Hosting Terms of Service (TOS)
Last updated February 7, 20261) Agreement
a) By clicking to accept these terms, or by executing an Order to which they are attached or referenced, you are entering into a binding agreement with foleypod Media LLC, dba PXLPOD Web for the provision of Services. This agreement is comprised of these Terms of Service, the applicable Order, any service level agreements, acceptable use policies, data protection addenda, privacy policies, and any other exhibits, schedules, or addenda referenced herein or therein (collectively, the “Agreement”). The Agreement constitutes the complete and exclusive statement of the terms governing the relationship between the Parties and supersedes all prior or contemporaneous proposals, agreements, negotiations, or communications, whether written or oral, relating to the Services.
b) In the event of a conflict among the documents comprising the Agreement, the order of precedence shall be: (1) the Order, (2) these Terms of Service, and (3) any documents incorporated by reference. Any additional or conflicting terms contained in purchase orders, confirmations, invoices, portals, or other transactional documents issued by you shall be null and void, even if such documents purport to require acknowledgment or acceptance.
c) We may modify this Agreement from time to time. The current version will be made available through our designated channels. Materially adverse changes will become effective thirty (30) days after posting unless required by applicable law, in which case they will take effect immediately. We will provide at least ninety (90) days’ advance notice of materially adverse changes via email to the account owner or notification within the User Portal. Continued use of the Services after such changes constitutes acceptance. If you do not agree, you may terminate the Agreement in accordance with the Termination provisions.
2) Services
a) We will provide the Services in accordance with this Agreement and the applicable Service Level Agreement (“SLA”). Any commitments regarding availability, uptime, or service reliability are set forth exclusively in the SLA, which is incorporated into this Agreement by reference. Your sole and exclusive remedies for any failure to meet such commitments are as expressly provided in the SLA.
b) You acknowledge that we may engage third parties to provide or enable elements of the Services, provided that we are responsible to you for the performance of such third parties as if we performed the Services ourselves. From time to time, we may provide replacements for certain components of the Services or cease supporting them altogether. No such replacement or end of life shall constitute a breach of the Agreement.
c) The scope of the Services may be modified by mutual agreement, including via click-through acceptance, email, support ticket, or selections within the User Portal. Any associated fees will be disclosed prior to your acceptance.
d) We may replace, modify, or discontinue components of the Services from time to time. Such changes will not constitute a breach of the Agreement.
e) Any Beta Services are provided on an AS-IS basis with all faults. No service levels, warranties, representations, or indemnities apply. We may terminate Beta Services at any time and make no representation that they will be released into production.
3) Hosting Partner Disclosure; Substitution of Upstream Provider
a) PXLPOD Web currently partners with WPEngine, Inc. to provide website hosting services as part of the Services. While we do not anticipate a change to this partnership in the near term, PXLPOD Web reserves the right, in its discretion, to replace WPEngine’s hosting services with an alternative provider offering services that are comparable, suitable, or superior, as business, technical, or operational needs may require.
b) In the event of a hosting partner replacement, we will use reasonable efforts to reprovision and migrate our hosting portfolio with minimal disruption. You acknowledge that some downtime, service interruption, or configuration changes may occur depending on technical requirements, third-party constraints, or circumstances outside our reasonable control.
4) Authorized Users
a) You may designate Authorized Users through the User Portal to receive support and manage your account. You are responsible for maintaining accurate Authorized User information and authorize us to act on instructions provided by such users.
b) Authorized Users may only be added, modified, or removed through the User Portal. We will provide support only to users who successfully verify their identity. If payment is made by credit or debit card, we may remove that payment method at the request of the verified cardholder.
c) You are responsible for ensuring that Authorized Users comply with the Agreement and remain fully liable for their actions, omissions, usage, costs, and overages incurred through your account, except to the extent caused by our breach. You must promptly notify us of any unauthorized use or violation.
5) Fees; Invoicing
a) You agree to pay all Fees beginning on the Effective Date and in accordance with the Order. If no payment terms are specified, Fees are due in advance, except for usage-based or overage fees billed in arrears. You are responsible for all applicable taxes (excluding taxes on our income), transfer fees, and overages. Fees are non-refundable except as expressly stated.
b) Invoices will be issued electronically upon execution of the Order and at each renewal. Payments by card may be charged upon activation and renewal. Other payment methods are due within thirty (30) days of invoice receipt.
c) Failure to maintain current billing information or pay Fees when due may result in late charges, suspension of Services, or termination in accordance with Section 6(c). You are responsible for reasonable collection costs.
6) Term; Termination
a) The Agreement automatically renews for successive terms equal to the immediately preceding term unless either Party provides notice of non-renewal at least thirty (30) days prior to expiration.
b) Unless otherwise agreed in writing, you may not terminate or modify an Order prior to the end of the active Term except for our uncured material breach. Early termination without cause accelerates all remaining Fees.
c) We may terminate the Agreement prior to the end of the Term if you materially breach and fail to cure, pose a security or legal risk, engage in abusive conduct, or for convenience with at least thirty (30) days’ notice. Prorated refunds apply only as expressly stated.
d) Upon termination, access to support and the User Portal ceases. You are responsible for maintaining independent backups.
e) Data Retention and Restoration.
In the event that Services are suspended or terminated for any reason, including non-payment, PXLPOD Web may, at its discretion, retain a backup of Customer data for a limited period of time following suspension or termination. PXLPOD Web does not guarantee the availability, completeness, or integrity of any such backup.
If a backup is available, PXLPOD Web may, but is not obligated to, restore Services upon full payment of all outstanding balances and payment of any applicable restoration or reactivation fees, as determined by PXLPOD Web at the time of the request.
PXLPOD Web reserves the right to permanently delete Customer data following suspension or termination and has no obligation to retain data beyond any stated or customary retention period. Restoration requests made after data deletion may require reconstruction from partial backups or other sources and may require additional labor, subject to separate agreement and additional fees.
7) Proprietary Rights
a) Customer Content remains your exclusive property. You grant us a limited, non-exclusive license to use such content solely to provide the Services.
b) We and our licensors retain all rights in the Services, infrastructure, systems, and system-generated data.
c) Feedback may be used freely without obligation or accounting.
8) Confidentiality
Each Party agrees to protect the other’s Confidential Information using reasonable care and to use it solely as permitted under the Agreement. Disclosure required by law is permitted. Obligations survive termination.
9) Security; Data Privacy
a) We maintain commercially reasonable safeguards but do not guarantee absolute security. You are responsible for determining regulatory compliance and secure configuration.
b) We will notify you of unauthorized access impacting your Services as required.
c) We will comply with the Privacy Policy and DPA throughout the Term.
d) Backup Storage and Location. To help protect your website and ensure reliable recovery options, PXLPOD Web may store redundant website backups using third-party cloud infrastructure providers (including WP Umbrella, ManageWP and its service providers). These backups may be stored on servers located inside or outside of the United States. By using our Services, you acknowledge and agree to this backup storage arrangement.
10) Warranties
Each Party represents that it has authority to enter into the Agreement and will comply with applicable laws.
11) Indemnification
You agree to indemnify, defend, and hold harmless PXLPOD Web and its affiliates from third-party claims arising from your violation of the AUP.
12) Limitations
a) Backups are not guaranteed. You must maintain independent copies of Customer Content.
b) EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED AS-IS AND ALL IMPLIED WARRANTIES ARE DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
c) Aggregate liability shall not exceed Fees paid or owed in the three (3) months preceding the claim.
d) No liability for indirect, incidental, consequential, or punitive damages.
e) SLA remedies are exclusive.
f) Limitations do not apply where prohibited by law or to payment obligations.
13) General Provisions
a) Assignment. Neither Party may assign or transfer this Agreement, in whole or in part, without the prior written consent of the other Party, except in connection with a merger, reorganization, sale of substantially all assets, or similar transaction. In such event, the assigning Party shall provide notice as soon as reasonably practicable. Any attempted assignment in violation of this Section shall be null and void. This Agreement shall be binding upon and inure to the benefit of the permitted successors and assigns of the Parties.
b) Force Majeure. We shall not be deemed in breach of this Agreement, nor liable for any delay or failure in performance, to the extent such delay or failure results from events beyond our reasonable control, including acts of God, acts of civil or military authority, war, terrorism, labor disputes, fire, flood, epidemics, governmental actions, failures of utilities or telecommunications, third-party network outages, or similar events.
c) Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict-of-laws principles. Subject to Section 13(d), any legal action or proceeding arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in the State of California, and the Parties hereby consent to the personal jurisdiction and venue of such courts. To the extent permitted by applicable law, no claim may be brought as a class, collective, or representative action.
d) Arbitration. Except where prohibited by applicable law, any dispute, claim, or controversy arising out of or relating to this Agreement shall be resolved by binding, individual arbitration administered by the American Arbitration Association in accordance with its applicable rules. Judgment on the arbitrator’s award may be entered in any court of competent jurisdiction. The arbitrator shall not have authority to award damages, remedies, or relief that conflict with the terms of this Agreement.
PXLPOD Web will pay arbitration fees (excluding attorneys’ fees) for claims less than ten thousand dollars ($10,000), unless the arbitrator determines the claim to be frivolous. PXLPOD Web will not seek its attorneys’ fees and costs unless such a determination is made.
You may opt out of this arbitration provision by providing written notice within thirty (30) days of the date you first become subject to it. Such notice must include your account name, contact information, and a clear statement of intent to opt out, and must be delivered in accordance with Section 13(e). If you opt out, disputes shall be resolved as set forth in Section 13(c). This Section shall be governed by the Federal Arbitration Act to the extent applicable.
e) Notices. Except as otherwise required by law, notices under this Agreement shall be deemed effective when delivered with confirmation of receipt, or five (5) business days after being sent by first-class mail. Notices to you may be delivered via the User Portal, email to an Authorized User, or to the address on record. Notices to us shall be delivered to PXLPOD Web, 2702 Mesa School Lane, Santa Barbara, CA 93109, Attn: Legal, or via confirmed electronic mail to the legal contact designated by PXLPOD Web.
f) Publicity. The Parties may disclose the existence of a business relationship and may include the name and logo of the other Party in customer or vendor lists, subject to applicable trademark usage guidelines and provided that the relationship is not mischaracterized. Any other use of a Party’s name, logo, or trademarks requires prior written consent. Neither Party may represent itself as a partner, reseller, agent, or affiliate of the other except as expressly authorized in a separate written agreement.
g) Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions shall remain in full force and effect. The invalid provision shall be reformed to best reflect the original intent of the Parties.
h) Survival. Provisions that by their nature are intended to survive termination or expiration of this Agreement, including confidentiality, limitation of liability, indemnification, and dispute resolution provisions, shall survive and remain in effect.
i) Third-Party Beneficiaries; Relationship of the Parties. There are no third-party beneficiaries to this Agreement. Nothing herein shall be deemed or construed to create a partnership, joint venture, or agency relationship between the Parties. Neither Party has authority to bind or make representations on behalf of the other.
j) Waiver. The failure or delay of either Party to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision, nor shall any waiver be deemed a continuing waiver.
14) Definitions
Defined terms retain their original meanings, except:
- “SLA” means the service level agreement governing availability, uptime commitments, and applicable service credits for the Services, made available by PXLPOD Web and incorporated into this Agreement by reference, as updated from time to time. View our Essentials Hosting SLA here.
- “Customer,” “you,” or “your” means the entity entering into this Agreement with PXLPOD Web.
- “Party” means either Customer or PXLPOD Web.
- “PXLPOD Web,” “we,” or “our” means foleypod Media LLC, dba PXLPOD Web, a California company located at 2702 Mesa School Lane, Santa Barbara, CA 93109.
