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MojoHost Master Services Agreement
Revised: April 1, 2022
This MISA is between Easy Online Solutions, Ltd. d/b/a MojoHost and Customer.
“AAA” means the American Arbitration Association.
“Affiliate” as to Customer means any entity that directly or indirectly controls, is controlled by, or is under common control with the entity referred to, but only for so long as that control exists; and as to MojoHost means Easy Online Solutions, Ltd. and any entity that MojoHost directly or indirectly controls. As used in this definition, “control” means controlling more than a 50% interest in an entity.
“Agreement” means, collectively, the MSA and any terms incorporated by reference in the MSA, and any applicable Service Order, Product Terms, or other addenda that govern the provision of Services.
“AUP” means MojoHost’s Acceptable Use Policy as periodically updated by MojoHost.
“Auto-Renewal Term” means the automatic renewal period after expiration of the Initial Term for consecutive rolling 90-day terms.
“Business Day” means Monday through Friday, excluding public holidays in the United States of America.
“Confidential Information” means non-public information disclosed by one party to the other in any form that: (a) is designated as “Confidential”; (b) a reasonable person knows or reasonably should understand to be confidential; or (c) includes either party’s products, customers, marketing and promotions, know-how, or the negotiated terms of the Agreement; and that is not independently developed by the other party without reference to the other’s Confidential Information or otherwise known to the other party on a nonconfidential basis before disclosure.
“Customer,” “Client,” or “you” means the entity ordering the Services.
“Customer Configuration” means an information technology system (one or more of hardware, software, and other information technology components) that is the subject of the Services or to which the Services relate.
“Customer Data” or “Client Content” means all data that Customer receives, stores, or transmits on or using the Customer Configuration.
“Customer IP” means Customer’s pre-existing Intellectual Property.
“Deliverables” means the tangible or intangible materials, specifically identified and described in a Service Order as Deliverables, which MojoHost delivers to Customer as a result of any professional Services.
“Fees” means the fees payable under the applicable Service Order.
“Hosted System” means a Customer Configuration provided by MojoHost for Customer’s use at a MojoHost data center.
“Initial Term” means the initial term of the applicable Service Order.
“Intellectual Property” means patents, copyrights, service marks/trademarks, trade secrets, and any other proprietary intellectual property rights.
“Local Withholding Taxes” means withholding (or similar) taxes imposed on income that might be attributable to MojoHost for supplying the Services that Customer is legally required to withhold and pay to a governmental or taxing authority.
“MojoHost” or “we” means Easy Online Solutions, Ltd., a Michigan corporation.
“MojoHost Configuration Requirements” means those specifications identified by MojoHost as required to perform the Services, including a required reference architecture or software version, as described in Customer’s Service Order or Product Terms.
“MojoHost IP” means MojoHost’s Intellectual Property, not otherwise generally licensed to the public under an Open-Source Software license.
“MSA” means this Master Services Agreement.
“One Time Services” means Services that are provided on a one-off basis.
“Open-Source Software” means open-source software including Linux and software licensed under the Apache, GPL, MIT, or other open-source licenses.
“Product Terms” or “Service Schedule(s)” means additional terms incorporated in a Service Order that contain product-specific obligations.
“Recurring Services” means Services that are provided on an ongoing basis.
“Renewal Term” means a fixed-term extension of the Service Order term.
“Representatives” means a party’s respective service providers, officers, directors, managers, employees, contractors, Affiliates, suppliers, and agents.
“S&PP Terms” means MojoHost’s Security and Privacy Practices as periodically updated by MojoHost.
“Sensitive Data” means any: (a) personally identifiable information or information that is referred to as personal data (including sensitive personal data), PII, or other like term under data protection or privacy laws and includes information that by itself or combined with other information can be used to identify a person; (b) financial records; and (c) other sensitive or regulated information.
“Services” means the MojoHost services identified in a specific Service Order.
“Service Order” or “Order Form” or “Statement of Work” means the document describing the Services Customer is buying, including any online order, process, API, statement of work, or tool through which Customer requests or provisions Services.
“SLA” means any provision providing a specified credit remedy for an identified failure to deliver or provide the Services to the identified standard.
“Tax” means any value-added, goods and services, sales, use, property, excise, and like taxes, import duties, or applicable levies arising out of providing the Services.
“Third-Party Fee Increase” means the direct or indirect increase of fees by a third-party vendor charged to MojoHost for Customer’s use of Third-Party Services, Third-Party Software, or both, which might occur at any time.
“Third-Party Services” means services provided by any person other than a party and used with the Services.
“Third-Party Software” means software provided by any person other than a party and used with the Services.
“TPS Agreements” means agreements for products and services provided by nonparties, which are entered into between Customer and that nonparty.
“Unsupported Services” means Services MojoHost designates as “best efforts,” “nonstandard,” “reasonable efforts,” “unsupported,” or with like designation in a Service Order.