Please read this agreement below in its entirety. All users of our service will be bound by this agreement. These terms and conditions may be modified at any time and without notice. All users, both previous and new are always subject to the newest terms posted here at all times.

INTRODUCTION

These standard terms relate to the provision of Internet services ("the Services") to you ("the Client") by Design Lounge Limited T/A Lounge Network whether as principal or agent. First use of the Services shall constitute acceptance and completion of this Agreement ("Agreement").

This is an ongoing service contract that will apply from the date that the client signs up to our services, and will continue to apply, up until a time that either Lounge Network or the client cancels this contract. This service contract has an undefined length, and it does not automatically cease at the end of a billing period. It is also independent of any domain registration period of any domain name that you have purchased through us, or through any other company. Therefore the client will continue to be contracted and billed for website hosting, for successive terms of equal length of the initial term that the client signed up for, until this hosting contract is cancelled. Please refer to section 13 on how to cancel your website hosting, and this service contract.

If you are signing up to our services for, or on behalf of someone else (your are acting as an agent), you represent that you have the authority to nonetheless bind that person as a principal to all terms and conditions provided herein, including the Dispute Policy. You also agree that all terms and conditions will be passed onto your client to read and agree to. We may require written evidence that you have authority to act as an agent, should any dispute arise.

Clients who are hosted on Dreamscape Networks network in Australia will also be bound by Dreamscape Networks terms and conditions which you can read here. Please note that only some clients are hosted on Dreamscape Networks.

1. RESPONSIBILITIES OF LOUNGE NETWORK

1.1 Lounge Network will provide the Services with reasonable care and skill. It will use all reasonable efforts to ensure that the Services are reliable. Lounge Network do not guarantee that the service it provides will be perfect. When services are disrupted, Lounge Network will do its best to reinstate the service to you as soon as it can. As our services rely on us using third party networks and services owned by other people, we cannot promise that our services will always be available or fully functioning. If our services are unavailable for any reason we will endeavor to restore service as soon as possible.

1.2 Lounge Network reserves the right at its discretion to make use of any third party to supply any services.

1.3 No agent or representative is authorised to make any representations, statements, conditions or agreements not expressed by Lounge Network in writing, nor are Lounge Network in any way bound by any such unauthorised statements.

1.4 Lounge Network may from time to time due to operational, upgrading or other reasons temporary restrict or suspend service. In those circumstances, Lounge Network will use best endeavors to give the Client as much notice as reasonably possible by posting a message on our website, at www.loungenetwork.co.nz.

1.5 Lounge Network takes no responsibility for any errors or omissions in any information supplied to client. This includes, but is not limited to information on any of our website's or via other forms of communication.

1.6 Lounge Network reserves the right to make modifications at any time and without notice, to any of the following: Hosting plan quotas, specifications and features, server specifications, server locations, network configurations, our upstream providers, or anything else to do with providing clients with website hosting.

1.7 Lounge Network does not warrant or represent that the services will be uninterrupted, error-free, or completely secure. All services are provided on an "as is" basis.

2. USE OF INFORMATION AND CONFIDENTIALITY

2.1 The Client also acknowledges that all intellectual property rights in the Service(s) and any improvements or changes made by Lounge Network to any Service(s) belong to Lounge Network.

2.2 You authorise Lounge Network to collect, retain and use any information about you and/or the property which is the subject of the Services for the purposes of performing its Services in terms of this Agreement. Lounge Network may also use the information we collect about you for the purposes of checking your creditworthiness and to compile a mailing list to introduce new services to you. Lounge Network will not pass this personal information onto any third parties.

2.3 You may obtain access to, and correct, any information held by Lounge Network under the Privacy Act 1993.

2.4 Lounge Network may refer to the Client as a user of the Services, but otherwise all terms and conditions of this Agreement shall be kept confidential both by the Client and by Lounge Network.

2.5 You are entirely responsible if you do not maintain the confidentiality of your password and account.

3. PRICE

3.1 Lounge Network's charges and the basis of those charges for the Services are set out in the plans section of the web site. Unless specifically stated to the contrary, Lounge Network's charges are GST EXCLUSIVE and the Client must pay any GST payable on the charges invoiced.

3.2 Lounge Network will email to the Client, an invoice for Services provided, which have been recorded by Lounge Network as being chargeable to the Client, where the total amount on the invoice is over $50. Invoices and supporting documentation will be sent in electronic form only. Invoices that are issued, do not form a contract of service, they are solely for tax requirements. If you request that we post you your invoice in the mail, we will charge a $9.95 + GST postage & handling fee on every posted invoice. If the client is paying by Automatic Bank Payment, an invoice will not be sent.

3.3 Lounge Network reserves the right to alter their prices and hosting specifications at any time and without prior notice. Current pricing and specifications will be displayed on our hosting website. Where clients have paid more than a month in advance for their hosting, and the hosting pricing increases during the period they have paid for, Lounge Network do reserve the right to charge the client for the difference between the new and old pricing. Paying for more than a month in advance for web hosting, does not guarantee a hosting account price freeze for the period the client has paid in advance for.

3.4 Lounge Network processes most of it's invoices manually. Therefore human may occur with the contents of an invoice. Should Lounge Network make an error or omission on an invoice, Lounge Network will contact the affected client as soon as the error or omission is identified, and will email them the corrected invoice. The corrected invoice will supersede the former invoice. The client must pay the balance on a corrected invoice, if applicable. We recommend all clients check the invoice they receive from Lounge Network, and make sure that the invoices contents are what you are expecting. Lounge Network will not be bound by any invoice that is incorrect, and Clients shall not benefit financially or in any other way, from any errors or omission made by Lounge Network. Errors and omissions are excepted.

3.5 Hosting accounts that go over their allocated quotas will incur overage fees. Clients will be responsible for paying any overage fees their hosting account may incur, if the account goes over any of it's allocated quotas. This may include bandwidth quotas, website storage quotas, or email storage quotas, or any other overuse fees.

3.6 Any work requests by a client that are not covered by our normal hosting service, will be chargable.

4. PAYMENT

4.1 Payment for Services shall be made in full without deduction, set off or withholding whatsoever on or before the Due Date as specified on the invoice. If no due date is specified, payment will be required by the 20th of the month or within 14 days of the invoice date, whichever is the sooner. If domain registration is required, payment will be required before domain registration can be processed. All domain registration fees are required to be paid within 7 days of being invoiced. All regular website hosting fees are to be paid before the 1st of the month. Payment for the hosting account is required regardless of whether the hosting account provided to the client is actively being used to host a website or not. Payment for the hosting account is required regardless of whether an active domain name is connected to the hosting account or not.

4.2 Interest may be charged on any amount owing after the Due Date at the rate of 10% per month or part month, plus a late payment administration fee of $25 + GST. Interest will accrue from the Due Date to date of actual payment. Interest on unpaid accounts is compounded monthly. Any payments to us will be applied first to the interest and administration fees, and then to the other monies owed to us.

4.3 If the Client fails to make payment to Lounge Network for any Service(s) by the Due Date, Lounge Network reserves the right to suspend provision of that and any other Service(s). This will include locking all FTP and email accounts, and forwarding your website URL to our 'suspended account' page. This will usually display the reason for suspension and what is required to rectify the issue. If we do not receive the overdue payment after a further 7 days, the account may be cancelled and deleted at our discretion. This means that all files, folders and information will be lost. Accounts that repeatedly become overdue for a period of 7 days may also be subject to a further $25 + GST fee before they can be reactivated. We will not be responsible for any losses as a result of us taking this step. A suspended account will continue to be billed for.
We work on a 'three strikes and you're out' policy for payment of your account. If your account becomes overdue for a third consecutive time in a row, your account will be suspended immediately and incur the $25 + GST reactivation fee. Lounge Network reserves the right to refuse reactivation of an account if the account repeatedly becomes overdue.

4.4 Any expenses, disbursements and legal costs incurred by Lounge Network in the enforcement of any rights contained in this Agreement shall be paid by the Client, including any reasonable solicitor's fees or debt collection agency fees. In addition, Lounge Network may require a deposit from the Client as a condition of lifting any suspension imposed under this clause.

4.5 Lounge Network does not offer credit to its clients.

4.6 Payment must be made by either Direct Bank Credit or Automatic Bank Payment. Lounge Network does also accept cheque payments in certain circumstances. Prices are already discounted for these types of cash payment. Lounge Network does not usually credit card payments. On rare occasions we may accept payment by credit card via Paypal, and in those cases you will be charged a transaction fee of approximately 5%, and the minimum transaction amount must be over $NZ100. We also may impose additional terms if payment is made by credit card.

4.7 Clients will be billed from the date they signup to our hosting services. Clients will continue to be billed at a regular interval for their website hosting, until the contract is actively terminated by either the client or the Lounge Network. Please see section 13 for more information on how to terminate the contract.

4.8 Should we be unable to contact a client via the email address/s they have provided to us on record, or an account becomes overdue, we may use the accounts primary domain and website to source an alternative email address to communicate with. However this depends on resources we have available at the time. We define 'unable to contact a client' as meaning, us sending an email to the client and no action/payment/response is made by the recipient. Emails that bounce back to us as undeliverable are also deemed as being 'unable to contact a client'. We require clients to provide us with a valid email address that is regularly checked at all times.

4.9 For clients who have nominated to pay by automatic payments, our regular billing period begins on the first day of the month, and ends on the last day of the applicable month, depending on the nominated automatic payment billing term you selected (eg monthly, six monthly, yearly etc). Should a client sign up to our hosting services partway through a month, they will be charged a 'pro-rata' amount for the remaining month, plus the next full billing period. This is so the clients account gets into sync with our billing period. Clients who do not setup automatic payments as instructed, will be switched to our manual billing interval and method as per clause 4.10. Only clients who have agreed and shown to have setup automatic payments, are eligible to pay by automatic payment on a monthly basis. Clients must demonstrate that they have setup automatic payments via a screenshot from online banking, or a printout from their bank. We reserve the right to refuse allowing clients to pay by automatic payment for any reason. All other payment methods have a minimum 6 monthly billing interval as per clause 4.10. Should automatic payments stop for any reason, we reserve the right to switch clients to our manual billing interval and method as per clause 4.10.

4.10 For web hosting clients who are paying manually by direct credit or cheque, our minimum payment interval for is either 6 or 12 months, depending on the contract and billing term the client initially signed up for, or the term previously agreed. Should a client sign up to our hosting services partway through a month, they will be charged a 'pro-rata' amount for the remaining month, plus the next full billing period. The pro rata period is so the clients account gets into sync with our billing period.

4.11 Contract and billing intervals can be modified at anytime by a client, provided they have a zero balance on their account, except;

a) Within 10 days prior to the commencement of the next billing cycle. eg. If the contract renewal and invoice due date is the 1st May, you must inform us that you require it modifying no later than the 20th April, otherwise you will be contracted and required to pay for the next full billing cycle, before it can be modified.

b) After the new billing cycle has already commenced and payment hasn't been made. Payment for the billed term must be made in full, before will will allow the contract and billing interval to be modified.

Modified contract and billing intervals must be agreed by us first, before they will take effect.. Clients must have a zero balance on their account with no previous invoices due before we will allow them to be modified.

5. LIABILITY

5.1 Our services are used at the clients risk, and all services are provided on a 'as is' basis. In no event shall Lounge Network, it's subsidiaries, officers, directors, and employees, be liable to the client for any claims or damages of any kind, including but not restricted to, loss of data, loss of service, consequential losses,goodwill, loss in profits, fines, punitive damages, amounts in interest, expenses and disbursements of any kind and nature whatsoever, resulting from or related to any failure or delay to provide service under this Agreement. Such delays or failures may include Acts of God, strikes, labour disputes, riots, civil commotion, intervention of a government, inability to obtain labour, materials or manufacturing facilities, computer hardware or software failure, data corruption, fire, inclement weather, accidents, terrorism, sickness, theft or vandalism, interruptions of, or delay in, transportation, upstream providers ceasing to operate, or any other causes beyond our control. AT NO TIME SHALL WE BE LIABILE FOR LOST CLIENT CONTENT OR SERVICE DOWNTIME. ALL SERVICES ARE PROVIDED ON AN 'AS IS' BASIS.

5.2 Where any Service is acquired for business purposes, the Client acknowledges that the provisions of the Consumer Guarantees Act 1993 do not apply to the provision of that service.

5.3 Notwithstanding anything else in the agreement to the contrary, the maximum aggregate liability of the Lounge Network, it's subsidiaries, officers, directors, and employees, under any theory of law (including breach of contract, tort, strict liability, and infringement), shall be a payment of money not to exceed the amount paid by the client for one month of service. The Lounge Network reserves the right to provide this at its complete discretion. In any case and in respect of which such damage that shall arise and to the fullest extent permitted by law Lounge Network will exclude any liability for:

a) Any loss, damage or injury of any kind whatsoever whether suffered or incurred by the Client or another person whether such loss or damage arises directly or indirectly from services provided by Lounge Network to the Client and without limiting the generality of the foregoing of this clause Lounge Network shall not be liable for any consequential loss or damage of any kind whether direct or indirect including without limitation any financial loss; and

b) Any claim in contract, or in tort, or otherwise for any loss, damage, or injury.

c) All liability of any kind (including but not limited to negligence) on the part of any third party network operator, its officers, directors, employees, contractors, and agents however arising in the provision of services by such network operator to Lounge Network. This exclusion is included by Lounge Network as the agent of such persons for their benefit and may be enforced by them as a complete defence to any claim.

5.4 The Client shall indemnify us against all claims of any kind whatsoever however caused or arising (including without limitation all sums paid to compromise or settle claims, proceedings and actions out of court) and without limiting the generality of the foregoing of this clause whether caused or arising as a result of the negligence of us or otherwise, brought by any person in connection with any matter, act, omission, or error by us our agents or employees in connection with the services.

5.5 We are not liable for the protection or privacy of electronic mail or other information transferred through the Internet or any other network provider.

6. RESPONSIBILITIES OF CUSTOMER/CLIENT

6.1 In addition to any other clauses in this Agreement imposing responsibilities or obligations upon the Client, the Client shall not:

Use or permit the Service(s) to be used in any way which is;

b) illegal, in any way abusive or which constitutes harassment or which causes harm or damage of any sort or contravenes the "Acceptable Use Policy" of that Service; or

c) could potentially damage the Lounge Networks Network or that of any other operator.

d) publish any material that infringes any copyright, trademark, patent, common law, or the rights of others.

We do not screen the material you publish to our servers. Any material you publish is considered publicly accessible.

If you publish prohibited material you will be responsible for the traffic charges relating to all downloads of that material.

6.2 The Client shall:

a) Pay to Lounge Network all charges that are invoiced by Lounge Network to the Client on or before the Payment Due Date. Our services all operate on a pre-paid basis. This means you must pay for all services in advance.

b) Ensure that all information about the Client is accurate, complete and up to date. If the client moves premises or postal address changes, the client must inform Lounge Network as soon as possible. Most importantly, this includes your email address, which is our primary source of communication for invoicing and keeping you up to date.

c) Use the Service(s) for the purpose(s) for which they are provided, and in accordance with Lounge Network's instructions.

d) Accept liability for and indemnify Lounge Network against any costs, expenses or damages incurred by Lounge Network as a result of the client failing to comply with the terms of this clause.

e) Accept responsibility and liability for any use of Services by the Client, its agents, employees, directors, or assignees as well as any third party whether authorised by the Client or not on the Client's premises or over whom the Client otherwise has control and the Client shall indemnify Lounge Network from any loss, damage, liability or expenses incurred by any other person arising from the use or attempted use of the Service(s) by the Client its agents, employees or assigns as well as any third party whether authorised by the Client or not on the Client's premises or over whom the Client otherwise has control.

f) keep all your private access details (eg. usernames and passwords)supplied by Lounge Network , confidential.

g) keep back-up copies of all files, data and content you publish, or have stored /hosted on the servers. Also refer to section 8.

h) Regularly update any website scripts or software that they install on the hosting server. This includes, but not is not limited to, formmail scripts, software that is installed through Fantastico, content management systems, shopping cart software etc. We recommend that clients signup to the regular mailing list of any third party software that they use on their website, so that they are updated on any required important software updates.

i) regularly download their email, and shall not store email on our server for longer than 30 days. We reserve the right to remove stored email without notice. Should an account use over their allocated quota, we reserve the right to delete the largest email accounts and all email in those account that are causing the overages, to bring the account back under quota.
We recommend that you download your email at least once a day from the server, especially if you receive high volumes of email. Our servers are not permitted to be used as a permanent storage facility for email.

j) not use the server for storage of file archives, backing up and / or permanent storage of files and emails, document storage and distribution..

k) not offer free email services, or resell email accounts, unless permitted by the hosting plan you are on.

l) inform us of any changes to your contact details, including your email address. To do this, you will need to notify us of the new details, by filling in our 'Modify Details' Form. This form can be accessed by clicking here. If there is any change to your domain names contact details, including your email address, you will also need to modify your contact details in our Domain Manager by clicking here.

m) inform us if you would like to cancel your hosting account, as discussed in section 13. Hosting accounts are not cancelled automatically at the end of a billing cycle, and will remain active. Therefore you will continue to be billed and invoiced for your hosting space, even if you are not using it. Failure to pay an invoice for an active or uncancelled hosting account, will result in us passing the unpaid account onto our collection agency. More information on how to cancel your hosting account can be found in section 13.

n) effect and maintain adequate insurance cover in respect of any loss or damage to data stored on the Server.

o) to be polite and civil in all communications with us.

p) provide us with an alternate email address, not associated with your hosting account and domain name. This is so we can contact you should you have problems with your email account that is hosted by us. All of our free included support is via email only, so we need to be able to contact you if you are having a problem with our own email service. Clients can setup a free independent gmail email account at www.gmail.com

6.3 The Client agrees to accept these Terms and Conditions from the date this Agreement is entered and first use of service shall constitute acceptance and until this Agreement is terminated in accordance with the provisions of section 12 and 13 herein.

6.4 It is the responsibility of the client to keep updated and stay informed of our services. The Client is responsible to make sure that they are up to date with the latest developments, these announcements can be found on our 'Latest News and Status Page' on our website at www.loungenetwork.co.nz . The www.loungenetwork.co.nz website will display network announcements, acknowledgements, and any other relevant information to our clients. All correspondence of any sort that is not personal in nature will be posted on the www.loungenetwork.co.nz website. The client is also responsible for regularly checking the features associated with their hosting plan, as new and old features are added and removed from the servers regularly. Software and features may be removed from a hosting plan without notice, so it is important that clients regularly check the features that are currently being provided.

6.5 Should the client encounter an issue with the provided services, before contacting us they must follow the troubleshooting process, as set out in the FAQ section of the hosting website, to make sure that the issue isn't at the clients end. For example, the issue could be caused by the clients ISP, their computer, their local network, or the clients firewall. The client must also check our Network Status Page on our website, at www.web.loungenetwork.co.nz/statussite.php, to make sure that the issue hasn't already been posted, before contacting us. If the client needs to contact us to report an issue or with a question, the clients communication to us must be done via email, via the contact form on our hosting website, and include full information we need to diagnose any issue. We do not provide telephone support for our hosting services under any circumstances. From our experience, email is a far more efficient method for communication, and resolving any technical issues. It also allows us time to discuss solutions to questions with other members before we reply to you. Due to this, we are able to pass the cost savings on to our clients with affordably priced hosting plans and domain registration. Therefore please also don't ask us to telephone you back.

6.6 Have a reasonably good knowledge of how to setup and use email, FTP software, and web design software. It is not our job to educate clients on how to perform simple setup tasks with email and website design software. We do not provide support of any web design or third party software issues, including all third party software included in any hosting control panel. All third party software included with any control panel, is provided free to the client, and we don't provide any support for it. Support for all third party software must be sourced by the client from the relevant software developer / manufacturer.

6.7 These terms and conditions may be modified at any time and without notice. All users, both previous and new are always subject to the newest terms posted here at all times. If any modification to these conditions is unacceptable to you, your only recourse is to terminate this agreement.

7. PROHIBITED ACTIVITIES

7.1 For a list of activities that are prohibited on our network, please click here.

7.2 Spam & Unsolicited Email Advertising- We will in no shape or form tolerate spamming of any kind. We, Lounge Network reserve the right to suspend or terminate any account without notice or warning that violates this rule. Use of Lounge Network servers signifies acceptance and comprehension of this and every other condition. Lounge Network reserve the right, and at our option may charge $NZ100.00 per genuine Spam complaint we receive. This fee is non refundable and will may be invoiced at the time of any genuine complaint notice. For read our full Anti-Spam policy, please click here.

7.3 Email - You acknowledge that Lounge Network may establish certain limits on use of the service at any time, without limitation to any aspect of the service you are provided at no charge. You will be advised of any limits to be placed on you, by an announcement on our website at www.loungenetwork.co.nz. Your ongoing use after delivery of this notice to you constitutes your acceptance of this limit and/or any related charges.

7.4 Using out dated and/or unsecured website scripts in your hosting account.

We also prohibit the use of the servers for:

(a) very high-trafficked websites, without permission;
(b) offering free email or webmail services to the public.

8. OTHER TERMS

8.1 Other terms may apply to some of the services provided by Lounge Network to you. Lounge Network will inform you about the terms that apply in those circumstances. For a full list of the documents that make up our Terms and Conditions, please click here.

8.2 Website & Content Backups - As the owner of your website / hosting package or reseller website /  hosting package, backups of any data / content you store on the server is your responsibility (or your customers in the case of resellers). This means that you must ensure that you and your customers have up to date and current backups of your / their own website/s and all other hosting content stored on the server. Our New Zealand datacentre makes data backups once a day, while our USA datacentre makes nightly server backups. Clients will not have direct access to these server backups. We under no circumstances guarantee the integrity of these server backups in the event that you may need us to access them to restore your website. We also do not guarantee that any form of backup will be available at any time. We must stress that any backup that our datacentre does, are not to be relied upon under any circumstances, as website backups are the responsibility of the client / customer (hosting account owner), and not Lounge Network . We therefore require that you backup your own website/s and any associated hosting account data, including but not restricted to, databases and email, as often as is required, to ensure that you always have the latest possible copy of your website/s, email and any other data you store on the server. Website backups can be made by either FTP, or via the website hosting console. MySQL database backups can be done via the mySQL console (phpmyadmin or similar). Email can be downloaded via an email client. There are also third party backup services that clients can elect to use to regularly backup their data with from the server.
All clients agree to maintain a current copy of all content hosted by Lounge Network, notwithstanding any agreement by Lounge Network to provide server back ups.
We are not liable under any circumstances, for any associated costs in restoring clients backup data to the server. Restoration of any backup data, to get the clients website working again, is solely the responsibility of the client.

We assume no liability for lost content on the server, should a hardware or system failure occurs and data maintained on the affected servers cannot be recovered from the most recent, or any other backup. We also assume no liability for lost content should our upstream providers cease operating. It is the sole responsibility of the client to ensure that they maintain their own backup copy of all data / content stored on the Servers, including websites, databases. settings, and or any other data stored on any server, in the event our providers are unable to restore client content from backup.

AT NO TIME SHALL WE BE LIABILE FOR LOST CLIENT CONTENT OR SERVICE DOWNTIME. ALL SERVICES ARE PROVIDED ON AN 'AS IS' BASIS.

9. COMPLIANCE WITH REGULATIONS AND ACCEPTABLE USE

9.1 You shall be solely responsible for obtaining any necessary permits under and for compliance with all legislation, regulations, by-laws or rules having the force of law in connection with the installation and operation of the services.

9.2 Lounge Network will not be held accountable or liable for any illegal activities as seen by the laws of this country or any international laws.

9.3 Lounge Network may monitor your use of the Services and any material posted, downloaded, transmitted or communicated using the Services for compliance with Lounge Network Terms. Lounge Network may pass on any material or information it finds as a result to the relevant authority if Lounge Network suspects any illegal or offensive activity is involved, and you will have no claim against Lounge Network for this.

9.4 Lounge Network reserves the right to monitor the clients use of services at anytime with regard to reasonable usage. If it deems your usage is in excess of reasonable, and/or it solely places a strain on Lounge Network's resources or services to its existing or perspective clients, Lounge Network reserves the right to request an upgrade of plan, or negotiation outside of its standard plan pricing and terms and conditions. In the meantime we reserve the right to suspend services until the new plan changes take effect.

10. DISPUTED ACCOUNTS

10.1 If the Client wishes to dispute any item appearing on an invoice rendered by Lounge Network, the Client must write to Lounge Network and seek resolution of the disputed amount by the Due Date. The Client must pay any undisputed amount by the Due Date. If, having reviewed the invoice, Lounge Network agrees that there is a mistake, the mistake will be corrected as soon as reasonably possible. If Lounge Network finds on review of the invoice that there is no mistake, the Client must pay the outstanding sum immediately on being notified of Lounge Network' finding, or on or by the Due Date, whichever is the later.

10. JURISDICTION

10.1 The law of New Zealand shall apply to this Agreement.

11. ENTIRE AGREEMENT, VARIATION AND NON-WAIVER

11.1 This Agreement contains all of the terms, representations and warranties made between Lounge Network and the Client and supersedes all prior discussions and agreements covering the subject matter of this Agreement.

11.2 No variation or waiver of any provision of this Agreement shall be recognised or binding on Lounge Network unless it is in writing and signed by an authorised representative of Lounge Network.

11.3 Failure by Lounge Network to enforce any of the terms and conditions contained in this Agreement shall not be deemed to be a waiver of any of the rights or obligations Lounge Network has under this Agreement.

11.4 If any provision of this Agreement shall be invalid, void or illegal or unenforceable the validity existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.

12. SUSPENSION OR DISCONNECTION

12.1 Lounge Network reserves the right to suspend, cancel, or otherwise restrict access to the Service(s) it provides at any time, for any or no reason, and with or without notice. Lounge Network however will endeavor to provide notice when we can. Lounge Network is not responsible for any damages or loss of data resulting from such suspension or termination.

12.2 Lounge Network reserve the right to suspend or disconnect you from the network, if you do not meet any one or more of your responsibilities under this contract. Lounge Network may also discontinue any other services we provide to you at any time. In that situation Lounge Network may also terminate our contract with you. These forms of action may be enforced by us without prior notice.

12.3 Lounge Network may also suspend or disconnect you from the network if a carrier supplying services to Lounge Network suspends or interrupts its service to Lounge Network and that suspension or interruption affects Lounge Networks ability to provide the services to you.

12.4 Lounge Network may also suspend or restrict a service in an emergency or whenever Lounge Network, another carrier, or any other appropriate person considers that step necessary or reasonable to protect persons, systems or other property.

12.5 If you are suspended or disconnected from our network for failing to meet any of your responsibilities under this contract you may have to pay a re-commencement fee before you can use our services again.

12.6 Normal charges will usually continue to apply, during your suspension or disconnection from our network.

13. TERMINATION

13.1 Either Lounge Network or the Client may terminate this Agreement at any time upon giving written notice of its intention to do so. In order for a client to cancel a web hosting account, 'written notice' means that we require that the client follow our Hosting Account Cancellation Procedure, as specified below. Failure of the client to follow our Hosting Account Cancellation Procedure, will mean that the clients hosting account will remain active, and the client will continue to be charged a monthly hosting fee.

If the client changes their mind and decides to cancel the hosting services directly after signing up, and we have already setup your hosting account and sent the client the new details, the client will be charged a $45 + GST administrative fee. This fee goes some way to cover our associated costs in setting up and allocating resources for that account.

Hosting Account Cancellation Procedure (for web hosting clients):

To cancel your hosting account, the client is required to fill in our 'Hosting Account Cancellation Form', which can be found at the following link http://web.loungenetwork.co.nz/hostingcancellation.php
We need to receive your cancellation request, at least 30 days before the end of your current billing cycle, otherwise you will be charged for the next full hosting term, which will roll over from your previous term. For your reference, a full billing month starts on the 1st day of the calendar month, and ends on the last day of the calendar month, and is paid for in advance. The term you signed up for will depend on the payment interval and method of payment you signed up under. For example, If you selected to pay by Direct Credit every 12 months, your minimum payment term will be 12 months, which will roll over every year. Please note that we don't provide pro rata refunds, for any unused part month/s of hosting.

Unless a request is made by the account owner for the hosting account to be cancelled via our 'Hosting Account Cancellation Form', your hosting account will remain active, and we will continue to bill you for your hosting account. The direct link to our 'Account Cancellation Form' is http://web.loungenetwork.co.nz/hostingcancellation.php

Please note that we don't accept hosting account cancellation by regular email, for reasons of security and the reliability of email, so our cancellation form must be filled in, to enter the cancellation request into our system.

Before your hosting account is cancelled, please make sure that you pay us any hosting fees due. If you have setup regular automatic payments into our bank account for your website hosting, please make sure that you cancel these with your bank, once we have accepted your cancellation request. Cancellation of any automatic payments is done by the client with there bank, and is the clients sole responsibility, so it is very important that clients make sure that they are cancelled with their bank. Automatic payments that continue to be received after the cancellation date that the client has nominated, are not able to be refunded. If we continue to receive automatic hosting payments, we will continue to keep the clients web hosting account and associated hosting space active for them to use. Continuing to make automatic payments constitutes agreement to the continuation to use our services under our General Hosting Terms and Conditions, and pushes out the cancellation date the client previously specified on the cancellation form.

If any service has a minimum term contract, the client shall be liable to pay the monthly charges, as specified for that service, for the full term of the contract.

13.2 Right to Refuse: Lounge Network may at any time and without notice to the client, cancel, reject, or refuse to continue hosting any Websites without providing any reason for such rejection or refusal at any time prior to, or after, hosting any Website.

13.3 Lounge Network reserves the right to terminate this Agreement immediately if any of the following occurs:

(a) The Client commits any material breach of this Agreement which is incapable of being rectified, or which is not rectified after written notice being given to the Client by Lounge Network;
(b) The Client commits three or more material breaches of this Agreement where notice has been given as stipulated in clause (a) above in any twelve (12) month period;
(c) The Client becomes insolvent or has a receiver or manager of any asset of the Client being appointed or an order or resolution passed for the liquidation of the Client.
(d) The client attempts to make contact with any of our upstream providers. All correspondence must be made through Lounge Network, or divisions of Lounge Network, and not through our upstream providers.

13.4 Termination of the Agreement by Lounge Network in this way shall not affect the rights or obligations of the parties in relation to any Services provided up to the date of termination.

13.5 Any cancellation or suspension under this clause shall not affect Lounge Network's claim for money due at the time of cancellation or suspension or for damages for any breach of any terms of this Agreement or your obligations to this Agreement.

13.6 Where the Client terminates this agreement, the Client is responsible for moving their website and any information stored on the servers, and arranging for the alteration of the DNS settings, before the account cancellation date or the end of their billing cycle. The client also needs to make sure that automatic payments are cancelled, as any payments made in error are non refundable. Lounge Network will not be liable for any loss of service or data after the contract has terminated.

13.7 If the client decides to revoke the cancellation of their hosting account/s that they initiated, the client will be charged $20.00 + GST per separate web hosting account, prior to the re-instatement of their account/s. We don't provide any guarantee that we will be able to reinstate the hosting account to how it was prior to it's cancellation, and it may need to be set it up as a blank hosting account. Once we have received payment plus any outstanding fees the client's account will be reactivated. We reserve the right to refuse the resetting up of any cancelled hosting account.

13.8 For clients who had their website setup via our web design services, and also host their website on our servers, there will be fees associated with closing your account. (These fees exclude our SAAS Starter Website packages, which have their own terms and conditions.)

- There will be a minimum cancellation fee of $100+gst, which covers our time in closing the account, and removing the website and settings from our servers, and communicating and liaising with the client.

- In addition to above, if you are moving the website elsewhere , associated work for the transfer from our end, including technical services, communicating and liaison from our end. Due to the differing and unknown nature of this work, we may not be able to give any quote for such work, so it will be billed for at our normal hourly rate. This work will scheduled into our normal work schedule. If you require it doing as a priority job, then priority charges will apply. The minimum charged for this will be one hour. A deposit or full payment will be required prior to any work commencing.

14. WARRANTIES

14.1 No representation, condition, warranty or promise expressed or implied by law or otherwise applies to services except where expressly stated in this Agreement.

15. ERRORS OR OMISSIONS

Lounge Network is entitled at any time to correct all errors and omissions (whether typographical, clerical, computational or otherwise) in any advertising, quotation, website, email, invoice or acknowledgement or errors in any other form. Due to the Lounge Network’s administrative processes, errors (if they occur) may be discovered up to 1 year after the service has been paid for by the client. Lounge Network will notify the client promptly of any error or omission discovered by the Lounge Network, and shall be subject to correction without any liability on the part of Lounge Network. Clients shall not benefit financially or in any other way, from any errors or omissions made by Lounge Network.

Although we do our best to ensure that the prices stated on our websites are accurate, errors may occur from time to time. Sometime pricing errors are due to issues with our upstream providers own systems. Where a pricing error occurs, we will not be bound by the incorrect pricing stated, and reserve the right to cancel your order.

16. FORCE MAJEURE

16.1 We shall not be liable to you for any loss or damage directly or indirectly, arising out of or in connection with any delay in delivery of the goods or failure to perform its obligations under this Agreement where such delay is caused directly or indirectly by Acts of God, strikes, labour disputes, riots, civil commotion, intervention of a government, inability to obtain labour, materials or manufacturing facilities, computer hardware or software failure, data corruption, fire, failure of upstream providers, inclement weather, accidents, terrorism, sickness, theft or vandalism, interruptions of, or delay in, transportation, pandemic, epidemic, or any other causes beyond our control.

16.2 Nothing in clause 16.1 shall excuse the Client from any obligation to make payment of sums owing to Lounge Network when those sums are due and owing to Lounge Network under this Agreement.

17. ASSIGNMENT

17.1 The Client shall not assign all or any of its rights or obligations under this Agreement without the written consent of Lounge Network.

17.2 Lounge Network reserves the right to assign its rights under this Agreement without the written consent of the Client.

18. NOTICES

18.1 Any notice given pursuant to this Agreement will be deemed to be validly given if personally delivered, posted or forwarded by facsimile to the address of the party to be notified, or forwarded to the Client's last known e-mail address.

18.2 Any notice given to this Agreement will be deemed to be validly given ;

a) In the case of delivery, when received;

b) In the case of facsimile transmission, when sent provided the sender has a facsimile confirmation receipt recording successful transmission;

c) In the case of posting, on the second working day following day of posting.

d) In the case of posting a message on our website, on the second working day following day of posting on our website.

e) In the case of email, on receipt of delivery confirmation.

19. HOSTING STORAGE, TRAFFIC, EMAIL

All hosting (both website and email) diskspace and traffic is 'metered', and have quotas. Hosting quotas maybe changed at anytime without notice. We only host websites that are suitable for a shared web hosting environment. Examples of where we may consider your usage excessive include, but are not limited to:

I. You use your web site storage space to backup and/or store large quantities of files.
II. Archiving of large volumes of email or non‐web site related files.
III. You start using large amounts of bandwidth hosting files for other sites.
IV. Setup one web site, then setup multiple of email accounts for other domains.
V. Streaming Audio, Video or Podcasts
VI. Using your hosting plan for file-sharing purposes Using your hosting plan to host files for other websites
VII. Storing emails for other domain names
VIII. Having a very popular high bandwidth website.
IX. Using IMAP and never deleting your old emails, or never downloading them for local storage / backup.

We will be the sole arbiter as to what constitutes a violation of this provision.

You may not at any time use our services as a permanent storage for any data. This includes using our email servers to permanently store your emails. You must have your own copy of any data you have stored on our servers. This includes emails, where you must download and store your emails locally if you want to retain a copy of them.

20. RESELLERS

The following conditions apply to those clients who have also entered into a special reseller agreement with us, and are receiving a discount based on hosting multiple accounts with us. These terms to not apply to regular web hosting accounts.

- The Reseller may choose to resell these hosting plans to their clients, at any price they choose.

- We will invoice the Reseller monthly for all services purchased by the Reseller whether for their own use, or for that of their clients. This includes all hosting plans which form their Reseller Plan. Payment must be made by Automatic Payment or Direct Credit into our bank account.

- The Reseller is responsible for payment of all items on the invoice whether these are on-billed or not.

- Reseller discounts do not apply to domain registration or domain renewals.

- We will only accept technical support questions from the Reseller, on behalf of their clients. The resellers clients cannot submit technical questions directly to Lounge Network, and must go through the Reseller.

- The Reseller must be capable of providing an adequate email helpdesk service to their clients.

- The Reseller is not required to make any mention of Lounge Network as the supplier of the hosting.

- Lounge Network agrees not to make any direct sales approaches to the clients of a Reseller without the express written agreement of the Reseller. Exceptions of this are either (i) where the Reseller is placed into administration or receivership, is made bankrupt or we are unable to make contact with the reseller, or (ii) where the Reseller's account with us becomes overdue by more than 7 days. In any of these events Lounge Network reserves the right to approach the Resellers Clients and offer to form a direct contractual relationship with those Customers. This is to offer protection for your clients to ensure a continuation of hosting services for them incase the reseller is unable to service their own clients. Any associated costs with performing this, will be charged to the reseller. Full disclosure of the status of the reseller account will be disclosed to them, and the reason why we are needing to contact them.

- The Reseller and all their clients must agree to abide by our Terms of Services, as published on the Lounge Network Website. They must also agree to pass on the requirements of Lounge Network policies to their own clients.