Policy outlined below is intended to set forth the terms and conditions for use of the service. Smileygraphics.com a division of Smiley Online Network reserves the right to modify the Policies at any time, customer's should periodically review the policies to see if it has been changed. These Terms Of Service and Acceptable Use Policies ("Terms and Policies") are entered into by Smiley Online Network and any person or entity that uses the Service (as defined below) under the following terms and conditions:

Terms Of Service Policy for Smiley Online Network Internet Products and Services.

Introduction; The Service. Smiley Online Network is a private company; Internet Service Provider ("ISP") providing many Internet services among which include Internet Access (gateway to the Internet) and Web Site Hosting services. Smiley Online Network's equipment, facilities, and any software and related documentation Smiley Online Network may provide to you (the "Software") may be used to send electronic mail, conduct commercial transactions, access the World Wide Web, newsgroups and private networks, engage in on-line chat sessions, transfer files, enjoy audio and video programming, and otherwise participate in all legal aspects of the Internet subject to the Terms and Policies (collectively, the "Service").

Binding Agreement; The Service is provided to authorized persons or organizations who have agreed to the Terms and Policies. Any use of the Service is subject to any restrictions listed in the policy. By using the Service, You agree to be bound by all of the Terms and Policies.

Your Right to Use the Service; Smiley Online Network grants you a non-exclusive, non-transferable, non-sublicenseable, limited, and revocable right to access, use and display the Service on any computers or other electronic display devices of which You are the sole user, subject to all terms and conditions in the Terms and Policies. You represent and warrant that You are at least eighteen (18) years of age and legally able to enter into these Terms and Policies.

Registration Information; You agree to provide Smiley Online Network with accurate, complete, and updated registration information.

Opportunity to consult with counsel; no construction against the drafter;
You had a full and ample opportunity to consult legal counsel regarding the terms and policies prior to using the service, have freely and voluntarily entered into the terms and policies, and have read and understood each and every provision, including, but not limited to, your rights, obligations, and applicable terms and conditions as set forth herein. You acknowledge and agree that any interpretation of the terms and policies shall not be construed against Smiley Online Network by virtue of its having drafted the terms and conditions hereunder.

Limitation of liability;
You agree that under no circumstances shall Smiley Online Network be liable for direct, indirect, incidental, consequential, special, punitive, or exemplary damages (collectively, the "damages"), arising out of your use or inability to use the service, such as, but not limited to, loss of revenue or anticipated profits or lost business or lost savings or goodwill or data, the provision of personally identifiable information, any failure of performance, error, omission, denial of service attack, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, termination of this agreement by Smiley Online Network, or third party theft of, destruction of, unauthorized access to, alteration of, or use of your information, equipment, or property, even if Smiley Online Network has been advised of the possibility of or could have foreseen the damages. You specifically acknowledge and agree that Smiley Online Network is not liable for the conduct of and information supplied by other service users or third parties (including, without limitation, defamatory, offensive or illegal conduct) and that the risk of injury from the foregoing rests entirely with you.

The foregoing shall apply regardless of: (i) the negligence or gross negligence of Smiley Online Network; (ii) any failure of an essential purpose; and (iii) whether such liability sounds in negligence, strict liability, contract, tort, or any other theory of legal liability. In those jurisdictions that do not allow the exclusion or limitation of liability for the damages, Smiley Online Network liability is limited to the fullest possible extent permitted by law. In no event shall Smiley Online Network cumulative liability to you exceed the fees you have paid Smiley Online Network hereunder.

Smiley Online Network is not in any way responsible for any information, products, or services accessible through third party providers on the service, and Smiley Online Network shall have no liability of any nature whatsoever in relation to any of the foregoing, including, without limitation, any sexually explicit materials. Smiley Online Network neither endorses nor is responsible for the accuracy of any third party material(s), and you agree that Smiley Online Network is not responsible for any loss or damage caused by your use of, or reliance on, such material(s), nor for any failure to enforce any of Smiley Online Network rights under this agreement, at law or in equity, against any service user or third party.

Disclaimer of warranty;
You acknowledge and agree that the service (including, without limitation, the software) and the contents therein are provided on an "as is", "as available" basis and Smiley Online Network does not make, and hereby specifically disclaims any, representations, endorsements, guarantees, or warranties, express or implied (the "disclaimed statements"), regarding the service or its contents, including, without limitation, any disclaimed statements: (i) of merchantability, fitness for a particular purpose, title, and noninfringement of intellectual property rights; (ii) arising from course of dealing, course of usage, or course of performance; or (iii) of timeliness, accuracy, reliability or content of the service and any information provided through the service. Without limiting the generality of the foregoing, Smiley Online Network disclaims any warranty, express or implied, regarding the profitability of transactions executed on the service or the results to be obtained from the use of the information on the service.

Smiley Online Network does not guarantee the security or back-up of any of your data which may be stored on the service. No oral advice or information given by Smiley Online Network or its employees shall create a warranty or otherwise alter the provisions of these terms and policies.

Indemnification;
You shall indemnify Smiley Online Network and its owners, directors, members, officers, employees, agents, and affiliates and hold them harmless from and against any and all losses, damages, settlements, liabilities, costs, charges, assessments and expenses, as well as any and all third party claims and causes of action, including, without limitation, attorneys' fees (collectively, the "losses"), arising out of any breach by you of any of the terms and conditions of the terms and policies, or any use by you of the service or transmission by you through the service, including, without limitation, unsolicited commercial electronic mail, system shut downs, retaliatory attacks or data flooding, or loss of peering arrangements. Smiley Online Network may set-off the amount of any losses against any sums accruing to you under any transaction between you and Smiley Online Network, including, without limitation, any reimbursements under the terms and policies. Upon receipt of any third party claim, Smiley Online Network shall have the right to assume the sole defense thereof, at your expense, by representatives chosen by Smiley Online Network. You shall provide Smiley Online Network with such assistance, without charge, as may be requested by Smiley Online Network in connection with any such defense, including, without limitation, providing Smiley Online Network with such information, documents, records and reasonable access to you, as Smiley Online Network shall deem necessary. In no event shall you settle any third party claim or waive any defense without Smiley Online Network prior written consent.

Coverage;
If you are an individual, the Terms and Policies apply to all persons who gain access through Your account. If You are a commercial entity, the Terms and Policies apply to all Your individual users, including, without limitation, Your employees, agents, contractors and/or customers. In either instance, You acknowledge and agree that a violation of the Terms and Policies by anyone using Your account will be treated as a violation by You, and You are to be responsible and liable for such violations.

Payments / Billing;
Smiley Online Network offers a 60 day money back guarantee where advertised and as applicable on the web site hosting services. This guarantee is valid and redeemable in the event Smiley Online Network is unable to provide the service or correct any local account issue which directly results in, and prevents the services from being rendered to the account owner. In the event such an issue occurs Smiley Online Network will gladly issue a full refund to the account holder. The account holder must request the refund under this policy within the first 60 days of service.

Payments / late fee's; All payments to Smiley Online Network are final and non-refundable. Your payment for the full amount must be received in advanced by Smiley Online Network and by your due date. A $25.00 late fee "may" be applied to the balance for every month that the account remains past due as determined by Smiley Online Network

Customer Cancellation; An account can be cancelled voluntarily by the customer at anytime by sending a cancellation notice to our billing department, billing @ smileyonlinenetwork.com Cancellation notices must contain your username, password and domain information. Cancellation holds you no rights against any outstanding fees, late fees, bank fees or subsequent collection fees or any types of related fees. The contents of a cancelled website may be deleted at anytime subsequent to account termination.

Account inactivity or non-usage is not a valid form of cancellation. You must use the procedure outlined in this agreement to properly cancel an account and to prevent further fees from be owed and assessed.

Changes to your account;
Smiley Online Network shall have the right at any time to change or modify the service and terms and conditions applicable to Your use of the Service, or any part thereof, or to impose new conditions, including, but not limited to, feature and service changes, revisions or discontinuations, revisions to the fees, billing rates, and account charges for use and modifications to these Terms and Policies. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the service, or by electronic or conventional mail, or by any other means by which You obtain notice thereof. Any use of the Service by You after any of the aforementioned means of notice shall be deemed to constitute acceptance by You of such changes, modifications or additions to these Terms and Policies.

Monitoring;
Smiley Online Network shall have the right, but not the obligation, to monitor the content of the Service, to determine compliance with the Terms and Policies and any operating rules established by Smiley Online Network and to satisfy any law, regulation, authorized government request, or trade association guideline. Smiley Online Network shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on the Service. Without limiting the foregoing, Smiley Online Network shall have the right to remove any material that Smiley Online Network, in its sole discretion, finds to be in violation of the provisions hereof, may cause liability for Smiley Online Network, or is otherwise objectionable in Smiley Online Network sole discretion.

All unlimited plans and features will be monitored on a monthly basis. Any unlimited account or feature misused or considered to be within the scope of dedicated usage may be asked to move to a dedicated service at Smiley Online Network sole discretion.

Service Content;
No Control Over Service Content. You understand and agree that information and other content available through the Service may include, without limitation, controversial, sexually explicit, or other material that may be offensive to You or users for whom You are responsible. Smiley Online Network has no responsibility for or control over such materials, and You take sole responsibility for using any available screening software or other methods of limiting access (specifically including, without limitation, the access of minors) to any material You may find objectionable.

No Endorsement of Service Content. Smiley Online Network neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on or off the Service by anyone other than authorized Smiley Online Network employee spokespersons while acting in their official capacities. It is Your responsibility to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through the Service or through a third party subscriber of the Service. Advice of a professional, if appropriate, may be necessary for You regarding the evaluation of any specific information, opinion, advice or other content. Smiley Online Network reserves the right to occasionally review all websites that we host. If at any time we determine the content material to be highly objectionable or offensive, we will execute our right to refuse such a web site and discontinue hosting services by Smiley Online Network, or may give you time to make any necessary changes or adjustments before terminating such service.

Access to the Service;
The Service is the private property of Smiley Online Network and is provided solely for the use of valid subscribers of the Service. By providing the Service to valid subscribers, Smiley Online Network does not intend to and does not hold out the Service as a service for the use or accommodation of the public generally, and Smiley Online Network does not undertake to provide the Service, services, information, or support to any persons who are not valid subscribers. Access to the Service may be suspended, withdrawn, limited, discontinued or terminated by Smiley Online Network at any time without prior notice. Smiley Online Network specifically denies all persons who are not valid subscribers on the Service the right, privilege, license, or sufferance to use the facilities of the Service for any purpose other than those stated above. Any use or attempted use of the facilities of the Service for commercial purposes by third parties not subscribers on the Service may be treated as trespass and theft, and may be referred to the appropriate law enforcement officials for prosecution under state and federal law barring the unauthorized use of computer systems. Smiley Online Network reserves the right to pursue parties who are not valid subscribers of the Service for all costs and damages arising from or related to their unauthorized use or attempted use of the Service, and to block transmission of messages from any person, address, domain, company, or other entity which in Smiley Online Network sole discretion is causing harm to or may cause harm to the Service.

Force Majeure;
Any failure or delay by Smiley Online Network in the performance of its obligations pursuant to these Terms and Policies shall not be deemed a default or breach of these Terms and Policies or a ground for termination hereunder to the extent such failure or delay is due to computer or Internet or telecommunications breakdowns, denial of service attacks, fire, flood, earthquake, elements of nature or acts of God, acts of war, terrorism, riots, civil unrest, rebellions or revolutions in the United States or any nation where the Service under these Terms and Policies is to be provided, strikes, supplier and third party failure, lockouts, or labor difficulties, or any similar cause beyond the reasonable control of Smiley Online Network.

General Matters;
Entire Terms and Policies; Amendments; No Third Party Beneficiaries; Assignment; Definitions and Headings. These Terms and Policies constitute the entire agreement between You and Smiley Online Network and supersede any other communications, advertisements or understandings (oral or written) with respect to the subject matter hereunder. The Terms and Policies may be amended in any respect at any time only by Smiley Online Network in its sole discretion. Your continued use of the Service will be deemed consent to any such amended Terms and Policies.

Acceptable Use Policy for Smiley Online Network Internet Products and Services.

PROHIBITED USES OF SMILEY ONLINE NETWORK, PRODUCTS AND SERVICES

Smiley Online Network Acceptable Conduct Policy (the "Policy") for Smiley Online Network Internet Products and Services is designed to help protect Smiley Online Network, Smiley Online Network customers and the Internet community in general from irresponsible or, in some cases, illegal activities. The Policy is a non-exclusive list of the actions prohibited by Smiley Online Network.

Your Representations and Warranties to Smiley Online Network;
Prohibited Activities. You represent and warrant that You will not engage in any illegal conduct or conduct detrimental to the Service, including, without limitation, any of the following:

Using the Service in a way which constitutes a violation of any applicable statute, law, court order, ruling, decision, injunction, tariff, regulation, or treaty (including, but not limited to, intellectual property, communications, privacy, criminal and international law, defamation, obscenity, fraud, and false pretenses);

Using the Services in any manner that might subject Smiley Online Network to unfavorable regulatory action, subject Smiley Online Network to any liability for any reason, or adversely affect Smiley Online Network public image, reputation or goodwill, including, without limitation, posting, sending or distributing sexually explicit content, hateful, vulgar, racial, ethnical or otherwise objectionable materials as determined by Smiley Online Network in its sole discretion.

Sending mass-email of any kind or sending any unsolicited mail messages, including the sending of "junk mail" or other advertising material to individuals who did not specifically request such material (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. This includes, but is not limited to, bulk-mailing of any kind, advertising spam services and software, informational announcements, and political tracts. It also includes posting the same or similar message to one or more newsgroups (excessive cross-posting or multiple-posting).

Unauthorized use, or forging, of mail header information (e.g., "spoofing").

Using the Service in an attempt to break security, or so as to actually break security of any computer network (including, without limitation, the Service itself), or to access an account, message, or file which does not belong to You.

Reselling the services without proper authorization or reselling under an account not specifically designed for such purposes.

Furnishing false data on your sign-up form, contract, or online application, including, without limitation, providing fraudulent credit card, checking or other payment information.

Obtaining or attempting to obtain service by any means or device with intent to avoid payment.

Unauthorized access, alteration, destruction, or any attempt thereof, of any information of Smiley Online Network, Smiley Online Network customers or end-users by any means or device.

Attempting, in any way, to interfere with or deny service (including, without limitation, the Service) to any user or any host on the Internet;

Using the Smiley Online Network storage space or web server platform to facilitate any continued outside connection of any type.

Using the Service for unauthorized relays through any third party systems.

Use of any method of obstruction or to bypass any restrictions that may be placed on any account by Smiley Online Network.

Using Smiley Online Network Products and Services to interfere with the use of the Smiley Online Network by other customers or authorized users.

Each Smiley Online Network customer is responsible for the activities of its customer base, representatives or end-users and by accepting service from Smiley Online Network, are agreeing to ensure that its customers, representatives or end-users abide by this Policy. Complaints about customers, representatives or end-users of a Smiley Online Network customer will be forwarded to the Smiley Online Network customer's for action. If violations of the Smiley Online Network Acceptable Use Policy occur, Smiley Online Network reserves the right to terminate services or take action to stop the offending customer from violating Smiley Online Network Terms as Smiley Online Network deems appropriate, without notice.