USA
Be Found And Prosper
Service Agreement
This is Service Agreement Version Number 1
1.INTRODUCTION.
In this Service Agreement ("Agreement"), "you" and "your" refer to each customer ("Customer") and its agents, including each person listed in your account information as being associated with your account, and "we", "us" and "our" refer collectively to GeePage, LLC and its wholly-owned subsidiaries ("GeePage"). This Agreement explains our obligations to you, and your obligations to us in relation to the GeePage service(s) you purchase. By purchasing or otherwise applying for GeePage service(s), you agree to establish an account with us for such services. When you use your account or permit someone else to use your account to purchase or otherwise acquire access to additional GeePage service(s) or to modify or cancel your GeePage service(s) (even if we were not notified of such authorization), this Agreement as amended covers any such service or actions. Additionally, you agree that each person listed in your account information as being associated with your account for any services provided to you is your agent with full authority to act on your behalf with respect to such services in accordance with the permissions granted, and that the Primary Contact and Account Administrative Contact for your account shall have the authority, without limitation, to terminate, transfer (where transfer is permitted by the Agreement), or modify such services or your account information, or purchase additional services. Any acceptance of your application(s) or requests for our services and the performance of our services will occur at our offices in Toledo, Ohio (USA customers only), the location of our principal places of business. Except as otherwise expressly set forth in this Agreement, you agree that if you list, directly or by default, GeePage as a contact for your account and/or any of the services in your account, we have the right, without notice, to remove our name and/or information from any such account or service and to replace the same with the name and/or information provided by you for any other contact associated with that account or service.
2. VARIOUS SERVICES.
Sections 1 through 29 apply to any and all GeePage services that you purchase. The terms and conditions set forth in the Schedules of this Agreement apply only to customers who have purchased the GeePage services referenced in those Schedules. In the event of any inconsistency between the terms of Sections 1 through 30 and the terms of the Schedules, the terms of the Schedules shall control with regard to the applicable GeePage service. IMPORTANT NOTICE CONCERNING BUNDLED SERVICES: If you purchase GeePage services that are sold together as a "bundled" package (e.g., you select a Advertising package that includes both a Header Ad and a Page Listing, as opposed to your purchasing such services separately), termination of any part of the services will result in termination of all GeePage services provided as part of the bundled package. Please see Section 10(d) of this Agreement for more information. You acknowledge and agree that some or all of the services you purchase or receive from us may be provided by one or more vendors, contractors or affiliates selected by GeePage in its sole discretion.
3.FEES, PAYMENT AND TERM OF SERVICE.
As consideration for the services you purchased, you agree to pay GeePage the applicable service(s) fees set forth on our Web site at the time of your selection, or, if applicable, upon receipt of your invoice from GeePage. All fees are due immediately and are non-refundable, except as otherwise expressly noted in one or more of the Schedules to this Agreement. Customers who purchase Service(s) through outbound telemarketing and request cancellation of Service(s) within ten (10) days of purchase are entitled to a refund of all fees. If you qualify, we may extend payment terms to you under our Business Account Credit Program. GeePage will charge you a processing fee if you terminate or cancel any package prior to the completion of any limited money-back guarantee time period for that package or service (the "Processing Fee"). A Processing Fee of $29.95 will be charged for the cancellation of any one-year annual package. The Processing Fees for cancellation of multi-year packages will be: $24.95 per year for two-year packages, $19.95 per year for three-year packages, $14.95 per year for five-year packages and $9.95 per year for ten-year packages. Unless otherwise specified herein or on our Web site, each GeePage service is for a one-year initial term and renewable thereafter for successive one to ten-year terms, as set forth during the renewal process. Any renewal of your services with us is subject to our then current terms and conditions, including, but not limited to, successful completion of any applicable authentication procedure, and payment of all applicable service fees at the time of renewal. Except with respect to service to which you subscribe on a monthly basis, we will endeavor to provide you notice prior to the renewal of your services at least fifteen (15) days in advance of the renewal date. Additional payment terms may apply to the GeePage services you purchase, as set forth in the applicable Schedules to this Agreement. We may provide you with an opportunity to "opt in" to our automatic renewal process in accordance with the instructions (and subject to your agreement to the terms and conditions pertaining to that process) on our Web site. You agree that if you use of our auto-renew service, we will attempt to renew your service approximately sixty (60) days prior to its expiration , for the same term then-currently in place for the service, and at the then-current price for the service. You acknowledge and agree that the renewal price may be higher or lower than the price you paid for the then-current term of the service, and that we are authorized to charge your credit card on file for the renewal of the service(s). In any event, you are solely responsible for the credit card information you provide to GeePage and must promptly inform GeePage of any changes thereto (e.g., change of expiration date or account number). In addition, you are solely responsible for ensuring the services are renewed. GeePage shall have no liability to you or any third party in connection with the renewal as described herein, including, but not limited to, any failure or errors in renewing the services. In order to process a renewal under our auto-renew service, we may use third-party vendors for the purpose of updating the expiration date and account number of your credit card on file. Such third-party vendors maintain relationships with various credit card issuers and may be able to provide us with the updated expiration date and account number for your credit card by comparing the information we have on file with the information the third-party has on file. By selecting our auto-renew service, you acknowledge and agree that we may share your credit card information with such a third-party vendor for the purpose of obtaining any update to your credit card expiration date and account number. You agree to pay all value added, sales and other taxes (other than taxes based on GeePage income) related to GeePage services or payments made by you hereunder. All payments of fees for GeePage services shall be made in U.S. dollars. Set up fees, if any, will become payable on the applicable effective date for the applicable GeePage services. All sums due and payable that remain unpaid after any applicable cure period herein will accrue interest as a late charge of 1.5% per month or the maximum amount allowed by law, whichever is less.
4.ACCURATE INFORMATION.
You agree to: (1) provide certain true, current, complete and accurate information about you as required by the application process; and (2) maintain and update according to our modification procedures the information you provided to us when purchasing our services as needed to keep it current, complete and accurate. We rely on this information to send you important information and notices regarding your account and our services. You agree that GeePage (itself or through its third party service providers) is authorized, but not obligated, to use Coding Accuracy Support System (CASS) certified software and/or the National Change of Address program (and/or such other systems or programs as may be recognized by the United States Postal Service or other international postal authority for updating and/or standardizing address information) to change any address information associated with your account (e.g., registrant address, billing contact address, etc.), and you agree that GeePage may use and rely upon any such changed address information for all purposes in connection with your account (including the sending of invoices and other important account information) as though such changes had been made directly by you.
5. PRIVACY.
Our privacy statement, for all GeePage services is located on our Web site at http://www.GeePages.com/legal/privacy and is incorporated herein by reference for all such GeePage services. The applicable privacy statement sets forth your and our rights and responsibilities with regard to your personal information. You agree that we, in our sole discretion, may modify our privacy statement. We will post such revised statement on our Web site at least thirty (30) calendar days before it becomes effective. You agree that, by using our services after modifications to the privacy statement become effective, you have agreed to these modifications. You acknowledge that if you do not agree to any such modification, you may terminate this Agreement. We will not refund any fees paid by you if you terminate your Agreement with us except as otherwise expressly provided in one or more of the Schedules attached hereto. We will not process the personal data that we collect from you in a way incompatible with the purposes and other limitations described in our privacy statement. You represent and warrant that you have provided notice to, and obtained consent from, any third party individuals whose personal data you supply to us as part of our services with regard to: (i) the purposes for which such third party's personal data has been collected, (ii) the intended recipients or categories of recipients of the third party's personal data, (iii) which parts of the third party's data are obligatory and which parts, if any, are voluntary; and (iv) how the third party can access and, if necessary, rectify the data held about them. You further agree to provide such notice and obtain such consent with regard to any third party personal data you supply to us in the future. We are not responsible for any consequences resulting from your failure to provide notice or receive consent from such individuals nor for your providing outdated, incomplete or inaccurate information.6.OWNERSHIP.
Except as otherwise set forth herein, all right, title and interest in and to all, (i) registered and unregistered trademarks, service marks and logos; (ii) patents, patent applications, and patentable ideas, inventions, and/or improvements; (iii) trade secrets, proprietary information, and know-how; (iv) all divisions, continuations, reissues, renewals, and extensions thereof now existing or hereafter filed, issued, or acquired; (v) registered and unregistered copyrights including, without limitation, any forms, images, audiovisual displays, text, software and (vi) all other intellectual property, proprietary rights or other rights related to intangible property which are used, developed, comprising, embodied in, or practiced in connection with any of the GeePage services identified herein ("GeePage Intellectual Property Rights") are owned by GeePage or its licensors, and you agree to make no claim of interest in or ownership of any such GeePage Intellectual Property Rights. You acknowledge that no title to the GeePage Intellectual Property Rights is transferred to you, and that you do not obtain any rights, express or implied, in the GeePage or its licensors' service, other than the rights expressly granted in this Agreement. To the extent that you create any Derivative Work (any work that is based upon one or more preexisting versions of a work provided to you, such as an enhancement or modification, revision, translation, abridgement, condensation, expansion, collection, compilation or any other form in which such preexisting works may be recast, transformed or adapted) such Derivative Work shall be owned by GeePage and all right, title and interest in and to each such Derivative Work shall automatically vest in GeePage. GeePage shall have no obligation to grant you any right in any such Derivative Work.
7. EXCLUSIVE REMEDY; TIME LIMITATION ON FILING ANY CLAIM.
YOU AGREE THAT OUR ENTIRE LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHERWISE, WITH RESPECT TO ANY GEEPAGE SERVICE(S) PROVIDED UNDER THIS AGREEMENT AND/OR FOR ANY BREACH OF THIS AGREEMENT IS SOLELY LIMITED TO THE AMOUNT YOU PAID FOR SUCH SERVICE(S) DURING THE TERM OF THIS AGREEMENT. IN NO EVENT SHALL GEEPAGE, ITS LICENSORS AND CONTRACTORS (INCLUDING, BUT NOT LIMITED TO, THIRD PARTIES PROVIDING SERVICES AS PART OF THE SUBSCRIPTION SERVICE FOR ADVERTISMENT LISTING FROM GEEPAGE) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES EVEN IF GEEPAGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT A STATE DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY AS SET FORTH HEREIN GEEPAGE'S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW IN SUCH STATES. GeePage and its licensors and contractors disclaim any and all loss or liability resulting from, but not limited to: (1) loss or liability resulting from access delays or access interruptions; (2) loss or liability resulting from data non-delivery or data mis-delivery; (3) loss or liability resulting from acts of god; (4) loss or liability resulting from the unauthorized use or misuse of your account number, password or security authentication option; (5) loss or liability resulting from errors, omissions, or misstatements in any and all information or service(s) provided under this agreement; (6) loss or liability relating to the deletion of or failure to store e-mail messages; (7) loss or liability resulting from the development or interruption of your web site or your GeePage web site; (8) loss or liability from your inability to use our e-mail service, web site manager service or any component of the subscription service (for websites from GeePage); (9) loss or liability that you may incur in connection with our processing of your application for our services, our processing of any authorized modification to your account record or your agent's failure to pay any fees, including the initial registration fee or reregistration fee; (10) loss or liability as a result of the application of our dispute policy; or (11) loss or liability relating to limitations, incompatibilities, defects, or other problems inherent in xml, xkms, or any other standard not under GeePage sole control. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY OF OUR SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR SUCH CLAIM SHALL BE FOREVER BARRED.
8.DISCLAIMER OF WARRANTIES.
YOU AGREE THAT YOUR USE OF OUR SERVICE(S) OR OUR LICENSORS' SERVICES IS SOLELY AT YOUR OWN RISK. YOU AGREE THAT ALL OF SUCH SERVICES ARE PROVIDED ON AN "AS IS," AND "AS AVAILABLE" BASIS, EXCEPT AS OTHERWISE NOTED IN THIS AGREEMENT. WE AND OUR LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NEITHER GEEPAGE NOR OUR LICENSORS MAKE ANY WARRANTY THAT SERVICE(S) LICENSED HEREUNDER WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE(S) WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO WE OR OUR LICENSORS MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE(S) OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH OUR SERVICES. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. WE MAKE NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH ANY OF OUR SERVICES OR ANY TRANSACTIONS ENTERED INTO THROUGH SUCH SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN, YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. WE ARE NOT RESPONSIBLE FOR AND SHALL HAVE NO LIABILITY WITH RESPECT TO ANY PRODUCTS AND/OR SERVICES PURCHASED BY YOU FROM A THIRD PARTY.
9. INDEMNITY.
You agree to release, indemnify, defend and hold harmless GeePage and any of our (or their) contractors, agents, employees, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses, relating to or arising out of (a) this Agreement or the breach of your warranties, representations and obligations under this Agreement, (b) the GeePage services or your use of such services, including without limitation infringement or dilution by you, or someone else using our service(s) from your computer, (c) any intellectual property or other proprietary right of any person or entity, (d) a violation of any of our operating rules or policies relating to the service(s) provided, (e) any information or data you supplied to GeePage, including, without limitation, any misrepresentation in your application, if applicable, (f) the inclusion of meta-tags or other elements in any website created for you or by you via the GeePage services, or (g) any information, material, or services available on your licensed GeePage Web Site . When we are threatened with suit or sued by a third party, we may seek written assurances from you concerning your promise to indemnify us; your failure to provide those assurances may be considered by us to be a material breach of this Agreement. We shall have the right to participate in any defense by you of a third-party claim related to your use of any of the GeePage services, with counsel of our choice at our own expense. We shall reasonably cooperate in the defense at your request and expense. You shall have sole responsibility to defend us against any claim, but you must receive our prior written consent regarding any related settlement. The terms of this paragraph will survive any termination or cancellation of this Agreement.
10. TERMINATION.
a. - By You. You may terminate this Agreement upon at least thirty (30) days written notice to GeePage for any reason. b. - By Us. We may terminate this Agreement or any part of the GeePage services at any time in the event you breach any obligation hereunder, fail to respond within ten (10) calendar days to an inquiry from us concerning the accuracy or completeness of the information referred to in Section 4 of this Agreement, if we determine in our sole discretion that you have violated the GeePage Acceptable Use Policy, which is located on our Web site at http://www.GeePage.com/legal and is incorporated herein and made part of this Agreement by reference, or upon thirty (30) days prior written notice if we terminate or significantly alter a product or service offering.c. Effect of Termination. Except as otherwise expressly set forth herein or on our Web site, GeePage will cease charging your credit card, if applicable, for any monthly service fees as of the expiration of the monthly billing cycle in which the termination is effective. Unless otherwise specified in writing by GeePage, you will not receive any refund for payments already made by you as of the date of termination, and, you may incur additional fees (in the case of a monthly or annual subscription being paid over time, as provided in various Schedules below). If termination of this Agreement is due to your default hereunder, you shall bear all costs of such termination, including any reasonable costs GeePage incurs in closing your account. You agree to pay any and all costs incurred by GeePage in enforcing your compliance with this Section. Upon termination, you shall destroy any copy of the materials licensed to you hereunder and referenced herein. You agree that upon termination or discontinuance for any reason, we may delete all information related to you on the GeePage service, if applicable. In addition to the terms set forth herein, certain GeePage services may have additional terms regarding termination, which are set forth in the applicable Schedule. d. - Effect of Termination of Bundled Services. In addition to the terms set forth in subsection 10(c) above, if you purchase GeePage services which are sold together as part of a "bundled" package of services, any termination relating to such bundle will terminate all GeePage services included in such bundle. Upon the effective date of termination, GeePage will no longer provide the bundled services to you, any licenses granted you shall immediately terminate, and you shall cease using such services immediately; provided, however, that we may, in our sole discretion and subject to your agreeing to be bound by the applicable agreement(s) and to pay the applicable fees, allow you to convert certain services included in the bundled services to stand alone services.
9. REPRESENTATIONS AND WARRANTIES.
You agree and warrant that: (i) neither your registration nor use of the any of the GeePage services nor the manner in which you intend to use such GeePage services will directly or indirectly infringe the legal rights of a third party, (ii) you have all requisite power and authority to execute this Agreement and to perform your obligations hereunder, (iii) you have selected the necessary security option(s) for your account registration record, (iv) you are of legal age to enter into this Agreement (or you are at least 13 years of age and have your parents' permission to apply for services hereunder); and (vi) you agree to comply with all applicable laws and regulations.
10. MODIFICATIONS TO AGREEMENT.
Except as otherwise provided in this Agreement, you agree, during the term of this Agreement, that we may: (1) revise the terms and conditions of this Agreement; and/or (2) change part of the services provided under this Agreement at any time. Any such revision or change will be binding and effective 30 days after posting of the revised Agreement or change to the service(s) on GeePage Web sites, or upon notification to you by e-mail or United States mail. You agree to periodically review our Web sites, including the current version of this Agreement available on our Web sites, to be aware of any such revisions. If you do not agree with any revision to the Agreement, you may terminate this Agreement at any time by providing us with notice. Notice of your termination will be effective on receipt and processing by us. Any fees paid by you if you terminate your Agreement with us are nonrefundable, except as expressly noted otherwise in one or more of the Schedules to this Agreement, but you will not incur any additional fees. By continuing to use GeePage services after any revision to this Agreement or change in service(s), you agree to abide by and be bound by any such revisions or changes. We are not bound by nor should you rely on any representation by (i) any agent, representative or employee of any third party that you may use to apply for our services; or in (ii) information posted on our Web site of a general informational nature. No employee, contractor, agent or representative of GeePage is authorized to alter or amend the terms and conditions of this Agreement.
11. ACCOUNT ACCESS.
To access or use the GeePage services or to modify your account, you may be required to establish an account and obtain a login name, account number, password and/or passphrase. You authorize us to process any and all account transactions initiated through the use of your password and/or passphrase. You are solely responsible for maintaining the confidentiality of your password and passphrase. You must immediately notify us of any unauthorized use of your password or passphrase, and you are responsible for any unauthorized activities, charges and/or liabilities made through your password or passphrase. In no event will we be liable for the unauthorized use or misuse of your login name, account number, password or passphrase. You agree that we may log off any account that is inactive for an extended period of time.
12. AGENTS.
You agree that, if your agent, (e.g., your Primary Contact or Account Administrative Contact, Internet Service Provider, employee) purchased our service(s) on your behalf, you are nonetheless bound as a principal by all terms and conditions herein, including the domain name dispute policy. Your continued use of our services ratifies any unauthorized actions of your agent. By using your login name, account number or password, or otherwise purporting to act on your behalf, your agent certifies that he or she is authorized to apply for our services on your behalf, that he or she is authorized to bind you to the terms and conditions of this Agreement, that he or she has apprised you of the terms and conditions of this Agreement, and that he or she is otherwise authorized to act on your behalf. In addition, you are responsible for any errors made by your agent.13.RESERVED
14. RIGHT OF REFUSAL.
We, in our sole discretion, reserve the right to refuse to register you for GeePage service(s), or to delete your chosen services within the first thirty (30) calendar days from receipt of your payment for such services. In the event we do not register your chosen services, or register you for other GeePage service(s), or we delete your chosen services or other GeePage service(s) within such thirty (30) calendar day period, we agree to refund any applicable fee(s) you have paid. You agree that we shall not be liable to you for loss or damages that may result from our refusal to register your chosen services, the deletion of your chosen services or refusal to register you for other GeePage service(s).
15.NOTICES AND ANNOUNCEMENTS.
. (a) Except as expressly provided otherwise herein, all notices to GeePage shall be in writing and delivered via overnight courier or certified mail, return receipt requested to GeePage, Attention: Legal Department, 4623 W. Bancroft St., Toledo, Ohio 43615. All notices to you shall be delivered to your mailing address or e-mail address as provided in your account information (as updated by you pursuant to this Agreement) or to any e-mail address associated with your services registration(s) with GeePage. (b) You authorize us to contact you as our customer via telephone, at the number provided by you in your account information (as updated by you pursuant to this Agreement), which telephone number is incorporated herein by reference, e-mail or postal mail regarding information that we deem is of potential interest to you. Notices and announcements may include commercial e-mails, telephone solicitations and other notices describing changes, upgrades, new products and services or other information pertaining to Internet security or to enhance your identity on the Internet and/or other relevant matters.
16. SEVERABILITY.
You agree that the terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, in whole or in part, that term or provision will not affect the remainder of this Agreement; this Agreement will be deemed amended to the extent necessary to make this Agreement enforceable, valid and, to the maximum extent possible consistent with applicable law, consistent with the original intentions of the parties; and the remaining terms and provisions will remain in full force and effect.
17. ENTIRE AGREEMENT.
You agree that this Agreement, the rules and policies incorporated by reference in this Agreement (including, without limitation, the dispute policy and the privacy statement) are the entire, complete and exclusive agreement between you and us regarding our services and supersede all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement, including, without limitation, any purchase order provided by you for the services.
18. ASSIGNMENT AND RESALE.
Except as otherwise set forth herein, your rights under this Agreement are not assignable or transferable. Any attempt by your creditors to obtain an interest in your rights under this Agreement, whether by attachment, levy, garnishment or otherwise, renders this Agreement voidable at our option. You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes any of the services (or portion thereof) without GeePage prior express written consent.19. GOVERNING LAW.
a. You and GeePage agree that this Agreement and any disputes hereunder shall be governed in all respects by and construed in accordance with the laws of the State of Nevada, United States of America, excluding its conflict of laws rules. You and we each agree to submit to exclusive subject matter jurisdiction, personal jurisdiction and venue of the United States District Court for the Nevada District Ninth Circuit for any disputes between you and GeePage under, arising out of, or related in any way to this Agreement (whether or not such disputes also involve other parties in addition to you and GeePage). If there is no jurisdiction in the United States District Court for the Nevada District Ninth Circuit for any such disputes, you and we agree that exclusive jurisdiction and venue shall be in the courts of Lucas County, Toledo, Ohio b. Reserved. c. The parties hereby waive any right to jury trial with respect to any action brought in connection with this Agreement. d. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.
22. AGREEMENT TO BE BOUND.
By applying for a GeePage service(s) through our online application process or otherwise, or by using the service(s) provided by GeePage under this Agreement, you acknowledge that you have read and agree to be bound by all terms and conditions of this Agreement and documents incorporated by reference.
23. INDEPENDENT PARTIES.
Neither party nor their employees, consultants, contractors or agents are agents, employees or joint ventures of the other party, and they do not have any authority to bind the other party by contract or otherwise to any obligation. Each party shall ensure that the foregoing persons shall not represent to the contrary, either expressly, implicitly, by appearance or otherwise.24.
WAIVER.
No waiver of any provision of this Agreement shall be effective unless it is in writing and signed by an authorized representative of GeePage. The remedies of GeePage under this Agreement shall be cumulative and not alternative, and the election of one remedy for a breach shall not preclude pursuit of other remedies. The failure of a party, at any time or from time to time, to require performance of any obligations of the other party hereunder shall not affect its right to enforce any provision of this Agreement at a subsequent time, and the waiver of any rights arising out of any breach shall not be construed as a waiver of any rights arising out of any prior or subsequent breach.25.
EXPORT RESTRICTIONS.
You acknowledge and agree that you shall not import, export, or re-export directly or indirectly, any commodity, including your products incorporating or using any GeePage services in violation of the laws and regulations of any applicable jurisdiction.
26. U.S. Government Users.
In the event any software is provided by GeePage to a U.S. Government User, the software and accompanying documentation which are used as part of the GeePage service are "commercial items," as such terms are defined at 48 C.F.R. 2.101 (Oct 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sep 1995) and is provided to the U.S. Government only as a commercial end item. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (Jun 1995), all U.S. Government entities acquiring the use of the Service and accompanying documentation shall have only those rights set forth herein.27. FORCE MAJEURE.
Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to causes beyond its control including, but not limited to: earthquake; flood; fire; storm; natural disaster; act of God; war; terrorism; armed conflict; labor strike; lockout; boycott; supplier failures, shortages, breaches, or delays; or any law, order regulation, direction, action or request of the government, including any federal, state and local governments having or claiming jurisdiction over GeePage, or of any department, agency, commission, bureau, corporation or other instrumentality of any federal, state, or local government, or of any civil or military authority; or any other cause or circumstance, whether of a similar or dissimilar nature to the foregoing, beyond the reasonable control of the affected party, provided that the party relying upon this section (i) shall have given the other party written notice thereof promptly and, in any event, within five (5) days of discovery thereof and (ii) shall take all steps reasonably necessary under the circumstances to mitigate the effects of the force majeure event upon which such notice is based; provided further, that in the event a force majeure event described in this Section extends for a period in excess of thirty (30) days in the aggregate, GeePage may immediately terminate this Agreement.
28. HEADINGS.
The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.
29. SURVIVAL.
In the event this Agreement terminates as provided herein, Sections 1, 2, 3, 6, 7, 8, 9, 10(c), 10(d), 14, and 17 through 29 of this Agreement shall survive such expiration or termination.
SERVICE SPECIFIC TERMS:
The following terms apply in addition to Sections 1 through 29 only if you have purchased the particular service described:SCHEDULE A TO SERVICE AGREEMENT
LISTING GRAPHIC DESIGN SERVICES
In addition to the terms and conditions in the General Provisions and other applicable Schedules in the Agreement, the following additional terms and conditions shall apply to any and all customer purchases of the Custom Listing Graphic Design Services (as defined below).
1. Description of Custom Listing Graphic Design Service
1.1 GeePage will design a logo for the Customer (hereinafter referred to as "you or the "Customer") based upon direction and input provided to us by you. The Custom Listing Graphic Design Service may be collectively referred to as the "Design Services." Subject to the terms and conditions of this Agreement (which includes this and all other applicable Schedules) and during the term of this Agreement, GeePage agrees to provide to you the Design Services described on the GeePage web site and purchased by you during the sign-up process. GeePage reserves the right to amend its Design Services offerings and to add, delete, suspend or modify the terms and conditions of such Design Services, at any time and from time to time, and to determine whether and when any such changes apply to both existing and future customers.
1.2 Customer hereby grants to GeePage and its vendors and subcontractors all necessary rights and licenses with respect to the Customer's Listing Graphic created by GeePage in order to carry out its obligations under this Agreement and to make a reasonable number of archival or back-up copies as deemed necessary by GeePage.
1.3 The Custom Listing Graphic Design Service is an offering whereby customers can request that GeePage create and design a Custom Listing Graphic (each, a "Listing Graphic Creative" or "Creative"), revise those Creatives (each, a "Revised Creative") and obtain responses (each, a "Response") to those Creatives or Revised Creatives from design experts retained by GeePage ("Designers"). GeePage will provide you, as the Customer, the service according to the package you have chosen. Your Responses will be created iteratively through a drafting cycle of Creatives, Revised Creatives and Responses, ultimately resulting in a final Response conforming to your various Creative and Revised Creatives.
2. Your Obligations.
In order for GeePage to perform the Design Services in accordance with this Agreement, you shall be responsible for doing the following:2.1 Providing GeePage with all information requested by GeePage as well as any custom images (including, but not limited to, design, pamphlets, brochures, logos, and other images) that the Customer wishes to use in connection with development of your Listing Graphic Creative.
2.2 Contacting GeePage promptly to make changes, modifications, and enhancements to your Listing Graphic Creative starting from the date of sale.
2.3 Contacting GeePage promptly with notice of Customer's decision to cancel or discontinue the Design Services starting from the date of sale.
2.4 Obtaining Internet connectivity to access your Web site, to send and receive e-mail, and to otherwise access and utilize the Internet.
2.5 To the extent that Customer gathers any personal information about visitors to your Web site, Customer will not share that personal information with any third party without first obtaining a visitor's consent.
2.6 Ensuring that the Web site content provided by Customer does not infringe or violate the Intellectual Property rights (including, but not limited to, trademarks, trade names, copyrights, patents, domain registration rights, and trade secrets) or any other right of any third party (including, but not limited to, rights of privacy and contractual rights), and acquiring any authorization(s) necessary to use intellectual property or other proprietary information of third parties. By using the Design Services, Customer represents and warrants that any name or word submitted to be used as all or part of the URL associated with your Web site does not infringe any trademark or domain name rights of any third party.
2.7 Ensuring the accuracy of materials provided to GeePage, including, without limitation, Web site content, descriptive claims, warranties, guarantees, nature of business, and contact information for the Customer.
3. Information and Content You Provide.
If you provide any information that is untrue, inaccurate, incomplete or not current, or we have reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current, GeePage has the right to suspend or terminate your account and refuse any and all current or future use of the Design Services (or any portion thereof).
4. Non-Interference By You.
Customer will use the Design Services in a manner which does not interfere with or disrupt other network users, services, or equipment, and GeePage reserves the right to terminate or suspend the Design Services without notice if such interference is determined by GeePage to exist. Such interference or disruption includes, but is not limited to:4.1 wide-scale distribution of messages, including bulk e-mail or unsolicited spam e-mail, or wide-scale distribution of messages to inappropriate mailing lists, newsgroups, or other public or private forums,
4.2 propagation of computer worms or viruses, and
4.3 use of the network to make unauthorized entry to other computational, information, or communications devices or resources. This includes unauthorized security probing activities or other attempts to evaluate the security integrity of a network or host system without permission.
5. Unauthorized or Inappropriate Use.
GeePage reserves the right to deny, terminate, or suspend Design Services without notice if, in GeePage' sole discretion, the Design Services are used by Customer in a manner that violates or may violate the following standards or the AUP, and GeePage reserves the right to reject, alter, modify, or remove Customer's website, website domain name, URL address, or any website content (including, but not limited to, any language, words, text, photographs, designs, drawings, graphics, images, symbols, or logos) which GeePage in its sole discretion deems to be in violation of the AUP or (i) an infringement on or a mechanism designed to facilitate the infringement of a propriety interest of any third party, including without limitation, any copyright, trademark, domain registration right, trade secret, or patent right, or (ii) stating or implying that the Web site is placed by GeePage or any party with a contractual relationship with GeePage, or that such parties endorse the Customer's products or services, or (iii) pornographic or obscene.5.1 GeePage neither sanctions nor permits hosted site content or the transmission of data that contains illegal or obscene material or fosters or promotes illegal activity. GeePage reserves the right to immediately suspend or terminate any site or transmission that violates this policy, without prior notice. In the event of such termination, Customer agrees that the unused portion of any fees Customer may have paid for any services rendered to Customer by GeePage are an appropriate recompense to GeePage for the time required to respond to and address issues created by Customer's illegal or obscene site/content, and Customer agrees not to seek recovery of those fees. Further, should Customer violate this Agreement or the AUP, GeePage will actively assist and cooperate with law enforcement agencies and government authorities in collecting and tendering information about Customer, Customer's website, the illegal or obscene content, and those persons that may have inappropriately accessed, acquired, or used the illegal or obscene content.
6. Additional Indemnification Obligations.
In addition to your indemnification obligations set forth elsewhere in this Agreement, you agree to defend, indemnify, and hold harmless GeePage and each of its officers, directors, employees, agents, affiliates, co-branders or other partners, and employees of any of the foregoing, from, against, and in respect of: (i) any and all losses, damages or deficiencies resulting from any third party claim in connection with your web site (including, but not limited to, web site content) or the URL and (ii) all costs and expenses incident to any and all actions, suits, proceedings, claims, demands, assessments, or judgments in respect thereof regardless of the merit thereof, including reasonable legal fees and expenses (whether incident to the foregoing or to GeePage' enforcement of said rights or defense and indemnity).
7. Ownership of Your Content.
With the exception of your ownership interest in the information, materials, images, photos and other content that you provide to us for inclusion in your web site, the following terms and conditions apply to ownership rights: Subject to your compliance with this Service Agreement, you shall own the final logo work product and the final custom interactive web design product provided to you by GeePage (the "Final Product"). You shall not, however, own any materials, media or other content generated during any revision cycles leading up to the Final Product, and GeePage expressly reserves all right, title and interest in and to the same. You acknowledge and hereby grant to GeePage a royalty-free, irrevocable exclusive worldwide right to use Creatives, Revised Creatives, initial artwork concepts, website mockups, revisions, individual Responses provided to you, and the Final Product for internal and archival purposes, and in order to display and promote the GeePage Design Services. GeePage retains the rights to all artwork concepts and other content not selected by you. You acknowledge that your ownership rights under this Service Agreement are limited to the Final Product, and that no trademarks or service marks in or to any Final Product are being conveyed under this Service Agreement. You hereby acknowledge that GeePage shall have no obligation or duty to perform trademark, service mark or copyright searches or inquiries, or the like, in order to validate the propriety or legality of the Final Product. Accordingly, you are encouraged to perform your own independent searches with regard to the Final Product. Furthermore, you acknowledge that GeePage shall have no responsibility or obligation of any kind to assist you in seeking state or federal intellectual property protection (i.e., without limitation, trademark or copyright registration) for the Final Product, nor shall GeePage be responsible for otherwise assisting you in any way in your attempt to perfect your rights in or to the Final Product.
8. Customer Interactive Statement of Work.
In addition to the terms and conditions set forth in this Services Agreement and this Schedule, the Customer shall be bound by the terms of the Statement of Work which shall be prepared by GeePage and mutually agreed to by Customer and GeePage. The Statement of Work may contain, but may not be limited to, a list or description of the services our Designers will provide you as part of the Custom Design Services, a list of technical, graphic or other special features that will be incorporated for delivery of the Final Product, applicable fees and payment schedule, and a description of any applicable cancellation fee or policy. This Statement of Work shall become a part of this Services Agreement and shall be subject to all terms and conditions of the Services Agreement.
9. Fees and Payment Terms.
Fees for the Design Services selected by you will be on a pre-paid basis, due and payable at the beginning of the term (meaning at the beginning of the first year and thereafter at the beginning of each month), unless (at time of your purchase) we provide you with the ability to pay for the first year of your subscription on a monthly basis (in which case we will charge your credit card at the beginning of each monthly period during your first year subscription) or unless another fee or payment structure is mutually agreed to by you and GeePage in writing. You agree that in the event you terminate your subscription to the Design Services prior to the completion of your first one-year commitment, you will not receive a refund of any fees paid and, in the event we have permitted you to pay on a monthly (or other payment-over-time) basis, you will be obligated to pay us for the balance of your total first-year fees (for which you agree we may charge your credit card on file). After your first year's subscription, we will continue billing your credit card at the beginning of any and all subsequent monthly terms until such time as you or we terminate the Design Services. GeePage shall have the right to charge you, and you agree to permit GeePage to charge your credit card $25.00, should you choose to cancel the Design Package within 180 days from the date of purchase and after design work has started.
SCHEDULE B
ADVERTISING
In addition to the terms and conditions in the General Provisions and other applicable Schedules in the Agreement, the following additional terms and conditions shall apply to any and all purchases of Advertising Service(s) (as defined below).
1. Description of the Service.
For purposes of this Schedule B to the Service Agreement, the "Advertising Services" or "the Service" shall mean that program whereby Customers wishing to advertise and drive traffic to their web site(s), services or products, pay for listings to appear on Traeledo’s website and/or in the search results generated by GeePage and/or its search partners in response to a keyword search term. Advertising on GeePage does not in any way guarantee that all or any of the search terms submitted will be accepted by GeePage. GeePage reserves the right, at any time and from time to time to reject and/or remove any search terms submitted by Customers as well as grant to other clients access to those search terms. As used in this agreement, the terms "Client", "Customer" and "You" mean you and the company or entity, which you represent.
2. Display of Advertisement.
Customer agrees that it shall work with GeePage on all of the graphics, text and other data which GeePage will use to comprise the Advertisement that Customer intends to have displayed through the Service ("Advertisement"). Customer hereby grants to GeePage a non-exclusive, royalty-free, worldwide right and license by all means and in any media to use, reproduce, distribute, modify for technical purposes, publicly perform, publicly display and digitally perform such Advertisement and all its constituent parts. Customer agrees that it shall bear all responsibility and liability for any and all claims related to the Advertisement or copy, data or text that relate to the Advertisement. Customer further agrees that GeePage shall have no liability for any and all claims that relate to any Advertisement or copy, graphics, data or text that relate to the Advertisement.
3. Advertising Guidelines.
Customer acknowledges and agrees that in order for GeePage to maintain the integrity of the Service, Customer is subject to this Schedule B to the Service Agreement. GeePage may, in its sole discretion, reject, cancel or remove at any time any Advertisement from the Service for any reason without prior notice to the Customer. GeePage will not be liable in any way for any rejection, cancellation or removal of any Advertisement. Customer represents and warrants that: (a) it has all necessary authority to enter into this Agreement; (b) it has all necessary licenses, permits, clearances and/or rights to use the Advertisements; (c) it will comply with all applicable laws; (d) any use and display of the Advertisements shall not: (i) infringe or violate any patent, copyright, trademark, service mark, trade secret, or other intellectual property right of a third party, including any right of privacy or publicity; (ii) violate any federal, state or local laws or regulations or foreign laws; (iii) contain material that is pornographic, obscene, defamatory, libelous, fraudulent, misleading, threatening, hateful, or racially or ethnically objectionable; (iv) be likely to result in any consumer fraud, product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity, or (v) contain viruses, Trojan horses, trap doors, back doors, worms, time bombs, cancelbots or other computer programming routines that may potentially damage, interfere with, intercept, or expropriate any system data or personal information.
4. Non-Refundable Setup Fee.
GeePage will charge Customer a non-refundable setup fee of $25 ("Set-up Fee").
5. Cancellation;
Termination. GeePage may at any time terminate the Service, terminate this Agreement or cancel any Advertisement. GeePage will notify Customer by email of any such termination or cancellation which shall be effective immediately. Upon cancellation or termination Customer shall remain liable for any amounts on any Advertisements through the date of such cancellation or termination.
6. Prohibited Uses.
Customer agrees not to: (i) generate fraudulent impressions of or fraudulent clicks on any advertisements on the Service, including but not limited to using robots or other automated query tools and/or computer generated search requests, and/or the fraudulent use of other search optimization services and/or software; (ii) advertise substances, services, products or materials that are illegal; (iii) violate any policy posted in the Acceptable Use Policy; (iv) fraudulently redirect end user including but not limited to unauthorized use of proprietary rights, copyrights, trademarks, or servicemarks in URLs, use of false or misleading URLs, use of "ghosting", "cloaking", and/or "doorway pages" methods; or (v) engage in any other illegal or fraudulent business practices. GeePage reserves the right to manually review all creative for quality and relevancy and reserves the right to refuse any Advertisement should GeePage or a GeePage affiliate determine it to be inappropriate or irrelevant for any reason whatsoever.Listing and advertisement services are not intended to assist You in engaging in unlawful or morally objectionable activities. GeePage' search engine partners reserve the right to refuse or remove any URL or web page from a search engine's index for any reason. Furthermore, GeePage explicitly reserves the right to terminate Your license or Your Service if it comes to GeePage' attention that You are using listing and advertisement services to enable or otherwise enhance Your participation in objectionable activities, which include, but are not limited to, the following: spamming or churning; activities designed to undermine the validity and/or credibility of search engine results; activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties; activities prohibited by the laws of the United states and/or foreign territories in which You live or access the Internet; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography; activities that are tortuous, vulgar, obscene, invasive of the privacy of a third party, racially, ethnically, or otherwise objectionable; activities designed to impersonate the identity of a third party; or activities designed to harm minors in any way.
GeePage reserves the right at its sole discretion to refuse to sell its Service for the following category of sites: pharmacy, gambling and adult sites as well as any other site that may be in violation of the law. GeePage listing and advertisement services only apply to English language Web sites advertising on US based search engines.
You agree that any URL or web page you submit for listing and advertisement must resolve to an operational web page and may not resolve to a DNS error, a 404 error or other error message. The description of your web page must be relevant to the page content.
You represent and warrant that Your URL and/or web page(s) do not infringe the intellectual property rights of any third party. You further represent and warrant that GeePage, its search engine and directory partners, and each of them, have the right and license under any rights or interests You may have in Your URL and/or web page(s) to publicly perform, publicly display, and distribute any search listings and to copy, modify or manipulate the search listings as necessary to conform to search engine standards.
7. Use of Service.
Customer agrees to pay all applicable charges under this Agreement, including any applicable taxes or charges imposed by any governmental entity. Customer acknowledges that GeePage may change the pricing for services at any time. If GeePage, in its sole discretion, believes that Customer's ability to pay timely is or becomes questionable, GeePage may require payment in advance or may immediately stop serving and displaying Customer's Ads.All requested URL links, search terms and descriptions are subject to GeePage' approval. GeePage reserves the right to reject, cancel or remove any URL link, search terms and descriptions at any time for any reason whatsoever.
8. Relevancy.
You may only submit listings, advertisements and descriptions to GeePage' that are relevant to your web site(s) or to those web page(s) contained in your web site(s). All listing, advertisement and descriptions submitted are subject to relevancy review by GeePage, and are subject to removal or rejection.
9. Trademark Searches.
Due to the volume of search terms/keywords generated through the Service, GeePage will not perform trademark searches on search terms/keywords that it recommends. GeePage reserves the right to remove or delete search terms/keywords in the event that a third party demonstrates to GeePage that a customer's use of a search term/keyword may infringe such third party's intellectual property rights.
Acceptable Use Policy
This Acceptable Use Policy encourages the responsible use of GeePage's services and delineates the relatively narrow range of uses of GeePage services that are contrary to GeePage' mission, generally because such uses either pose an unacceptable risk to the stability, integrity, or quality of GeePage's systems or the systems of its vendors, or harm (or threaten to harm) the rights and interests of third parties. This Acceptable Use Policy supplements your Service Agreement with us. Uses of the GeePage services described below are prohibited. Prohibited UsesI. You agree to comply with all applicable local, state, national and international laws and regulations regarding use of all services delivered by GeePage. The following are prohibited uses of our services:
1. Transmission, distribution, uploading, posting or storage of any material in violation of any applicable law or regulation is prohibited. This includes, without limitation, material protected by copyright, trademark, trade secret or other intellectual property right used without proper authorization, and material that is obscene, defamatory, libelous, unlawful, harassing, abusive, threatening, harmful, vulgar, constitutes an illegal threat, violates export control laws, hate propaganda, fraudulent material or fraudulent activity, invasive of privacy or publicity rights, profane, indecent or otherwise objectionable material of any kind or nature. You may not transmit, distribute, or store material that contains a virus, "Trojan Horse," corrupted data, or any software or information to promote or utilize software or any of GeePage services to deliver unsolicited e-mail. You further agree not to transmit any material that encourages conduct that could constitute a criminal offense, gives rise to civil liability or otherwise violates any applicable local, state, national or international law or regulation.
2. Sending Unsolicited Bulk Email ("UBE", "spam"). The sending of any form of Unsolicited Bulk Email through GeePage' servers is prohibited. Likewise, the sending of UBE from another service provider advertising a web site, email address or utilizing any resource hosted on GeePage' servers, is prohibited. GeePage accounts or services may not be used to solicit customers from, or collect replies to, messages sent from another Internet Service Provider where those messages violate this Policy or that of the other provider.
3. Running Unconfirmed Mailing Lists. Subscribing email addresses to any mailing list without the express and verifiable permission of the email address owner is prohibited. All mailing lists run by GeePage customers must be Closed-loop ("Confirmed Opt-in"). The subscription confirmation message received from each address owner must be kept on file for the duration of the existence of the mailing list. Purchasing lists of email addresses from 3rd parties for mailing to or from any GeePage-hosted domain, or referencing any GeePage account, is prohibited.
4. Advertising, transmitting, or otherwise making available or using any software, program, product, or service that is designed to violate this AUP or the AUP of any other Internet Service Provider, which includes, but is not limited to, the facilitation of the means to send Unsolicited Bulk Email, initiation of pinging, flooding, mail-bombing, denial of service attacks.
5. Forwarding Internet users to any Web site that, if such web site were provided by GeePage, would violate the provisions of this Acceptable Use Policy.
6. Using GeePage services to provide anonymity to activities which are unlawful, fraudulent, or violate the intellectual property rights of a third party.
7. Using the service, or knowingly or recklessly permitting others to use the services: (a) for any unlawful, invasive, infringing, defamatory, or fraudulent purpose; (b) to alter, steal, corrupt, disable, destroy, trespass or violate any security or encryption of any computer file, database or network; (c) so as to materially interfere with the use of GeePage' network by other customers or authorized users; (d) in a manner that is inconsistent with GeePage routing policies, provided you have notice of such policies or such policies are publicly available on GeePage Web site; (e) in violation of the applicable acceptable use policies of GeePage' backbone providers, provided you have notice of such policies or such policies are publicly available on such backbone providers' Web sites; (f) to alter, tamper with, adjust, repair or circumvent any aspect of the services provided by GeePage; or (g) in a manner which, in GeePage opinion, is inconsistent with the generally accepted rules of Internet etiquette and conduct.
8. Unauthorized attempts by a user to gain access to any account or computer resource not belonging to that user (e.g., "cracking").
9. Obtaining or attempting to obtain service by any means or device with intent to avoid payment.
10. Engaging in any activities that do or are designed to harass, or that will cause a denial-of-service (e.g., synchronized number sequence attacks) to any other user whether on the GeePage network or on another provider's network.
11. Using GeePage's services in a manner that interferes with the use or enjoyment of the GeePage network or other services by other customers or authorized users. This shall include excessive use of services which impair the fair use of other GeePage customers.
12. Holding of GeePage (including its affiliates) or their employees or shareholders up to public scorn, ridicule, or defamation.
13. Impersonating any person or entity, including, but not limited to, a GeePage official, or falsely stating or otherwise misrepresenting your affiliation with a person or entity.
II. You acknowledge and agree that it is a violation of this AUP for your services to cause an interruption or degradation of, interference with, or disproportionate burden on the operations of GeePage' systems or the services of other customers, regardless of whether such interruption, degradation, interference or burden is the result of your actions or those of a third party over which you have no control.
III. You are solely responsible for the content you furnish to GeePage in connection with your Web site or other services we provide to you, or make available to others through use of our services. GeePage cannot and does not design (except where you are receiving our Design Services), review or screen content you provide to us for inclusion in your Web site (or that you use, provide or make available in connection any services we provide to you) and does not assume any obligation to monitor such content. However, you agree that we may review your Web site or other content in responding to a third party complaint or for any other reason.
IV. You may access and use our services for lawful purposes only and you are solely responsible for the knowledge and adherence to any and all laws, statutes, rules and regulations pertaining to your use of our services. You agree that you will not (i) use the services to commit a criminal offense or to encourage conduct that would constitute a criminal offense or give rise to a civil liability, or otherwise violate any local state, Federal or international law or regulation; (ii) upload or otherwise transmit any content that you do not have a right to transmit under any law or contractual or fiduciary duty; (iii) interfere or infringe with any trademark or proprietary rights of any other party; (iv) interfere with the ability of other users to access or use our services; (v) claim a relationship with or to speak for any individual, business, association, institution or other organization for which you are not authorized to claim such a relationship; (vi) interfere with or disrupt the service or servers or networks connected to the service, or disobey any requirements, procedures, policies or regulations of networks connected to the service; or (vii) reproduce, duplicate, copy, use, distribute, sell, resell or otherwise exploit for any commercial purposes any portion of the services.
V. You represent and warrant that no federal, state or local authority prohibits or materially limits GeePage from transacting business with you or providing our services to you or your agents, representatives, affiliates or related entities. If, at any time, a federal, state or local authority prohibits or materially limits the transaction of business or our provision of services to you or your agents, representatives, affiliates or related entities, such prohibition or restriction shall be a violation of this Acceptable Use Policy and a material breach of the Service Agreement.
Violations
If GeePage determines in its sole discretion that your conduct violates the terms of this Acceptable Use Policy, GeePage may suspend, restrict, terminate, or take any other appropriate action with regard to your services without any obligation to refund fees paid. GeePage reserves the right to take such actions without notice to you. You understand that we reserve the right to conclude that your conduct is in violation of the standards set forth in this Acceptable Use Policy, and we may arrive at such a conclusion even if it is based upon our opinion or mere suspicion or belief, without any duty to prove that our opinion or suspicion is well founded, and even if (i) our opinion or suspicion is proven not to be well founded or (ii) we provide other customers services that have similar characteristics or are being used in a similar manner as your services. You agree that we, in responding to a third party complaint, reserve the right in our sole discretion to suspend or terminate the services subject to this Acceptable Use Policy without notice and with no obligation to refund fees paid. You also understand and agree that by providing you services, GeePage in no way endorses your Web site or deems your content to be suitable under the terms of this Agreement.You agree that GeePage shall under no circumstances be held liable on account of any action it takes, in good faith, to restrict transmission of material that it or any user of the services considers to be fraudulent, obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable, whether or not such material is constitutionally protected.
Modifications to this Acceptable Use Policy
You agree that GeePage, in its sole discretion, may modify this Acceptable Use Policy. We will post any such revised policy on our Web site at least thirty (30) calendar days before it becomes effective. Use of the GeePage services after the posting period constitutes acceptance of the modification.
