Network Terms of Service

Important Notice

These Terms of Service constitute a legally binding agreement. They contain provisions governing recurring billing, account suspension, data retention, limitations of liability, indemnification, and mandatory individual arbitration.

Section 40 requires most disputes to be resolved through binding individual arbitration seated in Lowndes County, Georgia. Section 40 also contains a class-action waiver and jury-trial waiver.

By creating an account, submitting an order, accepting an invoice or proposal, using the Services, permitting an End User to use the Services, or otherwise indicating acceptance of these Terms, Customer confirms that Customer has read, understood, and agreed to these Terms.

1. Agreement and Acceptance

1.1 Binding Agreement

These Terms of Service, together with all applicable Orders, service descriptions, policies, addenda, statements of work, and other documents expressly incorporated by reference, form the complete agreement between Customer and Spark Rack regarding the Services.

1.2 Contracting Party

“Spark Rack” is a service operated by Grand Bay Collective. References in this Agreement to “Spark Rack,” “we,” “us,” or “our” include Grand Bay Collective, Spark Rack, the Spark Rack Network, and their respective personnel, contractors, infrastructure providers, successors, and permitted assigns, as applicable to the Services being provided.

1.3 Customer

“Customer,” “you,” and “your” mean the individual or legal entity that creates an account, places an Order, receives an invoice, signs a proposal, or uses the Services.

When an individual accepts this Agreement on behalf of a business, organization, agency, association, or other entity, that individual represents and warrants that the individual has authority to bind that entity.

1.4 Electronic Acceptance

Electronic acceptance has the same force and effect as a handwritten signature. Customer’s use of the Services after receiving these Terms constitutes acceptance even when Customer did not complete a separate signature page.

1.5 Policies Incorporated by Reference

The following policies, when posted by Spark Rack or supplied with an Order, are incorporated into this Agreement:

1. The Acceptable Use Policy contained in these Terms;
2. The Privacy Policy;
3. Any service-specific Service Level Agreement;
4. Domain registration terms;
5. Managed-services descriptions;
6. Product descriptions and resource limits;
7. Statements of work;
8. Data processing or security addenda;
9. Promotional terms; and
10. Any written Order accepted by Spark Rack.

2. Definitions

2.1 “Account”

The customer account, client portal profile, billing account, administrative login, or other record through which Customer purchases or manages Services.

2.2 “Affiliate”

Any entity that directly or indirectly controls, is controlled by, or is under common control with a party.

2.3 “Applicable Law”

Any applicable federal, state, local, or foreign law, regulation, ordinance, court order, governmental requirement, binding industry rule, or legally enforceable directive.

2.4 “Content”

All files, software, applications, databases, messages, media, domain names, websites, configurations, credentials, records, information, and other material uploaded, transmitted, stored, processed, displayed, distributed, or otherwise made available through the Services by or for Customer.

2.5 “Customer Data”

Content and other information submitted to or generated through Customer’s use of the Services, excluding Spark Rack’s administrative, security, operational, and billing records.

2.6 “Customer Equipment”

Any equipment, device, server, appliance, storage medium, cable, component, or property owned, leased, supplied, or controlled by Customer.

2.7 “Documentation”

Any instructions, specifications, knowledgebase articles, product pages, onboarding materials, security requirements, or technical information supplied by Spark Rack.

2.8 “End User”

Any individual or entity that accesses or uses the Services through Customer, including Customer’s employees, representatives, contractors, customers, website visitors, subscribers, tenants, and reseller clients.

2.9 “Order”

Any online order, accepted quotation, invoice, proposal, service request, statement of work, renewal, or other written description of Services accepted by Customer and Spark Rack.

2.10 “Services”

Any hosting, server, infrastructure, network, cloud, storage, backup, email, domain, DNS, security, monitoring, management, support, consulting, licensing, connectivity, or related service supplied by Spark Rack.

2.11 “Spark Rack Network”

The infrastructure operated, administered, controlled, leased, licensed, or arranged by Spark Rack, including routers, switches, servers, storage systems, firewalls, software-defined networks, Internet connections, transit, peering, address space, DNS infrastructure, monitoring systems, data-center connectivity, DDoS-mitigation systems, internal networks, edge networks, and upstream or downstream service-provider relationships.

2.12 “Third-Party Service”

Any product, software, platform, license, network, facility, registry, certificate authority, payment processor, data center, transit provider, or service supplied by a third party.

3. Eligibility and Authority

3.1 Minimum Age

Customer must be at least eighteen years old and legally capable of entering into a binding contract.

3.2 Business Authority

An individual accepting this Agreement for an entity represents that:

1. The entity legally exists;
2. The individual has authority to bind the entity;
3. The information provided to Spark Rack is accurate; and
4. The entity will be responsible for all use of the Services through its Account.

3.3 Accurate Information

Customer must provide complete, accurate, and current contact, billing, identity, tax, and payment information.

Spark Rack may require reasonable identity, business, address, payment, or authority verification before or after provisioning Services.

3.4 Prohibited Customers

Customer may not use the Services when Customer:

1. Is prohibited from receiving the Services under Applicable Law;
2. Is subject to sanctions that prohibit the transaction;
3. Previously had Services terminated for abuse, fraud, or nonpayment and has not received written authorization to return;
4. Is using false, stolen, misleading, or unauthorized identity or payment information; or
5. Is acting for a person or entity prohibited from receiving the Services.

4. Order of Precedence

If documents governing a Service conflict, the following order of precedence applies:

1. A signed negotiated agreement expressly modifying these Terms;
2. A service-specific addendum;
3. An accepted statement of work;
4. An accepted Order;
5. A service-specific Service Level Agreement;
6. These Terms of Service;
7. The applicable product description;
8. The Documentation; and
9. General marketing material.

A document modifies these Terms only when it clearly identifies the provision being modified and is accepted by an authorized representative of Spark Rack.

5. Account Registration and Security

5.1 Account Responsibility

Customer is responsible for all activity occurring through the Account, including activity performed by employees, administrators, contractors, End Users, integrations, API credentials, and compromised credentials.

5.2 Credentials

Customer must:

1. Use strong, unique passwords;
2. Enable multifactor authentication where available;
3. Protect passwords, API keys, recovery codes, private keys, tokens, and administrative credentials;
4. Limit administrative access to authorized personnel;
5. Remove access when no longer required;
6. Keep recovery and contact information current; and
7. Notify Spark Rack promptly of suspected compromise.

5.3 Shared Credentials

Customer should not share individual login credentials. When role-based or delegated access is available, Customer must use those controls instead of sharing credentials.

5.4 Account Recovery

Spark Rack may require identity or ownership verification before changing Account ownership, resetting multifactor authentication, disclosing Account information, or restoring administrative access.

Spark Rack is not responsible for delays caused by reasonable verification procedures.

5.5 Unauthorized Access

Customer must notify Spark Rack immediately after discovering:

1. Unauthorized Account access;
2. Credential compromise;
3. Unauthorized use of Services;
4. A suspected security incident involving the Spark Rack Network;
5. Loss or disclosure of private keys or API credentials; or
6. Any material inaccuracy in Account ownership information.

5.6 Administrative Contacts

Spark Rack may rely on instructions from Account owners and authorized contacts. Customer is responsible for maintaining an accurate list of authorized contacts.

Spark Rack may decline instructions when authority is unclear, disputed, or reasonably suspected to be fraudulent.

6. Orders, Provisioning, and Service Descriptions

6.1 Order Acceptance

Submitting an Order does not require Spark Rack to accept it. Spark Rack may reject, delay, or condition an Order for legitimate operational, legal, security, fraud-prevention, capacity, or credit reasons.

6.2 Provisioning

Provisioning dates and activation estimates are estimates unless an Order expressly guarantees a date.

Provisioning may depend on:

1. Successful payment;
2. Identity or payment verification;
3. Customer cooperation;
4. Third-party availability;
5. Hardware or licensing availability;
6. Domain or certificate validation;
7. Facility access;
8. Network provisioning; or
9. Completion of required technical information.

6.3 Service Configuration

Customer is responsible for confirming that the ordered configuration, capacity, software, operating system, region, security level, and management scope satisfy Customer’s requirements.

6.4 Changes to Orders

Changes requested after acceptance may require:

1. Additional charges;
2. A revised deployment date;
3. Reprovisioning;
4. Downtime;
5. Migration;
6. Data transfer; or
7. A new minimum term.

6.5 No Implied Services

Spark Rack is responsible only for Services expressly included in the applicable Order.

A managed server, managed network, security service, backup service, monitoring service, or support plan does not include tasks that are not expressly stated in its description.

7. Customer Responsibilities

Customer is responsible for:

1. Selecting Services appropriate for Customer’s intended use;
2. Maintaining accurate Account and billing information;
3. Complying with Applicable Law;
4. Complying with this Agreement;
5. Ensuring End User compliance;
6. Securing Customer applications, accounts, endpoints, and credentials;
7. Maintaining independent backups;
8. Installing software updates unless expressly included in a managed service;
9. Maintaining valid licenses;
10. Monitoring Customer’s applications and business operations;
11. Responding promptly to security, abuse, billing, and support notices;
12. Testing restorations, failover procedures, and business-continuity plans;
13. Obtaining all notices, permissions, and consents needed to process Customer Data;
14. Maintaining appropriate insurance and risk controls for Customer’s business;
15. Providing accurate technical information;
16. Avoiding configurations that threaten the Services or Spark Rack Network;
17. Ensuring Customer Content does not violate third-party rights; and
18. Maintaining alternate communication methods for emergencies.

Customer remains responsible for these obligations even when Spark Rack supplies limited management, migration, backup, monitoring, or consulting assistance.

8. Acceptable Use Policy

Customer and all End Users must comply with this Acceptable Use Policy.

8.1 General Rule

The Services may be used only for lawful purposes and in a manner that does not harm Spark Rack, the Spark Rack Network, other customers, third parties, or the public.

Customer may not use, permit, assist, encourage, or conceal use of the Services for prohibited activity.

8.2 Illegal Activity

The Services may not be used to create, store, host, transmit, facilitate, promote, or support activity that violates Applicable Law.

This prohibition includes activity involving:

1. Fraud;
2. Theft;
3. Identity theft;
4. Financial crime;
5. Money laundering;
6. Trafficking;
7. Extortion;
8. Blackmail;
9. Illegal gambling;
10. Counterfeit goods;
11. Controlled-substance trafficking;
12. Unlawful weapons transactions;
13. Unauthorized access;
14. Stolen property;
15. Criminal solicitation;
16. Obstruction of justice; or
17. Evasion of lawful sanctions or restrictions.

8.3 Child Safety and Exploitation

The Services may not be used for child sexual abuse material, sexual exploitation of minors, grooming, trafficking, coercion, or any content or conduct that endangers a minor.

Spark Rack may immediately preserve relevant records, suspend Services, remove or disable access to material, and report apparent violations to appropriate reporting organizations or law-enforcement authorities.

8.4 Malware and Harmful Code

Customer may not knowingly deploy, distribute, host, control, or facilitate:

1. Viruses;
2. Ransomware;
3. Botnets;
4. Keyloggers;
5. Credential stealers;
6. Rootkits;
7. Backdoors;
8. Destructive code;
9. Malicious browser extensions;
10. Remote-access malware;
11. Cryptojacking code;
12. Command-and-control infrastructure;
13. Exploit kits; or
14. Payloads intended to compromise systems without authorization.

Legitimate malware research, security testing, sandboxing, or defensive analysis requires prior written approval when it could create external risk, trigger abuse complaints, or expose the Spark Rack Network to harmful traffic.

8.5 Unauthorized Access and Security Testing

Customer may not:

1. Access systems without authorization;
2. Probe or scan third-party systems without permission;
3. Conduct brute-force attacks;
4. Exploit vulnerabilities without authorization;
5. Circumvent authentication;
6. Intercept communications unlawfully;
7. Collect credentials through deception;
8. Perform denial-of-service testing without written approval;
9. Scan the Spark Rack Network except as expressly authorized;
10. Attempt to access another customer’s data;
11. Bypass resource, security, or isolation controls; or
12. Test physical or logical security without written authorization.

8.6 Phishing and Deception

Customer may not use the Services for:

1. Phishing;
2. Credential harvesting;
3. Impersonation intended to deceive;
4. Fraudulent support portals;
5. Fake login pages;
6. Deceptive payment requests;
7. Domain or email spoofing;
8. Business-email compromise;
9. Misleading identity verification; or
10. Concealing the origin or ownership of unlawful activity.

8.7 Spam and Unsolicited Communications

Customer may not send or facilitate unsolicited bulk messages, abusive commercial messages, or messages sent without required consent.

Prohibited practices include:

1. Purchased, harvested, scraped, or guessed recipient lists;
2. List washing;
3. Address enumeration;
4. Snowshoe spam;
5. Open mail relays;
6. Open proxies used for messaging abuse;
7. Forged headers;
8. Misleading sender information;
9. Deceptive subject lines;
10. Missing legally required identification or opt-out mechanisms;
11. Continuing to contact recipients who opted out;
12. Sending through compromised accounts;
13. Using third parties to evade this policy;
14. Excessive complaint or bounce rates; and
15. Hosting landing pages, redirectors, or tracking systems supporting prohibited campaigns.

Customer must maintain appropriate consent records and suppression lists.

8.8 Intellectual Property

Customer may not use the Services to infringe or misappropriate copyrights, trademarks, patents, trade secrets, publicity rights, database rights, or other intellectual-property rights.

Customer must have lawful rights to distribute, reproduce, display, modify, transmit, or otherwise use all Content.

8.9 Privacy and Personal Data

Customer may not:

1. Collect personal data unlawfully;
2. Publish unlawfully obtained personal data;
3. Engage in unlawful surveillance;
4. Sell or disclose personal data without required authority;
5. Circumvent privacy controls;
6. Host stolen databases;
7. Facilitate identity theft;
8. Dox or threaten individuals through disclosure of private information; or
9. Process regulated data without required safeguards and agreements.

8.10 Harassment and Threats

The Services may not be used for credible threats, targeted harassment, stalking, intimidation, coercion, or incitement of imminent unlawful violence.

This provision does not prohibit lawful criticism, journalism, advocacy, political speech, satire, or other protected expression.

8.11 Resource Abuse

Customer may not use resources in a manner that materially degrades the Services or interferes with other customers.

Prohibited conduct includes:

1. Deliberately exhausting shared CPU, memory, storage, process, database, connection, I/O, or bandwidth limits;
2. Evading quotas or monitoring;
3. Creating excessive file counts or database operations;
4. Running workloads prohibited by the product description;
5. Using shared hosting as bulk file storage;
6. Hosting public mirrors without approval;
7. Running unauthorized cryptocurrency mining;
8. Operating high-volume proxies or relays without approval;
9. Consuming disproportionate resources through defective applications;
10. Repeatedly causing service instability; or
11. Distributing a workload across accounts to evade limits.

8.12 Proxies, VPNs, Tor, and Relays

Public proxies, commercial VPN services, Tor exit nodes, traffic relays, tunneling services, residential-proxy systems, and similar services require prior written approval when they create elevated abuse, legal, security, or reputation risk.

Private administrative VPNs and ordinary encrypted tunnels used to secure Customer’s own systems are permitted unless otherwise restricted by the applicable Service.

8.13 Cryptocurrency and Blockchain Workloads

Cryptocurrency mining and similarly intensive proof-of-work activity require prior written authorization.

Spark Rack may restrict blockchain nodes, validators, trading systems, or cryptocurrency services that create excessive resource usage, financial-regulatory exposure, abuse complaints, sanctions risk, or network instability.

8.14 Scraping and Automated Collection

Automated collection is prohibited when it:

1. Violates Applicable Law;
2. Violates enforceable access restrictions;
3. Collects protected personal information unlawfully;
4. Circumvents technical controls;
5. Overloads a third-party service;
6. Supports fraud or spam; or
7. Generates abusive network traffic.

8.15 Circumvention

Customer may not conceal prohibited conduct through:

1. Reverse proxies;
2. Content-delivery networks;
3. Domain rotation;
4. Redirect chains;
5. Fast-flux hosting;
6. Third-party tunnels;
7. Reseller accounts;
8. Multiple accounts;
9. Encrypted payloads intended to evade enforcement; or
10. Misleading registration information.

8.16 Investigations

Spark Rack may investigate suspected violations and may request information reasonably necessary to evaluate activity.

Customer must cooperate with legitimate investigations. Failure to respond may result in restriction or suspension when Spark Rack cannot otherwise address an apparent risk.

8.17 Enforcement

Depending on severity and urgency, Spark Rack may:

1. Issue a warning;
2. Require remediation;
3. Block traffic;
4. Disable a port, account, service, domain, mailbox, process, application, or protocol;
5. Remove or disable access to Content;
6. Rate-limit traffic;
7. Null-route an address;
8. Suspend Services;
9. Preserve relevant data;
10. Terminate the Account;
11. Charge documented remediation or third-party costs where permitted;
12. Notify affected providers;
13. Notify law enforcement; or
14. Take other reasonable protective action.

Spark Rack is not required to provide advance notice when immediate action is reasonably necessary to protect people, property, systems, data, network stability, legal compliance, or third-party rights.

9. Spark Rack Network Terms

9.1 Shared and Interconnected Infrastructure

The Spark Rack Network depends on shared systems and third-party facilities, carriers, transit providers, peering partners, power providers, software, hardware, and Internet routing.

Unless an Order expressly states otherwise, Customer does not receive:

1. A dedicated physical route;
2. Dedicated transit;
3. A dedicated upstream provider;
4. A fixed routing path;
5. Guaranteed latency;
6. Guaranteed packet delivery;
7. Guaranteed geographic routing;
8. Dedicated mitigation capacity; or
9. Exclusive use of network infrastructure.

9.2 Network Management

Spark Rack may use reasonable network-management practices to maintain security, availability, performance, legal compliance, and fair access.

These practices may include:

1. Traffic filtering;
2. Rate limiting;
3. Quality-of-service controls;
4. Access-control lists;
5. Port restrictions;
6. Connection limits;
7. Route filtering;
8. Blackholing;
9. DDoS mitigation;
10. Protocol restrictions;
11. Automated abuse detection;
12. Capacity management;
13. Traffic engineering;
14. Maintenance rerouting; and
15. Blocking known malicious sources or destinations.

9.3 No Ownership of Network Resources

Customer receives only a limited right to use network resources assigned for the duration of the applicable Service.

Customer obtains no ownership interest in:

1. Internet Protocol addresses;
2. Autonomous system numbers;
3. Route objects;
4. VLAN identifiers;
5. Circuit identifiers;
6. Hostnames;
7. Reverse-DNS zones;
8. Ports;
9. Network configurations; or
10. Other identifiers or resources.

Spark Rack may renumber, reassign, withdraw, or modify network resources when reasonably necessary.

9.4 IP Address Reputation

Spark Rack does not guarantee that an Internet Protocol address has never been used by another party, will be accepted by every remote network, or will remain absent from third-party reputation lists.

Spark Rack may make reasonable efforts to address incorrect listings but does not control third-party blocklists, reputation systems, geolocation databases, or filtering decisions.

9.5 Addressing and Spoofing

Customer may use only addresses and prefixes assigned or expressly authorized for Customer.

Customer may not:

1. Spoof source addresses;
2. Announce unauthorized routes;
3. Use addresses assigned to another customer;
4. Manipulate ARP or neighbor discovery maliciously;
5. Interfere with address assignment;
6. Operate unauthorized DHCP or router-advertisement services on shared segments;
7. Create duplicate-address conflicts; or
8. Bypass network-isolation controls.

9.6 Routing and BGP

Where Border Gateway Protocol services are offered, Customer must:

1. Advertise only authorized prefixes;
2. Maintain accurate Internet Routing Registry information where required;
3. Maintain valid route-origin authorization where required;
4. Supply requested letters of authorization;
5. Use appropriate prefix limits and routing filters;
6. Avoid route leaks, hijacks, and malformed announcements;
7. Maintain accurate technical contacts;
8. Respond promptly to routing incidents; and
9. Follow Spark Rack’s routing requirements.

Spark Rack may reject, filter, modify, suppress, or withdraw route announcements that appear unauthorized, invalid, unstable, dangerous, or inconsistent with applicable routing policy.

9.7 DDoS Mitigation

DDoS detection or mitigation reduces risk but does not guarantee complete protection.

Spark Rack may:

1. Automatically divert traffic;
2. Apply filtering;
3. Rate-limit protocols;
4. Challenge or block connections;
5. Null-route targeted addresses;
6. Temporarily disable affected Services;
7. Require migration to a mitigation product; or
8. Terminate persistently targeted or abusive workloads.

Spark Rack is not responsible for legitimate traffic incorrectly filtered by reasonable mitigation measures or for attacks exceeding available capacity.

9.8 Bandwidth Measurement

Spark Rack’s systems are authoritative for measuring network usage, transfer, ports, overages, and billable bandwidth unless Customer demonstrates a material measurement error.

Bandwidth may be measured using transfer totals, committed rates, port speed, peak usage, sustained usage, percentile measurement, or another method stated in the Order.

9.9 Traffic Spikes

Customer must provide reasonable advance notice of planned events likely to create unusual traffic, including product launches, broadcasts, downloads, migrations, testing, and marketing campaigns.

Spark Rack does not guarantee that unannounced traffic spikes can be accommodated.

9.10 Network Testing

Load testing, penetration testing, denial-of-service simulation, route testing, packet-flood testing, and other potentially disruptive activity require prior written approval.

Approval may impose source, destination, duration, volume, monitoring, and notification requirements.

9.11 Ports and Protocols

Spark Rack may block or restrict ports, protocols, destinations, or traffic patterns that present material abuse, security, legal, or stability risks.

Customer is not entitled to unrestricted access to every protocol or destination unless expressly stated in the Order.

9.12 Upstream and Peering Changes

Spark Rack may add, remove, replace, or modify carriers, transit providers, peering arrangements, routes, facilities, and network architectures without Customer approval.

9.13 Reverse DNS

Reverse-DNS delegation and records are provided only where supported. Customer is responsible for ensuring that requested records are accurate and not deceptive.

9.14 Packet Inspection and Capture

Spark Rack may inspect traffic metadata and perform limited packet capture when reasonably necessary for:

1. Troubleshooting;
2. Security analysis;
3. Abuse investigation;
4. DDoS mitigation;
5. Network management;
6. Incident response; or
7. Compliance with law.

Spark Rack has no general obligation to monitor Customer traffic or Content.

10. Resource Limits and Fair Use

10.1 Published Limits

Customer must comply with published and technically enforced resource limits, including limits affecting:

1. CPU;
2. Memory;
3. Disk space;
4. Disk performance;
5. Inodes or file counts;
6. Database size;
7. Database connections;
8. Processes;
9. Containers;
10. Email volume;
11. Mailbox storage;
12. Bandwidth;
13. Backups;
14. API requests;
15. Concurrent sessions;
16. Domains;
17. Users;
18. Accounts; and
19. Other resources.

10.2 Unlimited Descriptions

“Unlimited,” “unmetered,” or similar descriptions do not authorize abusive, unreasonable, or technically impossible usage.

Such Services remain subject to:

1. Hardware capacity;
2. Port capacity;
3. Fair-use requirements;
4. Acceptable-use restrictions;
5. Product design;
6. Normal website or business use;
7. Security requirements; and
8. Protection of other customers.

10.3 Remediation

When usage materially exceeds the intended service profile, Spark Rack may require Customer to:

1. Optimize the workload;
2. Upgrade the Service;
3. Reduce usage;
4. Move to dedicated infrastructure;
5. Correct defective software;
6. Schedule intensive operations;
7. Purchase additional capacity; or
8. Discontinue the workload.

11. Security and Shared Responsibility

11.1 Customer Security Duties

Customer is responsible for the security of Customer-controlled:

1. Applications;
2. Source code;
3. Plugins;
4. Themes;
5. Databases;
6. Users;
7. Permissions;
8. Credentials;
9. Encryption keys;
10. Endpoints;
11. Devices;
12. Firewalls;
13. Access policies;
14. Content;
15. Integrations; and
16. Third-party services.

11.2 Spark Rack Security Duties

Spark Rack is responsible for security controls expressly assigned to Spark Rack in the applicable Order.

No general description of a Service transfers responsibility for controls not expressly included.

11.3 Patching

Unless patch management is expressly included:

1. Customer is responsible for operating-system and application patches;
2. Customer must monitor security notices;
3. Customer must replace unsupported software; and
4. Customer must remediate known vulnerabilities promptly.

11.4 Emergency Action

Spark Rack may apply emergency changes, disable vulnerable components, isolate systems, reset credentials, block traffic, or suspend Services when reasonably necessary to address an imminent security threat.

11.5 Security Is Not Guaranteed

No system is completely secure. Spark Rack does not warrant that the Services will prevent every unauthorized access attempt, malware infection, data breach, vulnerability, denial-of-service attack, or human error.

11.6 Customer Testing

Customer must test security controls and restoration procedures appropriate to Customer’s risk.

A successful deployment, migration, backup job, vulnerability scan, or monitoring check does not establish that Customer’s environment is secure or recoverable.

12. Managed Services

12.1 Defined Scope

Managed Services include only the tasks expressly identified in the Order or applicable service description.

12.2 Excluded Tasks

Unless expressly included, Managed Services do not include:

1. Application development;
2. Custom coding;
3. Business-process administration;
4. End-user support;
5. Compliance certification;
6. Legal review;
7. Data classification;
8. Content moderation;
9. Vendor contract management;
10. Continuous penetration testing;
11. Complete incident response;
12. Disaster-recovery planning;
13. Guaranteeing application compatibility; or
14. Administration of unsupported software.

12.3 Credentials and Access

Customer authorizes Spark Rack personnel and contractors to access managed systems as reasonably necessary to perform the Services.

Customer must provide timely and secure access, information, approvals, licenses, and cooperation.

12.4 Changes

Spark Rack may make routine changes within the agreed management scope. Material changes may require Customer approval unless emergency action is reasonably necessary.

12.5 Unsupported Software

Spark Rack may decline to install, manage, troubleshoot, or retain software that is:

1. Unsupported;
2. Unlicensed;
3. Insecure;
4. Incompatible;
5. Abandoned;
6. Unlawful;
7. Likely to impair service stability; or
8. Outside the agreed scope.

12.6 No Compliance Guarantee

Managed Services do not make Customer compliant with any legal, contractual, or industry framework unless Spark Rack expressly agrees in a signed compliance addendum.

13. Customer Content and Data

13.1 Customer Ownership

As between Customer and Spark Rack, Customer retains Customer’s ownership rights in Customer Content.

13.2 Operational License

Customer grants Spark Rack and its contractors a nonexclusive, worldwide, royalty-free license to host, copy, transmit, cache, modify, format, process, display, back up, restore, and otherwise use Customer Content only as reasonably necessary to:

1. Provide the Services;
2. Secure the Services;
3. Troubleshoot problems;
4. Prevent abuse;
5. Comply with law;
6. Enforce this Agreement;
7. Perform migrations or restorations; and
8. Improve service reliability.

This license ends when the Content is deleted from active systems, subject to backup retention, legal preservation, and technical deletion cycles.

13.3 Customer Representations

Customer represents and warrants that:

1. Customer has all rights needed to use the Content;
2. Customer’s instructions do not violate Applicable Law;
3. Processing the Content as instructed will not violate third-party rights;
4. Required notices and consents have been obtained;
5. Customer will not upload prohibited Content; and
6. Customer has a lawful basis for processing personal information.

13.4 Content Review

Spark Rack is not responsible for reviewing or approving Customer Content before publication.

Spark Rack’s failure to detect or remove Content does not constitute approval.

13.5 Content Removal

Spark Rack may remove or disable access to Content when Spark Rack reasonably believes removal is necessary to:

1. Comply with law;
2. Protect a person from imminent harm;
3. Address infringement;
4. Prevent network abuse;
5. Protect infrastructure;
6. Enforce this Agreement; or
7. Respond to a binding order.

Where appropriate and legally permitted, Spark Rack may provide Customer an opportunity to respond.

14. Backups, Restoration, and Data Retention

14.1 Customer Backup Obligation

Customer must maintain current, independent, geographically appropriate backups of all important Content.

Customer should not rely on Spark Rack as the only repository for Customer Data.

14.2 No Backup Unless Ordered

A Service does not include backups unless the Order or product description expressly states that backups are included.

14.3 Backup Limitations

Backups may fail, become corrupted, omit data, contain compromised files, or be unusable for reasons including:

1. Software failure;
2. Storage failure;
3. Customer configuration;
4. Encryption;
5. Filesystem errors;
6. Resource exhaustion;
7. Application inconsistency;
8. Malware;
9. Unsupported configurations;
10. Retention limits; or
11. Events outside Spark Rack’s reasonable control.

14.4 Application Consistency

Unless expressly stated, backups are not guaranteed to be transactionally or application consistent.

Customer is responsible for database-aware dumps, application quiescence, and other workload-specific procedures.

14.5 Restoration

Restoration is subject to:

1. Available restore points;
2. The scope of the backup service;
3. Technical feasibility;
4. Customer cooperation;
5. Reasonable scheduling;
6. Applicable charges; and
7. Security review.

14.6 Retention

Backup-retention periods are maximum intended periods, not guarantees that every restore point will remain available for the entire period.

14.7 Suspension and Termination

Spark Rack may stop backups during suspension and may delete active data and backups after cancellation or termination.

Customer must retrieve required data before the Service ends.

14.8 Residual Copies

Deleted data may remain temporarily in backups, logs, caches, disaster-recovery systems, or other residual storage until overwritten or removed under ordinary retention cycles.

15. Privacy, Logging, and Monitoring

15.1 Privacy Policy

Spark Rack’s Privacy Policy governs Spark Rack’s handling of personal information and is incorporated into this Agreement.

15.2 Operational Information

Spark Rack may collect and process information reasonably necessary to provide and protect the Services, including:

1. Account information;
2. Contact information;
3. Billing information;
4. Authentication records;
5. Device and browser information;
6. IP addresses;
7. Access logs;
8. Network-flow information;
9. Resource usage;
10. Service telemetry;
11. Support communications;
12. Configuration data;
13. Security events;
14. Abuse complaints;
15. Backup metadata; and
16. Transaction records.

15.3 Service Monitoring

Spark Rack may monitor service status, availability, resource usage, authentication activity, routing, network performance, malware indicators, and other operational signals.

Monitoring does not guarantee that Spark Rack will detect every outage, attack, compromise, configuration error, or prohibited activity.

15.4 Support Content

Customer authorizes Spark Rack to review information supplied in support tickets, logs, screenshots, recordings, and remote sessions as reasonably necessary to provide assistance.

15.5 Sensitive Information

Customer should not place passwords, private keys, complete payment-card numbers, or unnecessary sensitive information in ordinary support tickets.

Spark Rack may redact or remove exposed credentials and may require credential rotation.

15.6 Lawful Disclosure

Spark Rack may disclose information when reasonably believed necessary to:

1. Comply with legal process;
2. Respond to lawful governmental requests;
3. Protect rights, safety, systems, or property;
4. Investigate fraud or abuse;
5. Enforce this Agreement;
6. Address an emergency involving danger of death or serious physical injury; or
7. Protect customers and the public.

16. Third-Party Services

16.1 Third-Party Dependency

Services may depend on Third-Party Services. Spark Rack is not responsible for changes, failures, restrictions, discontinuation, or acts of third parties outside Spark Rack’s reasonable control.

16.2 Third-Party Terms

Customer may be required to accept additional third-party license or service terms.

Customer must comply with those terms.

16.3 Changes and Discontinuation

When a Third-Party Service changes or ends, Spark Rack may:

1. Replace it;
2. Modify the affected Service;
3. Pass through changed costs;
4. Require Customer action;
5. Remove affected functionality; or
6. Terminate the affected portion of the Service.

16.4 Third-Party Credentials

Customer authorizes Spark Rack to use credentials supplied by Customer only as reasonably necessary to perform the requested Services.

Customer remains responsible for ensuring that such access is authorized.

16.5 No Third-Party Warranty

Spark Rack makes no independent warranty regarding Third-Party Services.

17. Domain Names, DNS, and Certificates

17.1 Domain Registration

Domain registration, renewal, transfer, redemption, restoration, and dispute processes are subject to registry, registrar, ICANN, and country-code requirements.

17.2 Registrant Information

Customer must provide accurate registrant information and keep it current.

Failure to verify or update domain information may result in suspension, cancellation, or loss of the domain.

17.3 Domain Availability

A domain shown as available is not guaranteed until registration is successfully completed and confirmed by the applicable registry.

17.4 Domain Renewal

Customer is responsible for ensuring timely renewal.

Automatic renewal is subject to:

1. An active Account;
2. Valid payment information;
3. Successful payment;
4. Registry availability;
5. Applicable renewal rules; and
6. No legal or administrative restriction.

Spark Rack does not guarantee recovery of an expired domain.

17.5 Redemption and Restoration

Expired domains may become subject to redemption, restoration, auction, deletion, or third-party registration.

Additional fees may apply.

17.6 Domain Transfers

Customer is responsible for:

1. Maintaining accurate registrant email addresses;
2. Removing transfer locks where appropriate;
3. Obtaining authorization codes;
4. Responding to transfer notices;
5. Meeting applicable transfer deadlines; and
6. Paying outstanding balances.

17.7 Domain Disputes

Customer agrees to applicable domain-dispute policies, including registry and registrar dispute procedures.

17.8 DNS

Spark Rack does not guarantee uninterrupted DNS resolution.

Customer is responsible for confirming DNS records, propagation, delegation, DNSSEC configuration, mail records, and application dependencies.

17.9 DNSSEC

Incorrect DNSSEC configuration can make a domain unreachable. Customer is responsible for maintaining correct delegation and key information unless management is expressly included.

17.10 Certificates

Digital certificates depend on third-party certificate authorities and validation systems.

Spark Rack does not guarantee:

1. Certificate issuance;
2. Continued browser trust;
3. Automatic renewal;
4. Validation success;
5. Compatibility with every device; or
6. Availability of any particular certificate authority.

Customer is responsible for protecting private keys and promptly replacing compromised certificates.

18. Email and Messaging Services

18.1 No Guaranteed Delivery

Spark Rack does not guarantee that any message will be accepted, delivered, displayed, classified correctly, or delivered within a particular time.

18.2 Sender Reputation

Customer is responsible for:

1. Mailing-list consent;
2. Authentication records;
3. Message content;
4. Bounce handling;
5. Complaint handling;
6. Suppression lists;
7. Sending practices;
8. Compromised accounts;
9. Recipient-list quality; and
10. Compliance with messaging laws.

18.3 Authentication

Customer should configure appropriate SPF, DKIM, DMARC, reverse DNS, and other authentication or reputation controls where supported.

18.4 Filtering

Spark Rack may filter, reject, quarantine, rate-limit, or defer messages to address spam, malware, abuse, reputation, or resource concerns.

18.5 Compromised Mailboxes

Spark Rack may suspend or reset a mailbox, credential, domain, or sending service that appears compromised or abusive.

18.6 Mailing Lists

Customer must maintain evidence of consent and provide a functional opt-out process for commercial or bulk messages.

19. Resellers and End Users

19.1 Reseller Responsibility

A Customer reselling or providing Services to End Users remains fully responsible for:

1. End User activity;
2. End User support;
3. End User billing;
4. End User compliance;
5. Abuse remediation;
6. Required disclosures;
7. Data-processing obligations;
8. Account security;
9. Content;
10. Taxes; and
11. All charges incurred through the Account.

19.2 No Agency

A reseller is an independent contractor and may not represent that it is Spark Rack’s employee, partner, agent, or authorized legal representative.

19.3 No Unauthorized Commitments

A reseller may not make warranties, guarantees, service commitments, legal representations, or refund promises on behalf of Spark Rack.

19.4 End User Terms

Customer must maintain enforceable terms with End Users that are consistent with this Agreement.

19.5 Direct Enforcement

Spark Rack may act directly against an End User’s workload when reasonably necessary to address abuse, security, legal compliance, or infrastructure risk.

19.6 Customer Disputes

Spark Rack is not responsible for disputes between Customer and an End User.

20. Support

20.1 Support Channels

Customer must use the support channels made available through the Customer Portal or otherwise designated by Spark Rack.

Social-media messages, personal messages, and messages sent to unrelated addresses are not official support requests.

20.2 Support Scope

Support is limited to the scope included with the applicable Service.

Support does not automatically include:

1. Application development;
2. Third-party software debugging;
3. End-user training;
4. Website design;
5. Content changes;
6. Data entry;
7. Forensic investigation;
8. Compliance consulting;
9. Recovery from Customer-caused deletion;
10. Unsupported software; or
11. Business-process support.

20.3 Response Times

Any stated support-response target refers to initial response and does not guarantee resolution within the same period.

20.4 Emergency Classification

Spark Rack may reclassify a request that is incorrectly marked as an emergency.

An emergency generally involves a material, ongoing loss of an active production Service, a serious security incident, or a widespread network event.

20.5 Customer Cooperation

Customer must provide:

1. Accurate descriptions;
2. Relevant logs;
3. Error messages;
4. Reproduction steps;
5. Authorized credentials;
6. Timely responses;
7. Required approvals; and
8. A safe testing method.

Delays caused by missing information or Customer unavailability are not attributable to Spark Rack.

20.6 Remote Access

When Customer authorizes remote access, Customer is responsible for saving work, notifying users, and maintaining backups before the session.

20.7 Abusive Conduct

Spark Rack may restrict communication channels or require written-only communication when a person engages in threats, harassment, discrimination, repeated abusive conduct, or conduct that materially interferes with support operations.

This does not excuse Spark Rack from addressing legitimate service issues through an appropriate channel.

21. Maintenance, Modifications, and Migrations

21.1 Scheduled Maintenance

Spark Rack may perform scheduled maintenance and will provide notice when commercially reasonable.

21.2 Emergency Maintenance

Emergency maintenance may occur without advance notice when reasonably necessary to protect security, stability, data, infrastructure, or legal compliance.

21.3 Service Changes

Spark Rack may modify:

1. Hardware;
2. Software;
3. Network architecture;
4. Facilities;
5. Upstream providers;
6. IP assignments;
7. Interfaces;
8. Control panels;
9. Security controls;
10. Monitoring systems;
11. Product features; and
12. Operational procedures.

Spark Rack will use commercially reasonable efforts to avoid materially reducing the core functionality of a paid Service during its current term unless required for security, law, third-party dependency, or continued operation.

21.4 Migrations

Spark Rack may migrate Services between systems, networks, facilities, or providers.

Customer must cooperate with reasonable migration requirements.

21.5 Customer-Requested Migrations

Customer-requested migrations may involve:

1. Additional fees;
2. Downtime;
3. Compatibility limitations;
4. DNS changes;
5. Certificate reissuance;
6. IP changes;
7. Software changes; and
8. Customer validation.

Spark Rack is not responsible for defects or incompatibilities in Customer applications uncovered during migration.

22. Service Availability and Service Levels

22.1 No Implied SLA

No uptime, response-time, recovery-time, latency, performance, or availability commitment applies unless an Order or separate Service Level Agreement expressly provides one.

22.2 Availability Exclusions

Unless a Service Level Agreement states otherwise, availability calculations exclude:

1. Scheduled maintenance;
2. Emergency maintenance;
3. Customer-caused events;
4. Customer software;
5. Customer configuration;
6. Third-Party Services;
7. Internet conditions outside Spark Rack’s control;
8. DDoS attacks;
9. Abuse mitigation;
10. Lawful suspension;
11. Force-majeure events;
12. Domain or DNS failures outside Spark Rack’s control;
13. Certificate-authority failures;
14. Unsupported software;
15. Customer-requested work;
16. Beta Services; and
17. Failures that do not affect the Service’s core operation.

22.3 Service Credits

When a Service Level Agreement provides service credits:

1. Customer must request the credit within the stated period;
2. Customer must provide requested evidence;
3. Credits apply only to the affected Service;
4. Credits cannot exceed the amount stated in the Service Level Agreement;
5. Credits have no cash value; and
6. Credits are Customer’s sole monetary remedy for the covered availability failure.

23. Fees, Billing, and Payment

23.1 Fees

Customer must pay all fees stated in the Order, including recurring fees, setup fees, usage charges, overages, licenses, taxes, recovery fees, third-party charges, and approved professional-service fees.

23.2 Billing Cycle

Services are billed according to the cycle shown in the Order or Customer Portal.

Billing may occur in advance, in arrears, or through a combination of both.

23.3 Due Dates

Invoices are due on the date shown on the invoice.

Customer is responsible for reviewing invoices and maintaining valid payment information.

23.4 Automatic Renewal

Unless an Order expressly states otherwise, recurring Services automatically renew for successive periods equal to the then-current billing cycle.

By purchasing a recurring Service, Customer:

1. Requests automatic renewal;
2. Authorizes Spark Rack and its payment processors to charge the payment method on file;
3. Understands that charges may continue until cancellation becomes effective;
4. Accepts the renewal price then in effect; and
5. Agrees to keep payment information current.

23.5 Cancellation Before Renewal

Customer must submit cancellation through the designated cancellation process before the next renewal charge is processed.

Stopping use of the Service, removing Content, transferring a domain, disabling automatic payment, or allowing a payment method to expire does not cancel the Service.

23.6 Payment Authorization

Customer represents that Customer is authorized to use each payment method supplied to Spark Rack.

23.7 Payment Methods

Spark Rack accepts only payment methods displayed or expressly approved for the Account.

Spark Rack does not accept cash or checks unless expressly agreed in writing.

23.8 Failed Payments

Customer remains responsible for amounts due when a payment attempt fails, is declined, is reversed, or cannot be completed.

23.9 Taxes

Fees do not include applicable taxes unless expressly stated.

Customer is responsible for sales, use, excise, value-added, telecommunications, transaction, withholding, and similar taxes, excluding taxes based on Spark Rack’s net income.

23.10 Tax Exemption

Customer must provide valid exemption documentation before the applicable charge. Spark Rack is not required to retroactively apply an exemption.

23.11 Overages

Usage exceeding included limits may be billed at the then-current rate.

Spark Rack is not required to suspend usage before overages accrue.

23.12 Billing Disputes

Customer must report a billing dispute within thirty days after the invoice or charge.

The notice must identify:

1. The disputed amount;
2. The invoice or transaction;
3. The reason for the dispute; and
4. Supporting information.

Customer must timely pay all undisputed amounts.

23.13 Price Changes

Spark Rack may change recurring prices by providing at least thirty days’ notice before the changed price applies.

Shorter notice may apply to:

1. Taxes;
2. Governmental assessments;
3. Currency changes;
4. Registry fees;
5. License fees;
6. Carrier charges;
7. Data-center charges;
8. Payment-processing costs; or
9. Other third-party pass-through charges outside Spark Rack’s reasonable control.

Customer may cancel the affected Service before the new recurring price takes effect.

23.14 Application of Payments

Spark Rack may apply payments and credits to the oldest outstanding balance or as otherwise reasonably determined.

24. Refunds, Credits, and Promotions

24.1 General Refund Policy

Fees are nonrefundable except when:

1. The applicable Order expressly provides a refund right;
2. A published money-back guarantee applies;
3. Spark Rack approves a refund in writing; or
4. A refund is required by law.

24.2 Nonrefundable Charges

Unless expressly stated otherwise, the following are nonrefundable:

1. Setup fees;
2. Domain fees;
3. Certificate fees;
4. License fees;
5. Migration fees;
6. Professional-service fees;
7. Usage charges;
8. Bandwidth overages;
9. Recovery fees;
10. Custom work;
11. Third-party charges;
12. Promotional purchases;
13. Dedicated resources;
14. Hardware purchases;
15. Service periods already used; and
16. Charges associated with abuse or violation.

24.3 Account Credits

Account credits:

1. May be applied only to eligible Spark Rack charges;
2. Are not a bank account;
3. Do not earn interest;
4. Are nontransferable unless approved;
5. May not be sold;
6. Have no cash value unless required by law or expressly designated as refundable; and
7. May be withheld against outstanding obligations.

24.4 Promotional Credits

Promotional credits may be subject to expiration, product restrictions, minimum terms, nontransferability, or forfeiture upon cancellation.

24.5 Refund Method

Approved refunds are ordinarily returned to the original payment method. Spark Rack may issue an Account credit when returning funds to the original payment method is impractical or prohibited.

25. Late Payment, Collections, and Chargebacks

25.1 Past-Due Accounts

Spark Rack may restrict, suspend, or terminate Services when an invoice is past due.

25.2 Continued Charges

Recurring charges may continue while a Service remains active or suspended unless the Service has been properly canceled or terminated.

25.3 Reactivation

Reactivation may require:

1. Payment of all outstanding balances;
2. Updated payment information;
3. A reactivation fee;
4. Identity verification;
5. Security review;
6. Reprovisioning; or
7. Acceptance of current pricing.

Restoration of the previous configuration or data is not guaranteed.

25.4 Collection Costs

To the extent permitted by law, Customer is responsible for reasonable costs of collecting overdue amounts, including collection-agency costs, court costs, arbitration fees, and attorneys’ fees.

25.5 Chargebacks and Payment Reversals

Customer must contact Spark Rack and attempt to resolve a billing dispute before initiating a chargeback or payment reversal.

An unauthorized or improper chargeback may result in:

1. Immediate suspension;
2. Termination;
3. Reversal fees;
4. Collection activity;
5. Refusal of future service; and
6. Requirement to use a different payment method.

A chargeback does not cancel the underlying Service or eliminate a valid debt.

25.6 Fraudulent Payments

Spark Rack may suspend provisioning, reverse credits, preserve evidence, and report suspected payment fraud to processors or authorities.

26. Suspension

26.1 Grounds for Suspension

Spark Rack may suspend or restrict all or part of the Services for:

1. Nonpayment;
2. Fraud;
3. Security risk;
4. Acceptable Use Policy violations;
5. Excessive resource usage;
6. Legal compliance;
7. Threats to infrastructure;
8. Invalid Account information;
9. Chargebacks;
10. Customer failure to cooperate with remediation;
11. Third-party suspension;
12. Unsupported or dangerous software;
13. Emergency maintenance; or
14. Material breach of this Agreement.

26.2 Scope

Suspension may affect:

1. Websites;
2. Servers;
3. Accounts;
4. Administrative access;
5. Email;
6. Domains;
7. DNS;
8. Network routes;
9. IP addresses;
10. Backups;
11. APIs;
12. Control panels; and
13. Related Services.

26.3 No Liability for Proper Suspension

Spark Rack is not liable for losses caused by a suspension carried out in good faith under this Agreement.

26.4 Customer Obligations Continue

Suspension does not excuse Customer from paying fees or complying with this Agreement.

26.5 Data During Suspension

Spark Rack does not guarantee continued access to or retention of data during suspension.

27. Customer Cancellation

27.1 Cancellation Process

Customer must cancel through the designated cancellation function in the Customer Portal or another cancellation method expressly approved by Spark Rack.

27.2 Effective Date

Unless Spark Rack agrees otherwise, cancellation becomes effective at the end of the current paid service period.

27.3 Immediate Cancellation

When an immediate-cancellation option is provided, Customer understands that:

1. Service access may end immediately;
2. Data may become unavailable;
3. Unused time may be forfeited;
4. The cancellation may be irreversible; and
5. Fees remain nonrefundable unless otherwise required.

27.4 Domain Cancellation

Canceling hosting does not necessarily cancel a domain registration, and canceling a domain does not necessarily cancel hosting.

Each Service must be canceled separately where the Customer Portal treats it as a separate Service.

27.5 Data Export

Customer must complete all exports, transfers, backups, and migrations before cancellation becomes effective.

28. Termination by Spark Rack

28.1 Termination for Cause

Spark Rack may terminate Services immediately for:

1. Material breach;
2. Repeated violations;
3. Fraud;
4. Illegal activity;
5. Serious security risk;
6. Child exploitation;
7. Malware or botnet activity;
8. Repeated spam;
9. Nonpayment;
10. Unauthorized access;
11. Threats to personnel or infrastructure;
12. Evasion of enforcement;
13. False identity or payment information;
14. Sanctions or legal restrictions; or
15. Conduct likely to expose Spark Rack to material liability.

28.2 Termination Without Cause

For month-to-month Services, Spark Rack may terminate without cause by providing at least thirty days’ notice.

For prepaid fixed-term Services, Spark Rack may terminate without cause by providing reasonable notice and refunding the unused prepaid base fee for the terminated period, excluding nonrefundable, usage-based, third-party, and setup charges.

28.3 Discontinued Services

Spark Rack may discontinue a Service that is obsolete, unsupported, unavailable, unlawful, insecure, or commercially impractical.

Spark Rack may offer migration, replacement, credit, or refund options where appropriate.

29. Effect of Termination

Upon termination or expiration:

1. Customer’s right to use the affected Service ends;
2. Spark Rack may disable access;
3. Assigned network resources may be reclaimed;
4. Licenses may be revoked;
5. Data may be deleted;
6. Outstanding amounts become immediately due;
7. Customer remains responsible for activity occurring before termination;
8. Third-party services may end independently;
9. Domain names remain subject to applicable registration rules; and
10. Provisions intended to survive will remain effective.

Spark Rack has no obligation to retain Customer Data after termination unless expressly agreed in writing.

30. Copyright and Intellectual-Property Complaints

30.1 Copyright Complaints

Copyright owners or authorized agents may submit a written complaint through Spark Rack’s designated legal or abuse channel in the Customer Portal or by mail to:

Spark Rack
Attn: Copyright and Legal Notices
PO Box 2215
Valdosta, GA 31604
United States

30.2 Required Information

A copyright complaint should include:

1. Identification of the copyrighted work;
2. Identification and location of the allegedly infringing material;
3. Contact information for the complaining party;
4. A statement of good-faith belief that the use is unauthorized;
5. A statement that the information is accurate;
6. A statement, under penalty of perjury, that the sender is authorized to act for the copyright owner; and
7. A physical or electronic signature.

30.3 Counter-Notices

Where applicable, Customer may submit a legally sufficient counter-notice through the same channel.

30.4 Repeat Infringers

Spark Rack may terminate Accounts of repeat infringers in appropriate circumstances.

30.5 Other Rights Complaints

Trademark, privacy, impersonation, and other rights complaints must identify:

1. The protected right;
2. The allegedly violating material;
3. The factual and legal basis;
4. The requested action; and
5. The complaining party’s authority and contact information.

31. Legal Requests and Law Enforcement

31.1 Valid Process

Spark Rack may respond to subpoenas, warrants, court orders, preservation requests, and other valid legal process.

31.2 Notice to Customer

Spark Rack may notify Customer of a legal request unless prohibited by law, court order, emergency circumstances, or a reasonable concern that notice could create harm or obstruct an investigation.

31.3 Preservation

Spark Rack may preserve relevant information in response to a lawful request, an anticipated dispute, an abuse investigation, or a security incident.

Preservation does not guarantee that particular information exists or is recoverable.

31.4 Costs

Spark Rack may seek reimbursement of reasonable costs incurred responding to unusually burdensome legal requests where permitted by law.

31.5 Emergency Requests

Spark Rack may disclose information when it reasonably believes an emergency involving danger of death or serious physical injury requires disclosure without delay.

32. Confidentiality

32.1 Confidential Information

“Confidential Information” means nonpublic information disclosed by one party to the other that is identified as confidential or reasonably should be understood as confidential.

32.2 Protection

The receiving party will:

1. Use reasonable care to protect Confidential Information;
2. Use it only for purposes of the relationship;
3. Disclose it only to personnel or contractors with a legitimate need to know; and
4. Require recipients to protect it.

32.3 Exclusions

Confidential Information does not include information that:

1. Becomes public without breach;
2. Was lawfully known without restriction;
3. Is received lawfully from another source;
4. Is independently developed; or
5. Is approved for release.

32.4 Required Disclosure

A party may disclose Confidential Information when legally required, provided it gives notice when lawful and reasonably practicable.

32.5 Credentials and Security Information

Credentials, private keys, vulnerability information, network diagrams, and nonpublic security controls are Confidential Information regardless of labeling.

33. Regulated and High-Risk Data

33.1 Customer Assessment

Customer is responsible for determining whether the Services are appropriate for regulated or high-risk data.

33.2 No Implied Compliance

Unless Spark Rack signs a specific written addendum, the Services are not represented as compliant with:

1. HIPAA;
2. PCI DSS;
3. CJIS;
4. FedRAMP;
5. FISMA;
6. ITAR;
7. GLBA;
8. FERPA;
9. Export-controlled data requirements;
10. Government classified-information requirements; or
11. Any other specialized framework.

33.3 Prohibited Data

Customer may not store or process classified information, unlawful data, or data requiring controls that Spark Rack has not expressly agreed to provide.

33.4 Healthcare Information

Customer may not use the Services to process protected health information requiring a business-associate agreement unless Spark Rack has signed an applicable agreement.

33.5 Payment-Card Data

Customer is responsible for payment-card compliance and should avoid storing sensitive authentication data or complete card information unless expressly supported and properly secured.

33.6 Critical Systems

Customer may not rely on the Services as the sole control for systems where failure could reasonably result in death, bodily injury, environmental harm, or catastrophic property damage.

34. Export Controls and Sanctions

Customer must comply with applicable export-control, import-control, trade-sanctions, and anti-boycott laws.

Customer represents that Customer and its authorized users are not prohibited parties and will not use the Services for prohibited transactions, destinations, persons, or end uses.

Spark Rack may block, suspend, or terminate Services when reasonably necessary to comply with applicable restrictions.

35. Spark Rack Intellectual Property

Spark Rack and its licensors retain all rights in:

1. The Services;
2. Spark Rack software;
3. Documentation;
4. Interfaces;
5. Designs;
6. Trademarks;
7. Logos;
8. Service names;
9. Network architecture;
10. Automation;
11. Monitoring systems;
12. Templates;
13. Reports;
14. Configurations developed independently of Customer Content; and
15. Improvements and derivative works.

No rights are granted except the limited right to use the Services during the applicable term.

Customer may not copy, reverse engineer, resell, sublicense, scrape, or exploit Spark Rack systems except as expressly authorized.

36. Feedback

Customer may provide suggestions, ideas, or feedback.

Customer grants Spark Rack a perpetual, irrevocable, worldwide, royalty-free right to use, modify, incorporate, publish, and commercialize voluntarily supplied feedback without obligation or compensation.

This provision does not transfer ownership of Customer Content or Confidential Information.

37. Indemnification

37.1 Customer Indemnification

Customer will defend, indemnify, and hold harmless Spark Rack, Grand Bay Collective, their Affiliates, and their respective owners, officers, personnel, contractors, licensors, infrastructure providers, successors, and assigns from claims, demands, proceedings, damages, judgments, settlements, penalties, losses, costs, and reasonable attorneys’ fees arising from or relating to:

1. Customer Content;
2. Customer’s use of the Services;
3. End User activity;
4. Violation of this Agreement;
5. Violation of Applicable Law;
6. Infringement or misappropriation of third-party rights;
7. Customer’s products or services;
8. Customer’s privacy or data practices;
9. Customer’s security failures;
10. Customer’s instructions;
11. Fraud or misrepresentation;
12. Reseller activity;
13. Domain disputes;
14. Messaging campaigns;
15. Unauthorized security testing; or
16. Customer Equipment.

37.2 Procedure

Spark Rack will:

1. Provide reasonably prompt notice of an indemnified claim;
2. Permit Customer to control the defense when appropriate;
3. Provide reasonable cooperation at Customer’s expense; and
4. Retain the right to participate through separate counsel.

Customer may not settle a claim in a manner that admits wrongdoing by Spark Rack, imposes obligations on Spark Rack, or restricts Spark Rack’s operations without written consent.

37.3 Failure to Notify

A delay in notice reduces Customer’s obligations only to the extent the delay materially prejudices the defense.

38. Disclaimers

To the maximum extent permitted by law:

1. The Services are provided “as is” and “as available.”
2. Spark Rack disclaims all express, implied, and statutory warranties not expressly stated in an Order.
3. This disclaimer includes warranties of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, accuracy, security, and results.
4. Spark Rack does not warrant that the Services will be uninterrupted, error-free, completely secure, or compatible with every system.
5. Spark Rack does not warrant that data will never be lost, damaged, disclosed, or corrupted.
6. Spark Rack does not warrant that every attack, abuse event, vulnerability, or failure will be detected or prevented.
7. Spark Rack does not warrant Third-Party Services, Internet routing, domain registries, certificate authorities, payment processors, or remote networks.
8. Advice or assistance does not create a warranty not expressly stated in writing.
9. Customer assumes the risk of using the Services for Customer’s business, Content, applications, and data.

Some jurisdictions do not allow certain warranty exclusions. In those jurisdictions, exclusions apply only to the maximum extent permitted by law.

39. Limitation of Liability

39.1 Excluded Damages

To the maximum extent permitted by law, Spark Rack will not be liable for:

1. Indirect damages;
2. Incidental damages;
3. Special damages;
4. Exemplary damages;
5. Punitive damages;
6. Consequential damages;
7. Lost profits;
8. Lost revenue;
9. Lost business;
10. Lost opportunities;
11. Loss of goodwill;
12. Business interruption;
13. Loss or corruption of data;
14. Cost of replacement services;
15. Failure of Third-Party Services;
16. Security incidents not caused by Spark Rack’s legally actionable conduct;
17. Customer configuration or Content;
18. Actions taken to address abuse or security; or
19. Damages that could have been avoided through reasonable backups or business-continuity measures.

This exclusion applies regardless of the theory of liability and even when Spark Rack was advised that damages were possible.

39.2 Aggregate Liability Cap

To the maximum extent permitted by law, Spark Rack’s total aggregate liability arising from or relating to an affected Service will not exceed the greater of:

1. One hundred United States dollars; or
2. The base Service fees actually paid to Spark Rack for the directly affected Service during the six months immediately preceding the event giving rise to the claim.

The calculation excludes taxes, usage charges, pass-through charges, domain fees, license fees, professional-service fees, credits, refunds, and amounts paid to third parties.

39.3 Multiple Claims

Multiple claims do not increase the liability cap.

39.4 Essential Basis

Customer agrees that the pricing and allocation of risk in this Agreement are based on these limitations and that Spark Rack could not provide the Services on the same terms without them.

39.5 Nonwaivable Liability

Nothing in this Agreement excludes liability that cannot lawfully be excluded, including liability to the extent finally determined to result from fraud, willful misconduct, or another category that Applicable Law prohibits the parties from limiting.

40. Dispute Resolution and Binding Arbitration

40.1 Notice

This Section affects Customer’s legal rights. Customer and Spark Rack agree that most disputes will be resolved through binding individual arbitration rather than in court.

40.2 Scope

Except for the limited exceptions stated below, any dispute, claim, or controversy arising from or relating to:

1. These Terms;
2. An Order;
3. The Services;
4. Customer’s Account;
5. Billing;
6. Marketing;
7. Privacy;
8. Security;
9. Suspension;
10. Termination;
11. Customer Content;
12. Communications between the parties;
13. The relationship between Customer and Spark Rack; or
14. The validity, interpretation, enforcement, breach, or termination of this Agreement

will be resolved exclusively through binding individual arbitration.

This requirement applies to claims based in contract, tort, statute, regulation, fraud, misrepresentation, equity, or any other legal theory and includes claims arising before acceptance or after termination.

40.3 Federal Arbitration Act

The parties agree that this Agreement involves interstate commerce and that the Federal Arbitration Act, 9 U.S.C. §§ 1–16, governs the interpretation and enforcement of this arbitration provision.

To the extent Georgia arbitration law applies and is not preempted or displaced by federal law, it applies only when consistent with this Section and the Federal Arbitration Act.

40.4 Informal Notice of Dispute

Before filing arbitration, the complaining party must provide an individualized written Notice of Dispute.

A notice to Spark Rack must be sent through the Customer Portal’s legal or billing-dispute channel and by certified United States mail to:

Spark Rack
Attn: Legal Dispute Notice
PO Box 2215
Valdosta, GA 31604
United States

A notice to Customer may be sent to the mailing address and email address associated with the Account.

The Notice of Dispute must include:

1. The claimant’s full legal name;
2. The applicable Account information;
3. Contact information;
4. A description of the facts;
5. The legal and contractual basis of the claim;
6. The specific relief requested;
7. The amount claimed;
8. A personally signed certification that the information is accurate; and
9. When represented, counsel’s contact information.

40.5 Informal Resolution Period

The parties will attempt in good faith to resolve the dispute for at least thirty days after receipt of a complete Notice of Dispute.

No arbitration may be filed before this period ends unless immediate filing is necessary to prevent expiration of a nonwaivable limitations period.

Any applicable limitations period will be tolled during the thirty-day informal-resolution period.

40.6 Arbitration Administrator and Rules

Arbitration will be administered by the American Arbitration Association.

The rules in effect when arbitration is filed will apply as follows:

1. The AAA Consumer Arbitration Rules apply when an individual obtained the Services primarily for personal, family, or household purposes.
2. The AAA Commercial Arbitration Rules apply to business, organizational, reseller, professional, and commercial disputes.
3. When the applicable AAA rules conflict with this Agreement, this Agreement controls unless the conflicting provision cannot lawfully be enforced.
4. If AAA is unavailable or unwilling to administer the arbitration, the parties will attempt to agree on a substitute administrator. If they cannot agree, a court with jurisdiction in Lowndes County, Georgia may appoint the administrator or arbitrator.

40.7 Seat and Legal Location

The legal seat and exclusive arbitral venue will be Lowndes County, Georgia.

The arbitration will be legally deemed to occur in Lowndes County even when a hearing is conducted by telephone, video conference, document submission, or another remote method.

40.8 Hearing Format

The arbitrator may conduct proceedings:

1. In person in Lowndes County;
2. By video conference;
3. By telephone;
4. Through written submissions; or
5. Through a combination of methods.

A consumer may request a remote hearing where permitted by applicable AAA rules. The legal seat remains Lowndes County, Georgia.

40.9 Arbitrator

The arbitration will be conducted by one neutral arbitrator.

The arbitrator should be a licensed attorney or retired judge with substantial experience in commercial contracts, technology services, Internet services, or the principal subject matter of the dispute.

40.10 Arbitrator’s Authority

The arbitrator has exclusive authority to resolve disputes concerning the formation, scope, interpretation, enforceability, or applicability of this Agreement and arbitration provision, except that a court will decide disputes specifically concerning the enforceability of the class-action waiver.

The arbitrator may award any individualized remedy available under Applicable Law that would have been available in court.

The arbitrator may not award relief for or against a person who is not an individual party to the arbitration.

40.11 Written Decision

The arbitrator will issue a written award stating the essential findings and conclusions supporting the decision.

Judgment on the award may be entered in any court with jurisdiction.

40.12 Arbitration Fees

Fees will be allocated under the applicable AAA rules.

For a qualifying consumer arbitration, Spark Rack will pay amounts the business is required to pay under the AAA Consumer Arbitration Rules.

Each party will ordinarily bear its own attorneys’ fees unless a statute, rule, or valid contractual provision authorizes the arbitrator to award them.

40.13 Individual Proceedings Only

Customer and Spark Rack agree that claims may be brought only in an individual capacity.

Neither party may pursue or participate in arbitration as:

1. A class representative;
2. A class member;
3. A private attorney general;
4. A representative claimant;
5. A collective claimant; or
6. A member of a consolidated proceeding involving unrelated parties.

The arbitrator may not combine claims of different customers without the written consent of all parties.

40.14 Class-Action Waiver

Customer and Spark Rack waive any right to have a dispute heard or resolved as a class action, collective action, mass action, representative action, or private-attorney-general action.

40.15 Small-Claims Exception

Either party may bring an individual claim in a court of competent small-claims jurisdiction when:

1. The claim qualifies for that court;
2. The claim remains individual;
3. The claimant does not seek class or representative relief; and
4. The matter has not been transferred, removed, or appealed to a court of general jurisdiction.

A business claim against Spark Rack under this exception must be brought in a court serving Lowndes County, Georgia.

An individual consumer may use another small-claims venue when Applicable Law gives the consumer a nonwaivable right to do so.

40.16 Injunctive and Protective Relief

Either party may seek temporary or preliminary relief from a court to prevent imminent misuse of intellectual property, unauthorized system access, disclosure of confidential information, or immediate harm that cannot reasonably await an arbitrator.

Seeking temporary relief does not waive arbitration of the underlying dispute.

40.17 Governmental Rights

Nothing in this Agreement prevents a person from reporting a matter to a governmental agency or participating in a governmental investigation.

This provision does not authorize either party to pursue a private class or representative claim where the waiver is enforceable.

40.18 Confidentiality

The parties will keep arbitration filings, evidence, and proceedings confidential except to the extent disclosure is reasonably necessary to:

1. Conduct the arbitration;
2. Enforce or challenge an award;
3. Comply with law;
4. Consult professional advisers;
5. Report to insurers; or
6. Protect legal rights.

40.19 Severability

If a portion of this arbitration provision is unenforceable, it will be severed and the remainder enforced to the maximum extent permitted by law.

If the class-action waiver is finally held unenforceable for a particular class or representative claim, that claim must proceed in a court of competent jurisdiction and not in arbitration. All enforceable individual claims remain subject to arbitration.

40.20 Survival

This arbitration provision survives cancellation, termination, payment, Account closure, and expiration of the parties’ relationship.

41. Governing Law, Court Venue, and Jury Waiver

41.1 Governing Law

Except for matters governed by the Federal Arbitration Act or another controlling federal law, this Agreement is governed by the laws of the State of Georgia, without regard to conflict-of-laws principles.

41.2 Court Venue

Any court proceeding permitted under this Agreement must be brought exclusively in a state court of competent jurisdiction located in Lowndes County, Georgia, or the United States District Court having jurisdiction over Lowndes County, Georgia.

A consumer may use another venue only when Applicable Law provides a nonwaivable right to do so.

41.3 Consent to Jurisdiction

Each party consents to personal jurisdiction in those courts and waives objections based on venue or inconvenient forum.

41.4 Jury-Trial Waiver

To the maximum extent permitted by law, Customer and Spark Rack knowingly and voluntarily waive the right to a trial by jury in any court proceeding arising from or relating to this Agreement or the Services.

42. Limitation Period

To the maximum extent permitted by law, a claim arising from this Agreement or the Services must be filed within one year after the claimant knew or reasonably should have known of the facts giving rise to the claim.

This provision does not shorten a limitations period that Applicable Law prohibits the parties from shortening.

Billing disputes remain subject to the thirty-day notice requirement in Section 23.12.

43. Force Majeure

Spark Rack is not liable for delay or failure caused by events beyond its reasonable control, including:

1. Natural disasters;
2. Severe weather;
3. Fire;
4. Flood;
5. Earthquake;
6. Hurricane;
7. Tornado;
8. Pandemic or epidemic;
9. War;
10. Terrorism;
11. Civil unrest;
12. Labor disputes;
13. Governmental action;
14. Utility failure;
15. Power interruption;
16. Carrier failure;
17. Internet routing failure;
18. Data-center failure;
19. Supply-chain disruption;
20. Hardware shortage;
21. Cyberattack;
22. DDoS attack;
23. Third-party software failure;
24. Certificate-authority failure;
25. Domain-registry failure; or
26. Other events outside Spark Rack’s reasonable control.

Payment obligations for Services already provided are not excused by force majeure.

44. Notices

44.1 Electronic Notices

Spark Rack may provide operational, billing, security, legal, and contractual notices through:

1. The Customer Portal;
2. The Account email address;
3. A service dashboard;
4. An invoice;
5. A status page;
6. An in-service notice; or
7. Another reasonable electronic method.

44.2 Customer Contact Information

Customer must keep all contact information current.

A notice is effective when sent to the contact information associated with the Account, even when Customer fails to read it.

44.3 Contractual Notices to Spark Rack

Formal contractual notices must be submitted through the appropriate Customer Portal channel and mailed to:

Spark Rack
PO Box 2215
Valdosta, GA 31604
United States

This address is for contractual correspondence and is not an agreement to accept service of legal process where another method is required by law.

45. Changes to These Terms

45.1 Changes

Spark Rack may update these Terms to reflect:

1. Legal or regulatory changes;
2. Security requirements;
3. Service changes;
4. Business changes;
5. Third-party requirements;
6. Industry developments;
7. Clarifications; or
8. New features.

45.2 Notice

Spark Rack will provide reasonable notice of material changes.

Changes required for legal, security, abuse-prevention, or urgent operational reasons may take effect sooner.

45.3 Continued Use

Continued use of the Services after updated Terms take effect constitutes acceptance.

Customer may cancel affected recurring Services before a material change takes effect when Customer does not agree to the change.

45.4 Existing Disputes

A change to the arbitration provision will not apply retroactively to a dispute for which Spark Rack received a complete Notice of Dispute before the change’s effective date.

46. Miscellaneous

46.1 Entire Agreement

This Agreement constitutes the entire agreement concerning the Services and supersedes prior or contemporaneous statements, discussions, proposals, and representations concerning the same subject.

46.2 No Oral Modification

An oral statement does not modify this Agreement.

46.3 Assignment by Customer

Customer may not assign or transfer this Agreement, an Account, or a Service without Spark Rack’s prior written consent.

46.4 Assignment by Spark Rack

Spark Rack may assign this Agreement in connection with a merger, acquisition, restructuring, financing, sale of assets, transfer of a service line, or transaction involving Grand Bay Collective or Spark Rack.

46.5 No Third-Party Beneficiaries

This Agreement creates no rights for third parties except indemnified parties and permitted successors or assigns.

46.6 Independent Contractors

The parties are independent contractors. This Agreement does not create an employment, partnership, fiduciary, franchise, agency, or joint-venture relationship.

46.7 No Waiver

Failure to enforce a provision is not a waiver of future enforcement.

A waiver must be in writing and applies only to the specific matter identified.

46.8 Severability

Except as specifically provided in the arbitration section, an unenforceable provision will be modified to the minimum extent necessary or severed, and the remaining provisions will continue in effect.

46.9 Headings

Headings are for organization and do not limit interpretation.

46.10 Interpretation

“Include” and “including” mean “including without limitation.”

The singular includes the plural and the plural includes the singular where context permits.

46.11 No Construction Against Drafter

This Agreement will not be construed against either party merely because that party drafted or proposed a provision.

46.12 Counterparts and Electronic Records

Orders and amendments may be accepted in counterparts and electronically.

Electronic records may be retained and reproduced as evidence of the parties’ agreement.

46.13 Survival

Provisions concerning payment, ownership, confidentiality, data, indemnification, disclaimers, limitations of liability, dispute resolution, governing law, and other provisions that by their nature should survive will remain effective after termination.

47. Contact Information

Questions, notices, and correspondence concerning these Terms may be submitted through the appropriate Spark Rack Customer Portal channel or mailed to:

Spark Rack
PO Box 2215
Valdosta, GA 31604
United States

Customer Acknowledgment

By creating an Account, submitting an Order, paying an invoice, or using the Services, Customer acknowledges that Customer:

1. Has read this Agreement;
2. Understands this Agreement;
3. Agrees to be legally bound by this Agreement;
4. Authorizes recurring billing for recurring Services;
5. Accepts the Acceptable Use Policy;
6. Accepts the disclaimers and liability limitations; and
7. Specifically agrees to the binding arbitration, class-action waiver, court-venue, and jury-trial-waiver provisions.

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