Document: Master Terms of Service (apex agreement) Version: 2.0 | Effective Date: 20 April 2026 | Last Updated: 25 April 2026 Applies To: All customers, all services This is the apex agreement between you and IT Nut Hosting. All other policies in this section (Privacy, AUP, SLA, Refund, Abuse, Domain, DPA) are incorporated into this document by reference and form part of your contract with us.

About This Document

These Terms of Service ("Terms" or "Agreement") form a legally binding contract between you ("Customer", "you") and IT Nut Hosting, a trading name of Nut Digital LLC, a company incorporated in Bangladesh with its principal place of business in Bogura ("IT Nut", "we", "us", "our"). By creating an Account, purchasing a Service, or using our Services, you agree to be bound by these Terms and all incorporated policies.

In these Terms, the following words have the following meanings:

Term Meaning
Account The Customer account registered at clients.itnuthosting.com, used to access and manage Services
Agreement These Terms of Service together with all incorporated policies
BASIS Bangladesh Association of Software and Information Services
BDT / ৳ Bangladeshi Taka, the official currency of Bangladesh
Business Day A day other than Friday, Saturday, or a public holiday in Bangladesh
Content Any data, files, software, code, text, graphics, images, videos, emails, or other material uploaded, transmitted, stored, or processed by Customer using the Services
CSA 2023 The Cyber Security Act, 2023 of Bangladesh
Customer The individual or legal entity that has accepted this Agreement and purchased Services
Effective Date The date on which Customer first accepts these Terms or purchases a Service, whichever is earlier
Fees Any amounts payable by Customer for the Services, as listed on our website or in the Customer's invoice
IT Nut / We / Us IT Nut Hosting, operating under Nut Digital LLC
Service(s) Any product or service offered by IT Nut, including shared hosting, VPS, dedicated servers, domain registration, email hosting, SSL certificates, proxy services, n8n instances, professional services, and related add-ons
Service-Specific Terms Additional terms applicable to specific Services, published alongside the Service or on its product page
Working Hours 10:00 AM to 6:00 PM Bangladesh Standard Time (UTC+6), Saturday to Thursday

2. Acceptance and Scope

2.1 Binding Agreement

By (a) clicking "I agree" or a similar button during signup, (b) purchasing any Service, (c) accessing or using any Service, or (d) continuing to use the Services after any revision to these Terms, you agree to be bound by this Agreement. If you are accepting this Agreement on behalf of a company, partnership, organisation, or other legal entity, you represent that you have the authority to bind that entity. In that case, "you" and "Customer" refer to that entity.

2.2 Minimum Age and Capacity

You must be at least 18 years old and legally competent to enter into a binding contract under the Bangladesh Contract Act, 1872 (or the applicable law of your country of residence, whichever imposes a higher age threshold). If you are under 18 or otherwise lack legal capacity, your parent or legal guardian must create and maintain the Account in their own name, assuming full legal and financial responsibility. Registration using another person's identity documents is a serious violation of this Agreement and may constitute identity fraud.

2.3 Scope of the Agreement

This Agreement, together with all incorporated policies and any Service-Specific Terms, constitutes the entire agreement between you and IT Nut regarding the Services. It supersedes all prior agreements, proposals, representations, and understandings, whether oral or written.

2.4 Amendments and Notice

We may revise this Agreement from time to time. When we do:

  • Material changes (changes affecting your rights, obligations, or fees) will be notified to you by email at least thirty (30) days before they take effect. You may cancel the affected Service without penalty during this notice period if you do not accept the changes.
  • Non-material changes (clarifications, typo fixes, formatting, additional examples) take effect immediately upon posting.
  • A full change log is maintained in the Policy Version History sub-page. Continued use of the Services after the effective date of a revised Agreement constitutes your acceptance of the revised Agreement.

3. Account Registration and Security

3.1 Accurate Information

You must provide accurate, current, and complete information when registering an Account and maintain that information throughout the term of this Agreement. Providing false information (including fake names, fake addresses, disposable email addresses, or stolen payment methods) is grounds for immediate Account suspension or termination without refund.

3.2 Account Security — Your Responsibility

You are solely responsible for:

  1. Maintaining the confidentiality of your Account credentials (username, password, API keys, 2FA codes, SSH keys)
  2. All activities that occur under your Account, whether or not authorised by you
  3. Using strong, unique passwords and enabling two-factor authentication (2FA) where available
  4. Notifying us immediately (within 24 hours of discovery) of any unauthorised access or suspected compromise by emailing [email protected] or opening a priority support ticket We strongly recommend 2FA for all Accounts and will require it for enterprise-tier Accounts from 1 July 2026.

3.3 Account Security — Our Responsibility

We commit to:

  1. Maintaining industry-standard physical, technical, and administrative safeguards for our infrastructure
  2. Encrypting stored passwords using modern hashing algorithms (we never store plaintext passwords)
  3. Using TLS encryption for all administrative connections to our billing and control panels
  4. Conducting periodic security audits of our systems
  5. Notifying affected Customers within 72 hours of confirming a data breach that materially affects their data, as further described in our Privacy Policy

3.4 Multiple Accounts

You may not create multiple Accounts to circumvent limits, abuse promotional offers, evade suspensions, or for any other improper purpose. We may, at our discretion, merge or suspend duplicate Accounts.

4. Services

4.1 Description of Services

IT Nut provides web hosting and related infrastructure services, including but not limited to: shared hosting, BDIX hosting, VPS, dedicated servers, reseller hosting, RDP service, domain registration, business email, Google Workspace resale, SSL certificates, proxy/BD IP services, n8n hosting, and professional services (website maintenance, Laravel development). Specific features, specifications, and limits of each Service are described on the relevant product page on itnuthosting.com and in any Service-Specific Terms.

4.2 Service Delivery

We aim to provision Services within the following timelines after successful payment and completion of any required verification:

Service Category Target Delivery
Shared hosting, email hosting, SSL, domain Within 4 hours
VPS (self-managed, standard config) Within 12 hours
Dedicated server 1 to 3 Business Days
Custom / enterprise configurations As agreed in writing

These are target timelines, not guarantees. Delays caused by Customer (e.g., pending verification, incomplete information, payment issues) do not count against these targets.

4.3 Evolution of Services

We may, at our reasonable discretion and with appropriate notice: add new features or Services; modify existing features for reasons of security, legal compliance, hardware compatibility, or service improvement; discontinue Services that are no longer commercially viable, with at least 90 days' advance written notice and the option to migrate to an equivalent Service or receive a pro-rata refund.

5. Fees, Payment, and Renewal

5.1 Fees

Fees for all Services are listed in Bangladeshi Taka (৳) and/or US Dollars (USD) on our website and in your invoice. Service Fees are inclusive of any applicable Bangladesh VAT, supplementary duty, and government fees that are payable by IT Nut as the service provider. Customer is responsible for any taxes, duties, or levies imposed in the Customer's own country of residence (such as withholding tax, import VAT, GST, or income tax on imported services), as further described in Section 5.6.

5.2 Payment Methods

We accept payments via: bKash, Nagad, Rocket, bank transfer (our primary banking partner is Brac Bank; other local banks are also supported), SSL Commerz, Stripe, PayPal, Payoneer, and other methods listed on our website. Acceptable methods may change from time to time.

5.3 Billing Cycle and Advance Payment

All Services are charged in advance for the billing cycle selected (monthly, quarterly, semi-annual, annual, biennial, or triennial). Services are not activated or renewed until payment is received and confirmed.

5.4 Auto-Renewal and Renewal Reminders

Renewal reminders. We send renewal invoices and reminders by email starting 15 days before the renewal date and continuing through to the due date. Automatic charging. Bangladesh payment methods (bKash, Nagad, Rocket, local bank transfer, SSL Commerz) do not support automatic recurring charging; you must complete the renewal payment manually before the due date. Stripe is the only supported payment method for automatic recurring charging, and only where you have explicitly opted in. For Stripe auto-renewal, we attempt to charge the saved card starting 15 days before renewal; if the first attempt fails, we retry and notify you. You may disable auto-renewal (where enabled on Stripe) at any time from your billing dashboard before the renewal attempt.

5.5 Price Changes

Fees for the current billing cycle are fixed for that cycle. For renewal billing cycles:

  1. Hosting, VPS, dedicated servers, email, and proxy Services: We will give you at least 30 days' advance email notice before any price increase takes effect at renewal. If the renewal price increases by more than 15%, you may cancel that Service before the renewal date without penalty and receive a pro-rata refund of any unused portion of the current cycle.
  2. Domain registration, renewal, and transfer: Pricing is pass-through from upstream registries. Because registries (such as ICANN, .com, .bd, and country-code TLDs) may change pricing at any time, domain Fees may change without advance notice. The prevailing domain price at the time of renewal applies.

5.6 Taxes and Duties

IT Nut Service Fees are inclusive of Bangladesh VAT, supplementary duty, and any other taxes payable by IT Nut on the supply of the Services. No additional Bangladesh tax will be added to the listed price. Customer remains solely responsible for any taxes, duties, or levies imposed by the Customer's own country of residence on the importation, receipt, or use of the Services — including (without limitation) withholding tax, import VAT, GST, sales tax, and income tax on imported digital services. Where Customer is required by its local law to withhold tax from a payment, Customer must gross up the payment so that IT Nut receives the full Fee net of such withholding. If we are required by Bangladesh law to collect a new tax (e.g., a future digital-services tax) that did not exist at the time of pricing, we will give you advance notice per Section 5.5 and that tax will then be itemised on future invoices.

5.7 Non-Payment

If payment is not received by the due date:

Timing Action
15 days before due date Renewal invoice and first reminder email
7 days before due date Second reminder email + dashboard notice
3 days before due date Third reminder email
1 day before due date Final reminder
Due date (Day 0) Service is suspended and Account is flagged
Day 1–6 after due date Service remains suspended; Customer can restore by paying overdue amount
Day 7 after due date Account is terminated and all data is permanently deleted without further notice. Recovery is not possible.

Suspended Services may be restored upon payment of overdue amounts plus a reactivation fee of ৳200 (where applicable). Once an account is terminated on Day 7, all data is permanently deleted — see Section 10.6 below for the limited paid restoration option that may be available within a 30-day window after deletion.

5.8 Chargebacks and Payment Disputes

Before initiating any chargeback, dispute, or payment reversal with your bank, card issuer, bKash, or any payment processor, you agree to first contact our billing team in good faith at [email protected] to attempt resolution. If a chargeback is filed without first contacting us, or is filed in bad faith (for example, after you have materially used the Service):

  1. The affected Service will be immediately suspended
  2. Your Account will be flagged and may be terminated
  3. We may recover from you the disputed amount, any chargeback fees charged to us by the payment processor, reasonable investigation costs, and any additional fees
  4. We may report the chargeback to fraud prevention networks and future service applications may be denied This clause does not limit any legitimate consumer rights you may have under Bangladesh Consumer Rights Protection Act, 2009, or equivalent law in your country of residence.

6. Customer Content and Responsibility

6.1 Ownership of Customer Content

You retain ownership of all Content you upload, store, or transmit using the Services. This Agreement does not transfer any intellectual property rights in your Content to IT Nut.

6.2 Limited License to IT Nut

You grant IT Nut a worldwide, non-exclusive, royalty-free license to store, copy, cache, transmit, display, and back up your Content solely to the extent necessary to provide the Services to you. This license terminates when you delete the Content or terminate the Service, subject to our data retention policy in Section 10.5.

6.3 Customer Responsibility for Content

You are solely and fully responsible for all Content you upload, store, transmit, or cause to be transmitted through the Services. You represent and warrant that:

  1. You own or have all necessary rights, licenses, and permissions to use and distribute the Content
  2. The Content does not infringe any third-party intellectual property right, privacy right, or any other right
  3. The Content does not violate any applicable law, regulation, or court order
  4. The Content does not violate our Acceptable Use Policy (AUP)

6.4 Prohibited Content

Detailed prohibitions are set out in our Acceptable Use Policy (sibling page). By way of summary, you may not use our Services to store, host, or transmit Content that:

  • Is illegal under the law of Bangladesh or the law of any country from which the Content is accessed
  • Infringes intellectual property rights (copyright, trademark, patent, trade secret)
  • Is defamatory, libellous, or slanderous
  • Constitutes child sexual abuse material (CSAM) — zero tolerance, immediate termination and mandatory reporting to authorities
  • Promotes terrorism, violent extremism, or serious violence
  • Facilitates fraud, phishing, identity theft, or any financial crime
  • Contains malware, viruses, ransomware, or hostile code
  • Is cryptocurrency-related (mining, exchange, wallet services) — prohibited in all jurisdictions per Bangladesh Bank regulations and our risk policy
  • Violates any other prohibition in our AUP

6.5 DMCA and Copyright Notices

We respect intellectual property rights and comply with the notice-and-takedown procedure of the US Digital Millennium Copyright Act (17 U.S.C. § 512) as a matter of good practice, while operating under Bangladesh law. To submit a copyright infringement notice, send a written notice to [email protected] containing:

  1. Identification of the copyrighted work claimed to be infringed
  2. Identification of the allegedly infringing material (URL or specific location)
  3. Your contact information (name, address, phone, email)
  4. A statement that you have a good-faith belief the use is not authorised
  5. A statement, under penalty of perjury, that the information is accurate and that you are authorised to act on behalf of the copyright owner
  6. Your physical or electronic signature We will review valid notices within 72 working hours, act on legitimate claims, and forward the notice to the affected Customer. Repeat infringers will have their Accounts terminated. Counter-notices may be submitted following the same format and content requirements.

7. Intellectual Property

7.1 IT Nut's Intellectual Property

All rights in and to the IT Nut brand, logo, website, control panel customisations, documentation, knowledge base content, and any proprietary software developed by us are owned by IT Nut or our licensors. Nothing in this Agreement transfers any such rights to Customer.

7.2 Third-Party Software

Services include third-party software licensed to IT Nut (such as cPanel/WHM, LiteSpeed, CloudLinux, Imunify360, Softaculous, and open-source software). Use of these components is subject to their respective licenses, which take precedence over this Agreement for the relevant software.

7.3 Feedback

If you provide suggestions, feedback, or ideas about our Services, you grant us a perpetual, worldwide, royalty-free license to use such feedback for any purpose, including to improve our Services, without obligation to compensate you.

8. Data Protection, Privacy, and Government Requests

8.1 Privacy Policy

Our collection, use, and protection of personal data is governed by our Privacy Policy (sibling page), which is incorporated into this Agreement.

8.2 Data Processing Addendum (B2B)

Business Customers who use our Services to process personal data of their own end users may request a Data Processing Addendum (DPA) (sibling page) to comply with GDPR, the forthcoming Bangladesh Personal Data Protection Act, or similar law.

8.3 Data Location and International Transfer

Customer data is stored in the following primary locations, depending on the Service:

Service Primary data location
BDIX Hosting, BDIX VPS, .bd Domains, BD IP/Proxy Bangladesh (our Dhaka data-centre partners and colocation facilities)
USA VPS, Dedicated Servers (US nodes), Email Hosting United States
Mixed / global Services Bangladesh and/or United States, at our operational discretion
Backups and disaster-recovery replicas Secondary locations in Bangladesh or the United States

By using a Service, you consent to the storage and processing of your data in the locations above. Where personal data is transferred out of the EU/EEA or UK, we rely on the European Commission's Standard Contractual Clauses (SCCs) as the transfer mechanism, available on request.

8.4 Government and Legal Requests

IT Nut is a company incorporated and operating in Bangladesh. We operate in compliance with the laws of Bangladesh, including:

  • The Cyber Security Act, 2023 (CSA 2023), Sections 8 (removal/blocking orders), 40–44 (investigation powers), and 50 (service-provider obligations)
  • The Information and Communication Technology Act, 2006 (as amended)
  • Lawful court orders, subpoenas, warrants, and governmental directives issued by authorities with valid jurisdiction over us Upon receipt of a lawful request, we will:
  1. Verify that the request is lawful, specific, and issued by an authority with jurisdiction over IT Nut or its operations
  2. Produce only the specific data demanded; we will not provide blanket access or bulk data
  3. Notify the affected Customer of the request unless prohibited by law, court order, or active investigation gag order
  4. Challenge overbroad, vague, or improperly served requests to the extent permitted by law
  5. Log every law-enforcement request for internal audit and annual transparency reporting Customers located outside Bangladesh should be aware that Bangladeshi authorities may lawfully request access to data hosted on our Bangladesh infrastructure, regardless of the Customer's country of residence. If this is a concern, we recommend selecting a USA-located Service.

8.5 Data Breach Notification

In the event of a confirmed security breach affecting your personal data, we will notify you by email within 72 hours of confirmation, providing: the nature of the breach, categories of data affected, probable consequences, mitigation measures taken, and contact details for further information.

9. Service Level and Support

9.1 Uptime Commitment

Our detailed uptime commitments, measurement methodology, and service-credit mechanism are set out in the Service Level Agreement (sibling page).

9.2 Support Channels

We provide support through the following channels during Working Hours (and 24x7 emergency ticket coverage):

9.3 Scope of Support

Standard support covers: Account, billing, and general Service questions; server-side issues within our infrastructure; guidance on Service usage and configuration. Standard support does not cover: custom application development, third-party software issues outside our control panel ecosystem, migration of third-party applications that are not industry-standard, performance tuning of Customer code, or any work that our team, at their reasonable discretion, determines is outside the scope of the purchased Service. Such work may be offered as a paid Professional Service.

9.4 Scheduled Maintenance

We will provide at least 72 hours' advance notice of routine scheduled maintenance via email and dashboard notification. Emergency maintenance (required to address security vulnerabilities or imminent service failures) may be conducted with shorter or no notice where reasonably necessary. Scheduled maintenance windows do not count against uptime SLA calculations.

10. Suspension and Termination

10.1 Termination by Customer

You may cancel any Service at any time through your Customer dashboard or by opening a support ticket. Cancellation takes effect at the end of your current billing cycle unless you request earlier termination. Refund eligibility is governed by our Refund & Cancellation Policy (sibling page).

10.2 Suspension or Termination by IT Nut for Cause

We may suspend or terminate your Services or Account immediately, with or without notice, if:

  1. You breach this Agreement, the AUP, or any incorporated policy
  2. You fail to pay amounts due (as per Section 5.7)
  3. You engage in illegal activity or we receive credible evidence of illegal activity on your Account
  4. Your Account is the target of a serious security incident that threatens other Customers
  5. We receive a lawful government order requiring suspension or termination
  6. You become insolvent, file for bankruptcy, or are placed into liquidation
  7. Your use of the Services materially threatens the stability, security, or reputation of our platform

10.3 Termination by IT Nut for Convenience

We may terminate any Service for convenience with at least 30 days' advance written notice and, in that case, a pro-rata refund of any prepaid, unused Fees for the terminated Service.

10.4 Effects of Termination

Upon termination: your right to use the Services ends; outstanding Fees become immediately due and payable; we may disable your access to the Customer dashboard and Services; sections designated to survive termination (Limitation of Liability, Indemnification, Governing Law, and others) continue to apply.

10.5 Data Retention After Termination

After termination:

Scenario Data Retention
Customer-initiated cancellation Data retained for 30 days as read-only backup; Customer may request an archive export during this period
Termination for non-payment Service is suspended on the due date and remains suspended for 7 days. If Customer pays the overdue amount within this 7-day window, Service is restored. After Day 7, Account is terminated and all data is permanently deleted, with no recovery possible.
Termination for breach, illegal activity, or abuse Data may be immediately deleted, subject to any mandatory preservation order
Termination for fraud Data may be immediately deleted and preserved separately only if required by law-enforcement directive

After the retention window expires, all Customer data is permanently deleted and cannot be recovered, except where a paid post-deletion restoration is available under Section 10.6 below.

10.6 Paid Post-Deletion Restoration (Limited Best-Effort Service — Eligible Services Only)

Where a Service has been terminated and data permanently deleted, Customer may request a paid best-effort restoration — but only for Services that we actually back up at the platform level.

10.6.1 Eligible Services (where restoration may be possible)

Service Eligible Notes
Shared Hosting (all tiers) Yes Internal backups maintained
Reseller Hosting Yes Internal backups maintained
BDIX Hosting Yes Internal backups maintained
Managed VPS *with* paid "VPS Backup Add-on" (priced at 20% of VPS Fee) Yes Only if Customer was actively subscribed to the backup add-on at the time of deletion

10.6.2 Not Eligible (no platform backup exists)

IT Nut does not maintain platform-level backups for, and no restoration is available for, the following Services. Backup of Customer data on these Services is entirely the Customer's own responsibility:

  • VPS — self-managed (without the paid VPS Backup Add-on)
  • Managed VPS — without the paid VPS Backup Add-on
  • Storage VPS
  • Dedicated Servers
  • Business Email Hosting
  • n8n Hosting
  • RDP Service
  • BD IP / Proxy Service
  • SSL Certificates (no data backup concept applies)

10.6.3 Conditions for Restoration (Eligible Services Only)

  1. Window: The request must be received within 30 days of the deletion event
  2. Fee: A non-refundable restoration fee of ৳6,000 (BDT) per account or service is payable in advance
  3. Best effort only — NOT guaranteed: Restoration depends on the existence and integrity of internal backups at the time of the request. We do not guarantee that data is recoverable, and we do not guarantee any specific restoration timeline. If restoration fails for technical reasons, the fee is refunded
  4. Outstanding amounts: Any unpaid Service Fees that caused the original termination must also be settled before restoration
  5. Exclusions: Restoration is not available for Accounts terminated for breach, illegal activity, abuse, fraud, CSAM, court order, or law-enforcement directive
  6. No SLA: This is a best-effort recovery service and is not subject to any SLA, uptime commitment, or service credit To request restoration, email [email protected] with subject "DATA RESTORATION REQUEST — [Account ID]".

10.7 Customer Backup Responsibility (VPS, Email, n8n, and Other Non-Backed-Up Services)

For any Service listed in Section 10.6.2 as not eligible for restoration, Customer is solely responsible for maintaining adequate backups of all data, configuration, code, databases, mailboxes, and other content on the Service. IT Nut does not maintain disaster-recovery copies of these Services.

10.7.1 VPS — RAID Protection vs. Backup

VPS nodes are protected by RAID redundancy at the physical-storage layer:

  • A single disk failure is automatically tolerated by the RAID array; the Service continues to operate without data loss.
  • A simultaneous failure of two or more disks, a controller failure, a filesystem corruption, accidental deletion by Customer, ransomware, or any logical-level data loss is treated as a disaster scenario. In any disaster scenario, IT Nut is not liable for data loss on a VPS that is not subscribed to the paid VPS Backup Add-on, and recovery is the Customer's sole responsibility. RAID is not a backup. Customers running production workloads on VPS without the Backup Add-on should maintain off-server backups using their own tooling (for example, rsync to remote storage, snapshots to S3 or B2, or application-level dumps).

10.7.2 VPS Backup Add-on

Managed VPS Customers may purchase the VPS Backup Add-on at an additional 20% of the VPS Fee per billing cycle. The add-on covers periodic snapshots of the VPS retained on separate storage and is the only IT Nut-provided backup option for VPS. Specifications, retention, and restoration scope are described on the VPS product page.

11. Warranty Disclaimer

11.1 "As Is" and "As Available" Basis

To the maximum extent permitted by applicable law, the Services are provided on an "AS IS" and "AS AVAILABLE" basis, without warranties of any kind, express or implied. We specifically disclaim any implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising from course of dealing or usage of trade.

11.2 Specific Non-Warranties

Without limiting Section 11.1, we do not warrant that:

  1. The Services will be uninterrupted, error-free, or completely secure
  2. Any particular result will be achieved through use of the Services
  3. Any data, content, or information transmitted will be preserved against loss or corruption (notwithstanding any backup service purchased, which is governed by its own terms)
  4. The Services are suitable for storing data subject to specific regulatory requirements such as PCI-DSS (payment card data) or HIPAA (US health data), unless we have explicitly confirmed such compliance in writing

11.3 Third-Party Dependencies

Our Services rely on third-party infrastructure and software, including cPanel/WHM, LiteSpeed, CloudLinux, Imunify360, Softaculous, Cloudflare, our data-centre and colocation partners, upstream connectivity providers, payment gateways (bKash, SSL Commerz, Stripe, PayPal, Payoneer), ICANN-accredited domain registrars, and third-party SSL certificate authorities. We are not liable for outages, errors, or defects in third-party components beyond our reasonable control, though we will make commercially reasonable efforts to mitigate their impact on your Service.

11.4 Statutory Rights Preserved

Nothing in this Section limits any non-excludable rights you may have under the Bangladesh Consumer Rights Protection Act, 2009, or any equivalent mandatory consumer law in your country of residence.

12. Limitation of Liability

Please read this section carefully. It limits the amount and types of compensation you can claim from us. It is a fundamental part of this Agreement and the Fees we charge reflect this allocation of risk.

12.1 Aggregate Liability Cap

To the maximum extent permitted by applicable law, IT Nut's total aggregate liability to Customer for any and all claims arising out of or relating to this Agreement or the Services, regardless of the form of action (whether in contract, tort, negligence, strict liability, or otherwise) and regardless of the theory of liability, shall not exceed the total Fees actually paid by Customer to IT Nut for the affected Service during the three (3) months immediately preceding the event giving rise to the claim.

12.2 Exclusion of Indirect and Consequential Damages

In no event shall IT Nut be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to:

  • Lost profits or lost revenue
  • Loss of business opportunity or goodwill
  • Loss, corruption, or unauthorised access to data
  • Cost of substitute services or re-creation of data
  • Damage to reputation even if we have been advised of the possibility of such damages.

12.3 Carve-Outs

The limitations in Sections 12.1 and 12.2 do not apply to:

  1. IT Nut's gross negligence, wilful misconduct, or fraud
  2. IT Nut's indemnification obligations in Section 13
  3. Any liability that cannot be limited or excluded by applicable law, including certain non-excludable rights under the Bangladesh Consumer Rights Protection Act, 2009

12.4 Time Limit for Claims

Any claim arising out of or relating to this Agreement must be brought within one (1) year after the cause of action accrues. Claims brought after this period are permanently barred, subject to any longer limitation period mandated by applicable law.

12.5 Basis of the Bargain

Customer acknowledges that the Fees charged by IT Nut reflect the allocation of risk set forth in this Agreement and that IT Nut would not enter into this Agreement without these limitations. Customer acknowledges that these limitations are an essential basis of the bargain between the parties.

13. Indemnification

13.1 Customer Indemnity

You agree to indemnify, defend, and hold harmless IT Nut, its parent company Nut Digital LLC, and their respective directors, officers, employees, contractors, agents, suppliers, and licensors (the "Indemnified Parties") from and against any and all claims, demands, suits, proceedings, losses, liabilities, damages, settlements, judgments, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or in connection with:

  1. Your access to or use of the Services
  2. Your violation of this Agreement or any incorporated policy
  3. Your violation of any applicable law, regulation, or court order
  4. Your infringement or misappropriation of any third-party intellectual property or other right
  5. Any Content uploaded, transmitted, stored, or processed by you or through your Account
  6. Any dispute between you and a third party (including another Customer or your own end user)
  7. Fraudulent or unauthorised use of your Account resulting from your failure to secure your credentials

13.2 Procedure

To claim indemnification, we will: promptly notify you in writing of the claim; give you sole control of the defence and settlement (provided that any settlement requiring admission of fault, payment by us, or imposing ongoing obligations on us requires our prior written consent, which shall not be unreasonably withheld); cooperate with you, at your reasonable expense, in the defence. We reserve the right, at our own expense, to assume the exclusive defence and control of any matter subject to indemnification, in which case you agree to cooperate with our defence.

13.3 Survival

Your indemnification obligations survive termination of this Agreement.

14. Force Majeure

14.1 Definition

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement (other than payment obligations) to the extent such delay or failure is caused by circumstances beyond that party's reasonable control ("Force Majeure Event"), including but not limited to:

  1. Natural disasters (floods, cyclones, earthquakes, fires)
  2. Pandemics, epidemics, or public-health emergencies
  3. War, armed conflict, terrorism, civil disturbance, or riot
  4. Strikes, lockouts, or industrial action
  5. Submarine cable cuts, national backbone outages, or upstream connectivity failures
  6. Nationwide or region-wide internet shutdowns ordered by government authority
  7. Grid power failures or prolonged fuel shortages beyond the capacity of standby systems
  8. Data-centre-level incidents at our colocation or upstream providers
  9. Large-scale DDoS attacks exceeding normal mitigation capacity
  10. Government orders, including emergency ICT directives, removal orders under CSA 2023, or blocking directives
  11. Failures of third-party infrastructure (cPanel, LiteSpeed, Cloudflare, payment gateways, registries)
  12. Any other event of the type commonly understood as force majeure

14.2 Notification and Mitigation

The affected party will notify the other party of the Force Majeure Event as soon as reasonably practicable and will use commercially reasonable efforts to mitigate its impact and resume performance.

14.3 Effect

During a Force Majeure Event: the affected party's obligations are suspended, not extinguished; downtime attributable to the Force Majeure Event is excluded from SLA calculations. If the Force Majeure Event continues for more than 60 consecutive days, either party may terminate the affected Service upon written notice, and IT Nut will provide a pro-rata refund of any prepaid, unused Fees.

15. Governing Law, Jurisdiction, and Dispute Resolution

15.1 Governing Law

This Agreement and any dispute arising out of or in connection with it shall be governed by and construed in accordance with the laws of the People's Republic of Bangladesh, without regard to its conflict-of-law principles. For Customers located outside Bangladesh, the mandatory consumer-protection laws of their country of residence may apply in addition, where those laws cannot be contractually waived.

15.2 Good-Faith Resolution

Before initiating any formal dispute resolution, the parties will attempt in good faith to resolve any dispute through direct communication. Customer should send a written notice describing the dispute to [email protected]. The parties will have 30 days from the date of the notice to resolve the matter informally.

15.3 Arbitration

If informal resolution fails, any unresolved dispute, controversy, or claim arising out of or relating to this Agreement, including the formation, validity, interpretation, performance, breach, or termination, shall be finally settled by binding arbitration.

  1. Seat of arbitration: Bogura, Bangladesh
  2. Administering body: The Bangladesh Association of Software and Information Services (BASIS) Arbitration Panel for domestic disputes; or the Bangladesh International Arbitration Centre (BIAC) for disputes involving parties based outside Bangladesh, by mutual agreement
  3. Rules: The arbitration rules of the administering body in force at the time of the dispute
  4. Number of arbitrators: One (1), unless the parties agree otherwise
  5. Language: English (Bengali may be used by mutual agreement)
  6. Confidentiality: The arbitration and the award are confidential

15.4 Court Jurisdiction

Subject to Sections 15.2 and 15.3, the courts of Bogura, Bangladesh, shall have exclusive jurisdiction over any matter not resolvable by arbitration, including:

  1. Applications for interim relief, injunctions, or conservatory measures
  2. Enforcement of arbitral awards
  3. Matters that cannot, as a matter of law, be submitted to arbitration

15.5 Class Action Waiver

To the maximum extent permitted by applicable law, any dispute shall be brought on an individual basis only, not as a class, collective, or representative action. This clause does not limit any collective or class rights that cannot be waived under Bangladesh law.

15.6 Customer's Statutory Complaint Rights (Bangladesh)

This Agreement does not restrict Bangladesh Customers from lodging a complaint with the Directorate of National Consumer Rights Protection (DNCRP) under the Consumer Rights Protection Act, 2009. We encourage Customers to first contact us directly so we have a fair opportunity to resolve the matter, but we will not retaliate against any Customer for exercising statutory rights.

16. General Provisions

16.1 Entire Agreement

This Agreement, including all incorporated policies and Service-Specific Terms, constitutes the entire agreement between the parties and supersedes all prior or contemporaneous agreements, proposals, representations, and understandings regarding the subject matter.

16.2 Severability

If any provision of this Agreement is held invalid, illegal, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed. The remaining provisions will continue in full force and effect.

16.3 Waiver

No failure or delay by either party in exercising any right under this Agreement will be a waiver of that right. A waiver is effective only if given in writing.

16.4 Assignment

You may not assign, transfer, or sublicense this Agreement or your Account without our prior written consent. We may assign this Agreement in connection with a merger, acquisition, or sale of all or substantially all of our assets, with notice to you.

16.5 Relationship of the Parties

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.

16.6 Notices

  • Notices to Customer will be sent to the email address on the Account and are deemed received on the day sent
  • Notices to IT Nut should be sent to [email protected] for legal matters, [email protected] for billing matters, and [email protected] for abuse reports
  • Postal notices to IT Nut may be sent to: IT Nut Hosting, Nut Digital LLC, Bogura, Bangladesh

16.7 Language

This Agreement is published in English and Bengali. In case of any conflict or inconsistency, the English version shall prevail for purposes of legal interpretation. The Bengali version is provided for accessibility and is also available to Bangladeshi consumers for purposes of the Consumer Rights Protection Act, 2009.

16.8 Headings and Interpretation

Headings are for convenience only and do not affect interpretation. References to "including" mean "including without limitation". Singular terms include the plural and vice versa.

16.9 No Third-Party Beneficiaries

This Agreement is for the benefit of the parties only and creates no rights in any third party.

16.10 Survival

Sections 5 (to the extent of unpaid Fees), 6.1, 6.3, 7, 8, 10.4, 10.5, 11, 12, 13, 14.3, 15, and 16 survive termination of this Agreement.

16.11 Contact

By using IT Nut Hosting Services, you acknowledge that you have read, understood, and agreed to be bound by these Terms of Service and all incorporated policies. IT Nut Hosting — A Nut Digital LLC Company Bogura, Bangladesh | Established 2014 | BASIS Member ID: 23-08-028