This SSL SERVICE AGREEMENT ("Agreement") is made by and between SearchFit eCommerce Solutions Pvt. Ltd., an India Corporation ("SESPL") and you and your heirs, agents, successors and assigns (collectively, "Customer"), and is made effective as of the date of acceptance. This agreement sets forth the terms and conditions of your use of SESPL's SSL Services ("Services").
The terms "we", "us", or "our" shall refer to SESPL. The terms "you", "your", "user", or "customer" shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
1. Description of Services
SESPL's Services provide for the provision and billing maintenance of SSL Certificates from Symantec, GeoTrust, Thawte, and RapidSSL ("Certificate Authorities").
The Services generally allow you to:
a. Order SSL Certificates from one of the offered Certificate Authorities available on a SESPL website or by telephone ("Site");
b. Renew an SSL Certificates from one of the offered Certificate Authorities available on a SESPL Site;
c. Request modifications to SSL Certificates ordered from the SESPL Site.
2. Provision and Configuration of the Services
Once the Services are purchased on a SESPL Site and approved by the Certificate Authority, you will receive an email to the primary email address set up in your SESPL user account from the Certificate Authority directly with additional information on how to complete the assignment and installation of the SSL Certificate. You must ensure the primary email address is correctly functioning and accessible by you. SESPL is not responsible and assumes no liability for your failure to receive an email notification if such failure results from inaccurate or out-dated account information.
It is your responsibility to complete the verification and provisioning process as required by the Certificate Authority. SESPL assumes no responsibility if you are unable to complete the process according to the procedures set forth by the Certificate Authority.
3. Availability of the Services
Subject to the terms and conditions of this Agreement and each of SESPL's policies and procedures, SESPL shall use commercially reasonable efforts to provide the Services on a twenty-four (24) hours a day, seven (7) day per week basis throughout the term of this Agreement. You acknowledge that from time to time, the Services may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunction, (ii) periodic maintenance or update procedures, or (iii) causes beyond the reasonable control of SESPL including, but not limited to, Denial of Service attacks ("DDOS Attacks"), or black-listing causes by attempts at sending SPAM.
4. Third Party Agreements
You acknowledge that SESPL is not the provider of the SSL Certificates under this Agreement. SESPL provides only the Services described in this Agreement for SSL Certificates provided by third parties. The Certificate Authority for each SSL Certificate is the provider of the SSL Certificate. SESPL is not a Certificate Authority.
You further acknowledge that the terms and conditions of your use of the SSL Certificate are governed strictly by the respective Certificate Authority's agreements with you. SESPL will not be liable for anything that falls under your agreement with the Certificate Authority.
5. Term and Termination
This Agreement shall commence on the first day that Services are ordered and paid for and shall remain in force continuously and uninterrupted so long as the Services are active. This Agreement shall renew upon payment of renewal by you.
All Services under this Agreement are provided on a pre-paid or advanced basis. No refunds are given once the certificate has been issued by the Certificate Authority.
You may terminate this Agreement at any time without written notice. Upon termination, SESPL shall terminate access to the Services and any Data provided in connection with the Services immediately.
You agree to release, defend, indemnify and hold harmless SESPL, its parent companies, subsidiaries, affiliates, shareholders, agents, directors, officers, and employees from and against any and all claims, demands, liabilities, losses, damages or costs, including reasonable attorney's fees, arising out of or related in any way to this Agreement, the Services provided hereunder by SESPL, the Site or your account manager, your account with SESPL, Your use of the Services, and/or disputes arising in connection with the Services.
7. Warranty Disclaimer
SESPL, ITS SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, AGENTS, DIRECTORS, OFFICERS, AND EMPLOYEES EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND IN CONNECTION WITH THIS AGREEMENT, THE SERVICES PROVIDED HEREUNDER, THE SITE OR ANY WEB SITES LINKED TO THE SITE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. ALL SERVICES, AS WELL AS THE SITE, ARE PROVIDED "AS IS". YOUR SUBSCRIPTION TO, AND USE OF, SESPL'S SERVICES AND ITS SITE ARE ENTIRELY AT YOUR RISK. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, IN WHICH EVENT THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU.
8. Limitations of Liability
YOU AGREE THAT SESPL WILL NOT BE LIABLE FOR ANY (1) SUSPENSION OR LOSS OF THE SERVICES (2) USE OF THE SERVICES, (3) INTERRUPTION OF THE SERVICES OR INTERRUPTION OF YOUR BUSINESS, (4) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO OUR SITE OR SERVICES OR DELAYS OR ACCESS INTERRUPTIONS YOU EXPERIENCE IN RELATION TO THE SERVICES; (5) LOSS OR LIABILITY RESULTING FROM ACTS OF OR EVENTS BEYOND OUR CONTROL (6) DATA NON-DELIVERY, MIS-DELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION; (7) OR LOSS OR LIABILITY RESULTING FROM THE UNAUTHORIZED USE OR MISUSE OF YOUR ACCOUNT IDENTIFIER OR PASSWORD. YOU ALSO AGREE THAT SESPL WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS) REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR MAXIMUM AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE USE OF THE SERVICES, BUT IN NO EVENT GREATER THAN THE AMOUNT FOR THE PRIOR 12 MONTHS OF SERVICES PAID FOR UNDER THIS AGREEMENT. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
The terms of this Agreement and information and data that one party (the "Receiving Party") has received or will receive from the other party (the "Disclosing Party") in connection with the this Agreement are proprietary and confidential information ("Proprietary Information") of the disclosing party, including without limitation, any and all technical and non-technical information.
Each of the parties agrees that they will not use, disseminate, or in any way disclose any Proprietary Information of the other party to any third party (except as required by law), nor use the Proprietary Information for any purpose not permitted under this Agreement. The nondisclosure obligations set forth in this section shall not apply to information that was previously available in the public domain prior to or during the term of this Agreement.
You may not assign any of your rights or privileges, or delegate any of your duties or obligations hereunder, in whole or in part, by operational of law or otherwise, to any third party without the prior written consent of SESPL. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.
SESPL reserves the right, in its sole and absolute discretion, to change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time and without notice. Any such changes or modification shall be effective immediately upon posting to the Site. If you do not agree to be bound by this Agreement as last revised as indicated by the "Last Revised" date located at the bottom of this Agreement, do not use or continue to use the Services. SESPL may occasionally notify you of changes or modifications to this Agreement or the Services by email so it is very important that you keep your account information current and up to date. SESPL is not responsible and assumes no liability for your failure to receive an email notification if such failure results from inaccurate or out-dated account information.
This Agreement constitutes the entire agreement between the parties concerning the subject matter herein and supersedes all prior understandings and agreements between the parties, whether written or oral, regarding the subject matter herein. Any of the provisions of this Agreement which are determined to be invalid or unenforceable in any jurisdiction shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable the remaining provisions hereof or affecting the validity or unenforceability of any of the terms of this Agreement in any other jurisdiction. A waiver by either party of a breach or violation of any provision of this Agreement will not constitute or be construed as a waiver of any subsequent breach or violation of that provision or as a waiver of any breach or violation of any other provision of this Agreement. The headings contained in this Agreement are for convenience only and shall not affect meaning or interpretation of this Agreement.
11. Governing Law
This Agreement and its subject matter shall be governed in accordance with the laws of India without regard to conflict of laws and principles contained therein. All controversies arising hereunder shall be brought in the courts located in India.
THE FOLLOWING REGISTRARS ARE REFERENCED IN THIS DOCUMENT: 101domain, Inc.
Last Revised: August 27, 2012