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SERVICE AGREEMENT
<
TERMS AND CONDITIONS >
SERVICES
This Service Agreement
("Agreement")
applies to the purchase
from WebKeepers, Inc.
("WEBK") of
all services (collectively,
the "Services")
selected by Customer on
a WEBK Order Form or via
the information maintenance
interface that is accessible
on the WEBK Website ("Interface"),
as applicable, incorporated
by reference and attached
hereto, if any. WEBK reserves
the right to modify its
network and facilities
used to provide the Services
for purposes including
but not limited to accommodating
evolving technology and
increased network demand,
and providing enhanced
services. WEBK shall use
reasonable efforts to
notify Customer of any
planned changes to WEBK's
network or facilities
that may adversely affect
the Services provided
hereunder.
TERM
This Agreement shall be
for the term specified
by Customer on the Order
Form or via the Interface,
as applicable (the "Initial
Term"). This Agreement
will be automatically
renewed, at the end of
the Initial Term or any
extension thereof unless
either party provides
fourteen (14) days written
notice to the other of
termination of this Agreement
prior to the end of the
then current term. The
Initial Term and all extensions
thereof are collectively
referred to herein as
the "Term" of
this Agreement. Customers
may terminate this Agreement
prior to the end of the
Initial Term or any extension
thereof in accordance
with the Cancellation
section herein.
BILLING
AND PAYMENT
Fees:
During the term of this
Agreement, Customer shall
pay the fees for the Services
that are set forth on
the Order Form or the
Interface, as applicable.
In addition to such fees,
WEBK may charge taxes,
fees or assessments by
governmental agencies
and WEBK shall have the
right, at any time, to
pass through and invoice
to Customer any new or
increased taxes, fees,
assessments or other charges
imposed on or required
to be collected by WEBK
by any governmental agency.
Customer shall also be
responsible for paying
all taxes, fees or assessments
and other charges imposed
on Customer by any governmental
agency that may result
from this Agreement, or
any of the activities
contemplated hereunder.
Terms Of Payment:
Invoices are due and payable
upon receipt. If Customer,
in good faith, disputes
all or any portion of
an invoice, Customer must,
within thirty (30) days
of the date of the invoice,
(i) pay all undisputed
amounts and (ii) provide
WEBK with written notice
of the details of the
billing dispute, together
with all supporting documentation.
The parties agree to work
diligently and in good
faith to resolve all billing
disputes. Disputed amounts
found to be properly owed
to WEBK shall be paid
promptly following resolution
of the dispute, together
with the late-payment
interest fee set forth
below on such amount accrued
from the 30th day following
the date of the original
invoice. All payments
shall be made in U.S.
currency.
Service Continuation After
Initial Term:
The fees set forth in
the Order Form, or via
the Interface are guaranteed
during the Initial Term
of this Agreement. If
Customer continues to
receive the Services after
the Initial Term without
entering into a new agreement
or agreement extension,the
fees charged after the
Initial Term shall be
at the then standard WEBK
rates for such services,
without discount, determined
month to month.
Service Charge:
Customer will pay a late
payment charge equal to
1.5% (or the highest amount
permitted by law, whichever
is lower) per month or
portion thereof on the
outstanding balance of
any invoice remaining
unpaid thirty (30) days
after the date upon which
payment is due.
Suspension Or Interruption
Of Service For Non-Payment:
In the event Customer's
account becomes past due,
or if WEBK has a reasonably
held belief that Customer
may be unable to pay its
debts as they become due
(i.e., is financially
insecure), WEBK may, in
its sole discretion, suspend,
interrupt or disconnect
the Services upon three
(3) days written notice
to Customer. In the event
of such suspension, interruption
or disconnection, Customer
may be required to post
a deposit or such other
security, as WEBK reasonably
deems necessary in order
to resume receiving the
Services. In addition,
if WEBK reasonably determines
that Customer may be financially
insecure, WEBK may require
such other action of Customer
as WEBK reasonably determines
is necessary under the
circumstances, including
letters of credit, security
deposit(s), restrictions
on available credit or
other action as WEBK may
require from time to time
regardless of Customer's
then-current payment status
on its account or its
payment history on such
account. Failure to satisfy
WEBK's request for such
action within timelines
reasonably set by WEBK
may result in immediate
termination of service
without further notice.
Customer may not withhold
or set off any payment
for any reason without
WEBK's prior written consent.
WEBK shall have no liability
for any loss or damage
resulting from its suspension
or termination of Services
under this Agreement.
ACCEPTABLE
USES
Customer shall at all
times adhere to the WEBK
Acceptable Use Policy,
as amended from time to
time by WEBK effective
upon posting of the revised
policy on the WEBK website,
currently located at www.webk.net.
Notwithstanding anything
to the contrary contained
herein, WEBK may immediately
take corrective action,
including disconnection
or discontinuance of any
and all Services, or terminate
this Agreement in the
event of notice of possible
violation by Customer
of the WEBK Acceptable
Use Policy. In the event
WEBK takes corrective
action due to a violation
of the WEBK Acceptable
Use Policy, WEBK shall
not refund to Customer
any fees paid in advance
of such corrective action.
CANCELLATION
POLICY
Customer may terminate
this Agreement by giving
WEBK at least fourteen
(14) days prior written
notice. However, Customer
remains obligated to pay
all amounts remaining
in the Initial Term and
any extension thereof,
and if WEBK has purchased
equipment on behalf of
Customer, at Customer's
request or pursuant to
Customer's order, including
but not limited to circuit
and router, Customer shall
assume responsibility
for payments for such
equipment, until paid
in full.
In order to terminate
early, Customer's primary
contact person on the
account should notify
WEBK of such request to
do so. In the case of
credit card orders, all
termination requests should
be signed by Customer's
primary contact person
on the account who must
provide the last four
digits of the credit card
on file with WEBK. However,
WEBK shall not be liable
for unauthorized termination
of an account.
IP ADDRESS
OWNERSHIP
WEBK shall maintain and
control ownership of all
IP addresses that may
be assigned to Customer
by WEBK and WEBK reserves,
in its sole discretion,
the right to change or
remove any and all such
IP addresses.
CACHING
Customer expressly (i)
grants to WEBK a license
to cache the entirety
of Customer's Web Site,
including content supplied
by third parties, hosted
by WEBK under this Agreement
and (ii) agrees that such
caching is not an infringement
of any of Customer's intellectual
property rights or any
third party's intellectual
property rights.
DISK USAGE
Customer agrees that
disk usage shall not exceed
the number of megabytes
per month for the Services
ordered by Customer on
the Service Order Form.
WEBK reserves the right
to monitor the customer's
usage. If disk usage exceeds
the agreed upon number
of megabytes per month,
WEBK, in its sole discretion,
may assess additional
standard charges, disconnect
or discontinue any and
all Services, or terminate
this Agreement, in each
case, upon ten (10) days
advance written notice
to Customer. In the event
that WEBK elects to take
such action, Customer
shall not be entitled
to a refund of any fees
paid in advance of such
corrective action.
EQUIPMENT
Customer acknowledges
that any hardware, software,
and other equipment utilized
by WEBK to provide the
Services or supplied by
WEBK to Customer for purposes
of Customer receiving
the Services (collectively,
the "Equipment")
is and remains the property
of WEBK or its licensors,
subject to purchase rights,
if any, specifically granted
to Customer under this
Agreement. In the event
that Customer exercises
a purchase option for
the Equipment, Customer
acknowledges that any
rights or remedies Customer
may have regarding the
performance or compliance
of such purchased Equipment
are limited to warranties,
if any, extended by the
manufacturer of such Equipment,
to the extent that such
warranties are assignable
by WEBK to Customer. Customer
further acknowledges that
WEBK will have no responsibility
for any other equipment
utilized by Customer to
receive the Services whether
supplied by Customer or
any Third Party ("Customer
Equipment"). Customer
is responsible for risk
of loss or damage to any
Equipment supplied by
WEBK to Customer to enable
Customer to receive the
Services and shall ensure
that, during the term
of this Agreement, such
Equipment is insured for
full replacement value
with a reputable insurance
company licensed to do
business in the state
in which the Equipment
is located. Customer shall
operate the Equipment
supplied by WEBK in accordance
with WEBK and manufacturer's
guidelines. Customer is
entitled to use any Equipment
supplied by WEBK only
in connection with Customer
permitted use of the Service(s).
Customer shall not resell,
transfer, export or re-export
any Equipment, or any
technical data derived
therefrom, in violation
of any applicable United
States or foreign law
and is responsible for
loss of or damage to such
Equipment. WEBK reserves
the right to substitute,
change or modify the Equipment
or any software utilized
to provide the Services
at any time. WEBK shall
not be responsible for
any changes in Service(s)
that cause Customer Equipment
to become obsolete, require
modification or alteration,
or otherwise affect the
performance of the Service(s).
However, if practicable
(without an obligation
to expend funds or incur
additional costs), WEBK
will assist Customer in
resolving any such Equipment
problems over which WEBK
may have control. WEBK
may interrupt the Services
at any time, without liability
to Customer, to perform
scheduled or emergency
maintenance.
WEBK may, in its sole
discretion, take corrective
action, including assessment
of additional charges,
disconnection or discontinuance
of any and all Services,
or termination of this
Agreement, in the event
Customer engages in or
commits any of the following
acts:
(i) Alter, modify or improperly
use, including violations
of WEBK's Acceptable Use
Policy, any portion of
the Equipment or software
utilized to provide the
Services
(ii) Perform or attempt
to perform maintenance
services on the Equipment
unless specifically requested
by WEBK to do so
(iii) Attach devices or
other equipment not approved
by WEBK [or the original
manufacturer of the Equipment]
to the Equipment
(iv) Alter or modify Customer's
IP address space on any
interface on the Equipment
without prior communication
to WEBK In the event that
WEBK elects to take any
corrective action, Customer
shall not be entitled
to a refund of any fees
paid in advance prior
to such corrective action.
WEBK shall not have any
liability to Customer
in the event Customer
engages in or commits
any of the foregoing acts
nor shall WEBK be liable
to Customer for any corrective
action taken.
DISCLAIMER
OF WARRANTY
Customer acknowledges
and agrees that WEBK exercises
no control over, and accepts
no responsibility for,
the content of the information
passing through WEBK's
host computers, network
hubs and points of presence
(the "WEBK Network")
or the Internet. Notwithstanding
any other oral or written
communications between
WEBK and customer about
or in connection with
the services, to the extent
permitted by applicable
law, neither WEBK, its
employees, affiliate,
agents, suppliers, subcontractors,
third-party information
providers, merchants,
licensors nor the like
make any warranties of
any kind, either expressed
or implied, including,
but not limited to, warranties
of merchantability or
fitness for a particular
purpose, or non-infringement
for the services or any
equipment WEBK provides.
The services and equipment
provided under or associated
with this agreement are
provided on an "AS
IS" Bases. Neither
WEBK, its employees, affiliates,
agents, suppliers, subcontractors,
third-party information
providers, merchants,
licensors or the like,
warrant that the services
will not be interrupted
or error free; nor do
any of them make any warranty
as to the results that
may be obtained from the
use of the services or
as to the accuracy, reliability
or content of any information
services or merchandise
contained in or provided
through the services.
WEBK is not liable for
the content or loss of
any data transferred either
to or from customer or
stored by customer or
any of customer's clientele
via the service(s) provided
by WEBK.
INDEMNIFICATION
Customer will indemnify,
save harmless, and defend
WEBK and all directors,
officers, employees, subcontractors
and agents of WEBK (collectively
"indemnified parties")
from and against any and
all claims, damages, losses,
liabilities, suits, actions,
demands, proceedings (whether
legal or administrative)
and expenses (including
but not limited to reasonable
attorneys' fees) arising
out of or relating to
the use of the Services
by Customer, including
any violation of the WEBK
Acceptable Use Policy.
Such claims shall include,
but shall not be limited
to, claims based upon
trademark, service mark,
trade name, copyright
and patent infringement,
trademark dilution, tortious
interference with contract
or prospective business
relations, unfair competition,
defamation or injury to
reputation, or other injuries
or damage to business.
LIMITATION
OF LIABILITY
In no event shall WEBK,
its employees, affiliates,
agents, suppliers, subcontractors,
third-party information
provider, merchants, or
licensors (The "WEBK
Group") be liable
for any indirect, incidental,
special or consequential
damages, or loss of profits,
revenue, data or use,
suffered by customer or
any third party, whether
in an action in contract,
tort or strict liability
or other legal theory,
even if WEBK has been
advised of the possibility
of such damages. In no
event will the WEBK Group's
liability for any damages,
losses and causes of actions
whether in contract or
tort (including negligence
or otherwise) exceed the
actual amount paid by
Customer for the Service
which gave rise to such
damages, losses and causes
of actions during the
12-month period prior
to the date the damage
or loss occurred or the
cause of action arose.
Some jurisdictions do
not allow the exclusion
or limitation of warranties
or incidental or consequential
damages, or the limitation
of liability with respect
to death or personal injury
due to negligence, so
that the above limitations
or exclusions may not
apply to Customer. In
such jurisdictions, WEBK's
liability (and the liability
of its affiliates, agents,
content providers and
service providers) shall
be limited to the greatest
extent permitted by applicable
law.
FORCE MAJEURE
WEBK shall not be liable
for failure or delay in
performing its obligations
hereunder if such failure
or delay is due to circumstances
beyond its reasonable
control, including, without
limitation, acts of any
governmental body, war,
insurrection, sabotage,
embargo, fire, flood,
strike or other labor
disturbance, breakdown
or damage to machinery,
equipment or software,
malfunctioning of software,
corruption of data, interruption
of or delay in transportation,
unavailability of or interruption
or delay in telecommunications
or third party services,
failure of third party
software or inability
to obtain raw materials,
supplies, or power used
in or equipment needed
for provision of the Services.
If any such event continues
for a continuous period
of thirty (30) days, Customer
may terminate this Agreement.
INTELLECTUAL
PROPERTY
Customer represents and
warrants that Customer's
use of the Services shall
not infringe the intellectual
property or other proprietary
rights of WEBK or any
third party. Customer
further acknowledges that
all right, title and interest
in any and all technology,
including the software,
that is part of or provided
with the Services and
any trademarks or service
marks of WEBK or third
parties utilized in connection
with the Services (collectively,
"WEBK Intellectual
Property") is vested
in WEBK and/or in WEBK's
licensors. Unless otherwise
specifically provided
in this Agreement, Customer
shall have no right, title,
claims or interest in
or to the WEBK Intellectual
Property. Customer may
not copy, modify or translate
the WEBK Intellectual
Property or related documentation,
or decompile, disassemble
or reverse engineer the
WEBK Intellectual Property,
to use it other than in
connection with the Services,
or grant any other person
or entity the right to
do so. Unless otherwise
specifically provided
in this Agreement, Customer
is not authorized to distribute
or to authorize others
to distribute the WEBK
Intellectual Property
in any manner without
the prior written consent
of WEBK; provided, however,
that nothing in this sentence
would preclude Customer
from using the WEBK Intellectual
Property as incorporated
in the Services. This
paragraph shall not operate
to extinguish, restrict,
vary, waive or affect
in any manner whatsoever
any right, title or interest
which Customer may now
have or hereafter acquires
in, or in relation to,
the third-party software
that is part of or provided
with the Services solely
to the extent such third-party
licensors publicly provide
such rights, title or
interest in the third-party
software to Customer.
CONFIDENTIAL
INFORMATION
Each party acknowledges
that, in the course of
the performance of this
Agreement, it may have
access to customer information
and communications, including
proprietary information
claimed to be unique,
secret, or confidential,
and which constitutes
the exclusive property
and trade secrets of the
other party or third parties
("Confidential Information").
Except as provided in
WEBK's Acceptable Use
Policy (AUP), each party
agrees to maintain the
confidentiality of the
Confidential Information
and to use the Confidential
Information only to the
extent necessary for legitimate
business uses in connection
with this Agreement. Upon
request of either party
or on termination or expiration
of this Agreement, each
party shall return the
Confidential Information
of the other party then
in its possession. Nothing
in this Agreement shall
prohibit or limit either
party's use of information
which (a) is now, or hereafter
becomes, publicly known
or available through lawful
means; (b) is rightfully
in receiving party's possession,
as evidenced by receiving
party's records; (c) is
disclosed to the receiving
party without confidential
or proprietary restriction
by a third party who rightfully
possesses and rightfully
discloses the information;
(d) is independently developed
by the receiving party
without any breach of
this Agreement; (e) is
the subject of a written
permission to disclose
provided by the disclosing
party; or (f) is required
to be disclosed by law,
court order or request
by any government or regulatory
authority. Customer further
agrees and acknowledges
that WEBK may disclose
Customer account information
in accordance with WEBK's
AUP and Privacy Policy,
located at www.webk.net,
as amended from time to
time by WEBK effective
upon posting of the revised
policy at the URL.
CUSTOMER
DATA
Customer is solely responsible
for all its content residing
on WEBK servers, and except
as otherwise agreed with
WEBK, for the backup and
restoration of such content.
<
SELECTED SERVICES >
DOMAIN
NAME REGISTRATION
A. Registrar Services
WEBK has entered into
an agreement with accredited
domain name registrar(s)
to provide Customer with
domain name registration
services, for any requests
by Customer to WEBK to
register, or renew an
Internet domain name or
transfer a domain name
from another registrar
to the WEBK registrar.
As consideration for the
domain name registration
services provided by a
domain name registrar
to Customer, on behalf
of WEBK, Customer agrees
to pay WEBK, prior to
the effectiveness of the
desired domain name registration
or renewal, the then-current
amounts set forth in the
WEBK price schedule for
the initial registration
of the domain name and,
should Customer choose
to renew the registration,
subsequent renewals of
the registration. To view
the current rates for
using WEBK's domain name
services, please see WEBK's
PRICE SCHEDULE BY PRODUCT
CLASS (www.webk.net).
All fees are non-refundable,
in whole or in part, even
if Customer's domain name
registration is suspended,
cancelled or transferred
prior to the end of Customer's
then current registration
term. WEBK reserves the
right to change fees,
surcharges, renewal fees
or to institute new fees
at any time, for any reason,
at its sole discretion.
Customer's requested domain
name will not be registered
or renewed unless and
until WEBK receives actual
payment of the initial
registration fee and/or
renewal fee, and has confirmed
Customer's registration
in an email from WEBK
to the email address for
the Administrative Contact
indicated in Customer's
registration application
and/or on file.
B. Renewal
Customer must ensure that
all renewal fees are paid
when due; provide accurate
contact information to
WEBK; agree to existing
terms & conditions;
and follow all other procedures
as WEBK may indicate in
the renewal notification
that WEBK will send to
Customer's email address
on record at the time
the renewal notification
is sent. Any failure to
follow all required procedures
shall be at Customer's
sole risk. Should Customer
neglect to follow required
procedures within the
time specified, Customer's
registration may be cancelled.
Payment must be made by
credit card or such other
method as WEBK may indicate
in the renewal notification.
C. Cancellation; Reinstatement
In the event of a chargeback
by a credit card company
(or similar action by
another payment provider
allowed by WEBK) in connection
with the payments of the
registration fees or renewal
for Customer's domain
name registration, Customer
agrees and acknowledges
that the domain name registration
shall be transferred to
WEBK as the paying entity
for that registration
to the registry and that
WEBK reserves all rights
regarding such domain
name including, without
limitation, the right
to make the domain name
available to other parties
for purchase. WEBK will
reinstate Customer's domain
name registration solely
at WEBK's discretion,
and subject to WEBK's
receipt of the initial
registration or renewal
fee and WEBK's then-current
reinstatement fee.
D. Transfer
Customer will be responsible
for all costs and fees
associated with the registration
of Customer's domain name
including, but not limited
to, all costs and fees
for moving or transferring
such domain name. Under
no circumstances shall
WEBK be responsible for
this cost. WEBK may transfer
Customer's domain name
from one WEBK registrar
to another WEBK registrar
without Customer's request.
E. Use of Personal Information;
Updated Information.
Domain name registrars
and/or WEBK will collect
certain personal information
(including, without limitation,
contact information such
as name, address, email
address and telephone
number) ("Personal
Information") from
Customer during the registration
process. Customer agrees
and acknowledges that
domain name registrars
will share Personal Information
that Customer provides
(or that is gathered about
Customer during the registration
process, including, for
example, Customer's primary
domain name server and
the like), or that domain
name registrar or WEBK
otherwise maintains, with
one another, with the
Internet Corporation for
Assigned Names and Numbers
("ICANN"), with
registry administrator(s),
and with other third parties
as ICANN and applicable
laws and/or policy may
require or permit. Customer
further agrees and acknowledges
that domain name registrars
and/or WEBK shall be permitted
(and in some cases may
be required) to make publicly
available, or directly
available to third party
vendors, some, or all,
of the Personal Information
or domain name registration
information Customer provides,
for purposes of inspection
(such as through WEBK's
WHOIS service) or for
targeted marketing and
other purposes as required
or permitted by ICANN
and applicable laws. Customer
may access Customer's
Personal Information and/or
domain name registration
information in donamin
name registrars' or WEBK's
possession to review,
modify or update such
information, through Customer's
Control Panel/Interface.
WEBK will not process
data about any identified
or identifiable natural
person that WEBK obtains
from Customer in a way
incompatible with the
purposes and other limitations
which WEBK describes in
this Agreement. Domain
name registrars will take
reasonable precautions
to protect the information
it obtains from Customer
from loss, misuse, unauthorized
access or disclosure,
alteration or destruction.
Customer hereby irrevocably
waives any and all claims
and causes of action Customer
may have arising from
such disclosure or use
of Customer's Personal
Information and/or domain
name registration information
by domain name registrars
or WEBK.
F. ICANN Guidelines
Additionally, Customer
acknowledges that ICANN
may establish guidelines,
limits and/or requirements
that relate to the amount
and type of information
that domain name registrars
or WEBK may or must make
available to the public
or to private entities,
and the manner in which
such information is made
available. Customer hereby
consents to any and all
such disclosures and use
of, and guidelines, limits
and restrictions on disclosure
or use of, information
provided by Customer in
connection with the registration
of a domain name (including
any updates to such information),
whether during or after
the term of Customer's
registration of the domain
name.
G. Third Party Data
In the event that, in
registering the domain
name, Customer is providing
information about a third
party, Customer hereby
represents that Customer
has (1) provided notice
to that third party of
the disclosure and use
of the party's information
as set forth in this Agreement,
and (2) that Customer
has obtained that third
party's express consent
to the disclosure and
use of that party's information
as set forth in this Agreement.
H. Accuracy of Data
Customer acknowledges
that willfully providing
inaccurate information
or willfully failing to
update information promptly
will constitute a material
breach of this Agreement
and will be sufficient
basis for cancellation
of Customer's domain name
registration. (In addition,
under certain federal
laws, such provision of
inaccurate or false information
is one factor in determining
whether Customer may have
violated the trademark
rights of another party
in registering a domain
name confusingly similar
to such party's trademark.)
Customer is responsible
for notifying WEBK in
writing of changes in
its contact information.
In addition, Customer
further agrees that Customer's
failure to respond for
over fifteen (15) calendar
days to inquiries by domain
name registrars and/or
WEBK concerning the accuracy
of contact details associated
with Customer's registration
shall constitute a material
breach of this Agreement
and will be sufficient
basis for cancellation
of Customer's domain name
registration.
I. Domain Name Transfers
If Customer has requested
that the domain name registrar
of record for Customer's
domain name(s) (as identified
by Customer during the
registration process)
be changed to domain name
registrars, the following
terms shall apply: In
making the transfer request,
Customer represents and
warrants that: (i) Customer
is the rightful holder
of the registration for
the domain name(s) that
Customer seeks to transfer.
(ii) Customer is not in
default with respect to
any obligations that Customer
owes to the current registrar
of record. (iii) Customer
is not the subject of
any pending bankruptcy
proceeding, nor is Customer
a party to any dispute
concerning the use or
registration of the domain
name(s). (iv) The domain
name(s) are not currently
the subject of any dispute
or collection effort,
including any attachment,
levy, lien, garnishment,
escrow or other proceedings.
(v) Customer is authorized
to request the transfer
and to enter into this
Agreement. More than sixty
(60) days have passed
since the domain name(s)
was registered, transferred
to a new registrar, or
renewedCUSTOMER MAY NOT
TRANSFER A DOMAIN NAME
TO A NEW REGISTRAR WITHIN
SIXTY (60) DAYS OF INITIAL
REGISTRATION, OR ANY SUBSEQUENT
TRANSFER OR RENEWAL. Customer
agrees that neither WEBK
nor domain name registrars
will have any responsibility
for any obligations that
Customer may owe to the
current registrar of record
for the domain name(s)
Customer seeks to transfer,
and that Customer will
be responsible, pursuant
to the indemnification
provision herein, for
any costs that WEBK or
domain name registrars
may incur in resolving
any claims brought by
any third party (including
the current registrar
of record) relating to
this transfer. Customer
will not be entitled to
a refund or credit for
any amounts that Customer
may have paid to the current
registrar of record. Upon
the completion of the
transfer process, however,
the term of Customer's
registration will be extended
by the period for which
Customer has paid WEBK.
Customer agrees that WEBK
may charge Customer an
additional maintenance
fee in order to maintain
Customer's domain name
for any term carried over
from the current registrar
of record. Upon receipt
of a request to transfer
a domain name from another
registrar (losing registrar)
to WEBK and domain name
registrars, WEBK requires
validation of the request
from the Administrative
Contact on record at the
time of the transfer request.
Customer authorizes WEBK
and domain name registrars
to take all actions reasonably
necessary to transfer
the domain name(s), including
contacting and updating
Customer's registration
information with the current
registrar of record and
the registry. Except as
noted above, domain name
registrars and WEBK will
treat Customer's transfer
request as an initial
domain name registration
and will provide all subsequent
domain name services in
accordance with the terms
and conditions herein.
The term "register"
or "registration"
as used in this Agreement,
shall be read to include
the transfer of a domain
name registration from
Customer's current registrar
of record to domain name
registrars.
J. Third-Party Proprietary
Rights
Customer shall be solely
responsible for ensuring,
and hereby represents
and warrants to WEBK,
that Customer's domain
name does not infringe
upon any trademark, trade
names, service mark or
other proprietary rights
owned by a third party.
Customer agrees to be
bound by the terms of
the dispute policy adopted
by the domain name registry,
and related agreements
that Customer will be
asked to review and indicate
Customer's acceptance
of during the domain name
registration process.
In the case of gTLDS (global
Top Level Domains, including
but not limited to .com,
.net, .org, .biz, and
.info), the dispute policy
is the ICANN Domain Name
Dispute Policy, which
is posted at www.icann.org/udrp.
K. Welcome Page
Customer consents to WEBK's
activation of the registered
domain name on a "Welcome
Page" containing
a notice, "Welcome
to the Future Website
of domain name."
Such "Welcome Page"
indicates that WEBK registered
the domain name, and links
to WEBK Websites. This
"Welcome Page"
may be replaced by the
Customer when the Customer
contracts for Web hosting
and posts Customer's own
content.
L. Domain name search
process
WEBK endeavors to make
the domain name availability
search process reliable;
however, WEBK does not
guarantee availability
of domain names or the
accuracy or security of
the WHOIS system. The
registration process is
not complete until the
domain name requested
by Customer has been registered
in Customer's name with
the appropriate registry.
Because there are delays
in the actual registration
of a domain name with
the appropriate registry,
WEBK is not responsible
if domain names requested
by Customer are actually
registered to third parties.
<
MISCELLANEOUS >
GOVERNING
LAW
The validity, interpretation,
enforceability, and performance
of this Agreement shall
be governed by and construed
in accordance with the
laws of the State of California.
ENFORCEMENT
OF AGREEMENT
In the event it is necessary
for WEBK to enforce its
rights under this agreement,
Customer agrees to pay
all fees incurred by WEBK
(including, but not limited
to, attorney's fees and
collection agency fees)
AMENDMENT
OR WAIVER
Except as otherwise provided
herein, this Agreement
may not be amended except
upon the written consent
of Customer and an officer
of WEBK. No failure to
exercise and no delay
in exercising any right,
remedy, or power hereunder
shall operate as a waiver
thereof, nor shall any
single or partial exercise
of any right, remedy,
or power h |