Usage / Payment Agreement

(No summary is available.)

THIS AGREEMENT (the "Agreement"), executed on [[Date]], governs the usage rights and financial obligations of [[Party A]] (the “first Party”) and [[Party B]] (the “second Party”), with regards to a dedicated server (the "Server") to be shared amongst the Parties.

Article I

Nature of Agreement

1. Ownership: Upon entering the Agreement, the Parties agree to share the Server physically located at [[Location]].The Server is on rent from [[Provider]] (the "Provider").

2. Termination: This Agreement terminates when either Party decides not to share the Server or the Server has been terminated by the Provider.

3. Amendment: Additional provisions may be amended to this agreement, with written consent of the Parties.

4. Violation of Terms Set Forth: Any violation of this document enables legal action against the violator on behalf of the other party.

5. Severability: If any provision of this Agreement is found by a proper authority to be unenforceable or invalid such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole and in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law.

6. Provider’s Policies: The Parties agree to follow the Terms of Service and Acceptable Use Policy defined by the Provider. These are located at [[Provider’s TOS Link]] and [[Provider’s AUP Link]].

7. Governing Body: This Agreement shall be governed by and construed in accordance with the laws of the State of Missouri, USA without regard to the conflicts of laws provisions thereof.

Article II

Payment

1. Expenses and Methods: The effective monthly expense of the Server, [[Monthly Payment]] (“Monthly Expense”), is to be split amongst the Parties accordingly: the first Party agrees to pay the amount of [[Cost A]] per month, and the second Party agrees to pay the amount of [[Cost B]] per month.Additionally, the Parties agree to pay a 50/50 split of the one-time, nonrefundable setup fee of [[Setup Cost]]. Due to limitations of the Provider, (a) the first Party agrees to maintain the financial account with the Provider; (b) the first Party agrees to paying both the Monthly Expense and the one-time, nonrefundable setup fee in full to the Provider; and (c) the second Party agrees to provide both her/his monthly payment to the first Party and her/his portion of the one-time, nonrefundable setup fee.The first Party agrees to forward a copy of all receipts paid for by both parties, to the second party, at his/her preferred e-mail address.

2. Circumstances: The Parties are permitted to negotiate special circumstances between each Party with regards to a future Monthly Expense.If a Party is unable to provide her/his portion of the next Monthly Expense, he/she agrees to notify the other Party at least one week in advance except in extenuating circumstances, including but not necessarily limited to: hospitalization, admission to an asylum, or a life altering event.

Article III

Usage

1. Usage of Resources: The Parties agree to share processing time, memory allocation, and bandwidth as is necessary for optimal operation of applications on the Server; these resources may be used as much as each Party needs as long as operation of critical services are not significantly affected negatively.What constitutes negative effects include, but are not limited to, the following: downtime, increased latency, increased processing time, and decreased network throughput.Should a Party need to perform a resource intensive operation that would result in any negative effect, he/she must receive consent from the other Party to either perform the operation, or schedule its execution to the off-hours of 23:00-05:00 UTC-6. The Parties agree to share hard drive space on the Server’s solid-state drive equally, to the best of their ability.The Parties also agree to keep total disk usage on the solid-state drive under 90%, for optimal disk operation.The Parties agree to tentatively split hard drive space on the secondary platter drive to the proportions of each Party’s monthly payment: the first Party owns [[Disk Space A]] and the second [[Disk Space B]].

2. Privacy and Non-disclosure: The Parties agree to follow the terms set forth by the non-disclosure agreements between them.Additionally, both Parties agree to respect each other’s privacy by not performing any of the following actions.

* Perusing through the other Party's data

* Modifying or deleting other Party's data

* Killing processes owned by the other Party

* Removing the other Party's programs

* Inhibiting processes from running

* Monitoring or recording other Party's usage data

The above list does not seek to define all actions that would violate each other’s privacy. This section does not supersede any terms set forth by the non-disclosure agreements between the Parties.These privacy restraints may be waived if a Party has obtained explicit permission from the other Party, or when legally requested by a court.The perusal and modification of data, as well as the killing of processes may also be allowed when required to resolve a problem impeding server operation or to resolve another Party’s resource usage in order to keep Article III, Section 1 in effect.