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ENETREGISTRY CLIENT AGREEMENT
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AGREEMENT TO TERMS. By submitting this EnetRegistry Client Agreement (the "Client Agreement"), the Client agrees to be bound by the terms of the Client Agreement, as they may be modified from time to time, with respect to all services requested by Client ("Services") and with respect to all products requested by Client ("Products"). Client also agrees to be bound by all terms and conditions posted on the EnetRegistry website which apply generally or which relate to the specific Services and/or Products requested by Client, as such terms and conditions may be modified from time to time.
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REQUIRED INFORMATION. Client shall provide all information determined by EnetRegistry to be necessary for EnetRegistry to perform the Services and/or provide the Products.
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ORDER AND ACCEPTANCE. Services and/or Products may be requested only by on-line or electronic mail submission of requests or by separate written orders. EnetRegistry shall have no obligation to perform any requested Services and/or to provide any requested Products unless and until EnetRegistry has acknowledged its acceptance of the request in writing.
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PERSONAL DATA. EnetRegistry agrees not to process any personal data collected from Client in a manner incompatible with EnetRegistry’s policies for processing personal data, as posted on theEnetRegistry website. EnetRegistry agrees to take reasonable precautions to protect personal data collected from Client from loss, misuse, unauthorized access or disclosure, alteration, or destruction.
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WARRANTY. By requesting Services and/or Products, Client represents and warrants to EnetRegistry that:
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(1) all information provided by Client in connection with the request is complete, accurate, and current, and all information previously provided by Client remains complete, accurate, and current;
(2) Client will promptly advise EnetRegistry by electronic mail or in writing, as appropriate, of any material changes to such information during the period when EnetRegistry is providing the requested Services and/or Products;
(3) to the best of Client’s knowledge and belief, the Services and/or Products requested and the manner in which Client intends to use the results of the Services and/or Products will not infringe upon or otherwise violate the legal rights of any third party;
(4) Client is not requesting the Services and/or Products for an unlawful purpose;
(5) Client will not knowingly use the Services and/or Products in violation of any applicable laws, regulations, or third party rights;
(6) Client has received notice of and reviewed, and consents to, EnetRegistry’s policies for processing personal data, as posted on the EnetRegistry website; and
(7) before submitting personal data for any third party individuals to EnetRegistry, Client will have provided notice of EnetRegistry’s policies for processing personal data, as posted on the EnetRegistry website, to all such third party individuals, obtained the consent of all such third party individuals to such policies, and provided said consent to EnetRegistry.
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FEES. Client agrees to pay EnetRegistry’s fees, as posted or otherwise communicated to Client by EnetRegistry at the time of each request, for all Services and/or Products requested by Client.
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EXPENSES. In addition to fees for Services and/or Products, Client agrees to pay all expenses incurred in connection with Services and/or Products requested by Client, such as filing fees, photocopying, long distance telephone charges, postage, courier and overnight delivery, and other incidental expenses. EnetRegistry may, at its option, require Client to advance such expenses or pay them directly.
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PAYMENT. Payment of all applicable fees and expenses must be made in full at the time of request by credit card, debit card, wire transfer, withdrawal from a prepaid deposit account, or any other manner that may later be approved by EnetRegistry. By submitting a credit card or debit card number in payment of any fee and/or expense due to EnetRegistry, Client authorizes EnetRegistry to charge the submitted credit or debit card for all applicable fees and expenses and represents and warrants that Client either is the owner of the card or has been authorized by the owner of the card to incur and pay the fees using the card. Client agrees to pay EnetRegistry any amounts charged to a credit card or debit card which are unauthorized, reversed, canceled, or otherwise not collected.
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FINANCE CHARGE. At its option and in its sole discretion, EnetRegistry may in some cases choose to provide Services and/or Products and/or incur expenses on Client’s behalf without advance payment. All charges therefore will be invoiced to Client, with full payment due upon receipt. A finance charge will accrue at the rate of 1.5 % per month on all invoiced amounts which have not been paid within 10 days of invoice date, and also on any prepayments that are reversed, canceled, or otherwise not collected.
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VERIFICATION. EnetRegistry shall have no obligation to provide any Services and/or Products requested by Client until after EnetRegistry has verified payment of all applicable fees and expenses, such as by authorization from the issuer of the credit or debit card charged, confirmation of wire transfer or transfer of funds from a deposit account, or other confirmation, as applicable. Client acknowledges that verification may result in delays and/or denials of certain requests and agrees that EnetRegistry shall have no liability of any kind with respect to such delays or denials.
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NO REFUNDS. All fees and expenses are NON-REFUNDABLE after EnetRegistry's acknowledgement of acceptance of Client's corresponding request for Services and/or Products. Client acknowledges that this NO REFUND policy is necessary because of the nature of the Services and/or Products that EnetRegistry performs and the labor and non-recoverable costs it incurs in the performance of its Services.
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NO REVERSALS. Client agrees not to reverse or cancel any credit or debit card charge after EnetRegistry's acknowledgement of acceptance of Client's corresponding request for Services and/or Products under any circumstances. If any such reversal or cancellation occurs, EnetRegistry may recover the reversed or canceled payment by resubmitting the reversed or canceled charge, by applying any other payments received from Client to cover the reversed or canceled charge, by offsetting the reversed or canceled charge against any refunds or other amounts due to Client, or by any other legal means. Application of a payment to recover a different reversed or canceled payment shall relieve EnetRegistry of the obligation to perform the Services and/or to provide Products for which the payment was so applied, until Client submits full payment for such Services and/or Products (after recovery of the reversed or canceled payment).
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ACCEPTANCE, REJECTION. This Client Agreement shall not take effect until accepted by EnetRegistry as evidenced by its electronic mail or other written acknowledgement. EnetRegistry may for any reason reject this Client Agreement or refuse to provide any requested Services and/or Products without liability.
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CONFIDENTIAL INFORMATION. EnetRegistry agrees to take commercially reasonable measures, including encryption where feasible and appropriate, to preserve the confidentiality of all confidential information which Client provides to EnetRegistry with markings or other designation indicating that the information is confidential. EnetRegistry policy is to encrypt all confidential financial information, such as bank account numbers, for secure processing and transmission. Client acknowledges that no data storage and management system is 100% secure and immune from unauthorized access or inadvertent disclosure. Client also acknowledges that in some circumstances, EnetRegistry may be legally required to disclose certain information. Client agrees that EnetRegistry shall have no liability with respect to any disclosure of information resulting from hacking or unauthorized access, breach of security measures, fraudulent acts by third parties, or other disclosure not intended by EnetRegistry, nor for any disclosure of information which EnetRegistry believes in good faith to be legally required.
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NO ATTORNEY-CLIENT PRIVILEGE. Client acknowledges and agrees that EnetRegistry is not a law firm and cannot provide legal advice. EnetRegistry cautions, and Client acknowledges, that, because EnetRegistry is not an attorney or law firm, no attorney-client privilege applies between EnetRegistry and Client, and Client agrees not to provide any confidential information to EnetRegistry which Client expects to be protected by the attorney-client privilege. However, EnetRegistry will treat any proprietary and confidential information accordingly. Where appropriate and reasonably feasible, EnetRegistry may forward Client requests, or refer Client, to attorneys or law firms with respect to any Client requests that appear to involve legal services. ENETREGISTRY MAKES NO WARRANTY AND SHALL HAVE NO LEGAL LIABILITY WITH RESPECT TO ANY REFERRALS IT MAY MAKE TO ATTORNEYS OR LAW FIRMS.
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NO WARRANTY. ENETREGISTRY WILL PROVIDE ALL SERVICES REQUESTED UNDER THIS CLIENT AGREEMENT "AS IS" AND WITHOUT WARRANTY OF ANY KIND.
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EXCLUSIVE REMEDY. Client's exclusive remedy, and EnetRegistry's sole liability, for breach of any legal obligation in connection with this Client Agreement or with any Services and/or Products or information that were or should have been provided by EnetRegistry, or any other acts or omissions of EnetRegistry, shall be a refund of the fees actually paid by Client for any Services and/or Products were not performed or provided or were performed in a grossly negligent manner.
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NO DAMAGES LIABILITY. APART FROM A POSSIBLE REFUND AS DESCRIBED IN THE PRECEDING PARAGRAPH, ENETREGISTRY SHALL HAVE NO LIABILITY TO CLIENT FOR MONETARY DAMAGES. If payment is not received when due for any Services and/or Products requested under this Agreement, EnetRegistry shall have no liability for any actions it may take to negate the benefit to Client of the unpaid Services and/or Products.
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INDEMNITY. Client agrees to defend, indemnify, and hold EnetRegistry harmless against all claims, actions, proceedings, damages, expenses, and other losses, including attorney’s fees, incurred in connection with this Client Agreement, any requests made by Client and actions taken by EnetRegistry in response, any credit card charges made by EnetRegistry at the request of Client or Client’s agent, any Services and/or Products or information that were or should have been provided by EnetRegistry, or any other acts or omissions of EnetRegistry (on behalf of Client or otherwise), except for any such losses caused by the gross negligence or willful misconduct of EnetRegistry.
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CONTACT INFORMATION. Client shall insure that EnetRegistry has complete, current, and accurate contact information for Client at all times and shall inform EnetRegistry of all changes to Client’s contact information immediately as they occur. EnetRegistry shall have no liability based on failure to notify Client of any matter if the contact information Client has submitted to EnetRegistry is incomplete, inaccurate, or out-of-date at the time.
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ENFORCEMENT COSTS. EnetRegistry shall be entitled to recover all costs, including reasonable attorney’s fees, incurred in collecting any amounts due or otherwise enforcing its rights under this Client Agreement or in connection with any Services and/or Products rendered or activities undertaken by EnetRegistry on Client’s behalf.
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AMENDMENT. This Client Agreement may be amended by EnetRegistry at any time by posting proposed amendments on the EnetRegistry website at least 15 days before the posted effective date. Although EnetRegistry will attempt to notify Client of amendments by electronic mail based on the latest contact information submitted by Client, the amendments will take effect regardless of whether Client actually receives the notice.
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TERMINATION. Either party may terminate this Client Agreement without cause upon 15 days written notice or for material breach by the other party immediately upon written notice. Termination shall not impair EnetRegistry’s right to recover charges that were payable to EnetRegistry before termination or are invoiced after termination for Services rendered or expenses incurred before or after termination. All Services and/or Products requested before termination and wholly or partially completed after termination shall be governed by the terms of this Client Agreement.
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GOVERNING LAW AND FORUM. This Client Agreement shall be governed by and construed in accordance with the laws of the United States of America and the Commonwealth of Virginia. Client consents to the exclusive jurisdiction and venue of the courts serving EnetRegistry’s corporate headquarters, which is currently located in Fairfax County, Virginia, for the adjudication of disputes concerning or arising from this Client Agreement, any Services and/or Products or information that were or should have been provided by EnetRegistry, or any other acts or omissions of EnetRegistry or Client.
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ENTIRE AGREEMENT. This Client Agreement states the complete, final, and exclusive agreement of the parties concerning its subject and supersedes all earlier oral or written agreements, representations, promises, negotiations, and other communications between the parties. The terms and conditions of this Client Agreement may only be amended, supplemented, or waived by a later written agreement or as otherwise provided herein.
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SUBMISSION BY AGENT. If this Client Agreement is submitted by an agent on behalf of Client, Client is nonetheless bound as a principal by all terms and conditions of this Client Agreement. All requests for EnetRegistry’s Services and/or Products under this Client Agreement shall ratify any unauthorized acts of Client’s agent. In addition, Client is legally responsible for any misrepresentations, errors, omissions, and other acts by Client’s agent and agrees to defend and indemnify EnetRegistry, on the terms of the paragraph headed, Indemnity, above, for all misrepresentations, errors, omissions, and other acts by Client's agent. EnetRegistry will NOT REFUND fees paid by Client or Client's agent for any reason, including, but not limited to, in the event that the agent fails to comply with the terms and conditions of this Client Agreement or the agent provides incorrect, incomplete, or outdated information to EnetRegistry. By acting on behalf of Client, the agent certifies that he or she is authorized to request Services and/or Products on behalf of Client, that he or she is authorized to bind Client to the terms and conditions of this Client Agreement, and that he or she has apprised Client of the terms and conditions of this Client Agreement. The agent agrees to pay EnetRegistry for all Services and/or Products requested by the agent which the agent was not authorized by Client to request and to pay EnetRegistry all amounts submitted by the agent for charging to any credit card which are unauthorized, reversed, canceled, or otherwise not collected. The agent agrees to defend and indemnify EnetRegistry, on the terms of the paragraph headed, Indemnity, above, for all misrepresentations, errors, omissions, and other acts by the agent.
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AUTHORITY TO CONTRACT. The person submitting this Client Agreement represents and warrants that he or she is duly authorized to submit this Client Agreement on Client’s behalf and bind Client thereto. Client also represents and warrants that, if Client is an individual, Client is at least 18 years of age and is legally able to enter binding contracts under the laws of Client’s domicile, and if Client is an organization, Client has been validly formed, is currently in good standing, and is legally able to enter binding contracts under the laws of Client’s domicile.
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