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Terms of
Service Please
read the following Terms of Service. 1. Use of Service The
Terms of Service explain the Terms related to use of any of our Services including but not limited to website building
products, hosting, email and any other services offered on any of our Websites.
By accessing, using, or downloading materials from the WQDirect.com website or within your Website Builder Services
or by completing the registration process and clicking the Publish Website button or using our Free 30 Day Trial, you are
stating that you are at least 18 years old or a minor whose parent is allowing you to use our products or services, and that
you agree to the following Terms. If you do not agree with the Terms then you should not use or access our services. “You”
refers to you, the user, together with any company or other business entity you are representing. 2.
Free Trial and Publishing Your Website When you use our 30 Day Free Trial to build and maintain your webiste you understand that your 30 day free trial does not obligate you and is 100% risk free. When you decide to publish or activate (pay) for the use of your Website Builder by registering with us, you agree to provide accurate, current and complete information about yourself, and to update that information if it changes; if you don't, we have the right to close your account and any websites or web pages created under your account. As
part of the 30 day free trial process, you will choose a password. It is your responsibility to keep this password confidential.
You are responsible for all actions taken under your password. If you find out that your password or account is being used
by someone without your consent, or you discover any other breach of security, you agree to notify us immediately. 3. Applicable Fees WQDirect
LLC reserves the right to charge fees for the Services selected or any portion thereof. Any applicable fees for
our products will be posted on the WQDirect.com Website, generally under “products”. If you are required to pay
a fee for all or any part of the Service for which you have chosen to register, you hereby authorize WQDirect LLC to charge
your credit card or bank draft for all applicable fees incurred by you in connection with your chosen Service and your
Account. You hereby acknowledge that in most cases, WQDirect LLC will be charging your designated credit card or other method
of payment in accordance with the payment schedule of the Service for which you have registered, but some charges may accumulate
on your credit card account before they are charged to your credit card account. You further acknowledge that it is your responsibility
to notify WQDirect LLC of any changes to your credit card or if your credit card has expired otherwise your access to the
Service may be disconnected or interrupted. All fees shall be paid in U.S. dollars. WQDirect LLC reserves the right to change any fees (which includes, but is not limited to, charging a fee for packages, options, upgrades and/or a Service for which WQDirect LLC does not currently charge a fee) or billing methods at any time, provided, however, that such modifications shall not take effect earlier than thirty (30) days after WQDirect LLC posts such modification on the WQDirect LLC Web Site. WQDirect LLC also has the right to collect applicable taxes and impose premium surcharges for some areas of the Service and these surcharges may apply immediately after you register for the Service. As set forth in Section 9 of this Agreement, you may cancel your Account at any time, but WQDirect LLC will not refund any remaining portion of your pre-paid fees when you cancel your Account. You
agree to pay your Account balance on time. You also agree to pay any taxes, including sales or use taxes, resulting from your
use of the Service. Amounts not paid by you to WQDirect LLC when due will be assessed an additional 1.5% (or the highest amount
allowed by law, whichever is lower) per month if your payment is more than thirty (30) days past due. That amount is also
due immediately. You are responsible and liable for any fees, including attorney and collection fees, that WQDirect LLC may
incur in its efforts to collect any remaining balances due from you. This Section 2 shall in no way limit any other remedies
available to WQDirect LLC. You also acknowledge and agree that you will be billed for and will pay any outstanding balances
if you cancel your Account or your Account is terminated. You must notify WQDirect LLC of any billing problems or discrepancies
within sixty (60) days after they first appear on your credit card account statement. If you do not notify WQDirect LLC within
sixty (60) days, you waive any right to dispute such problems or discrepancies. 4.
Privacy At
WQDirect LLC, we respect the privacy of our customers. You agree that WQDirect LLC may disclose information we have collected
from you and/or content you have made available on our site when WQDirect LLC believes in good faith that the law requires
it, or to protect the rights or property of WQDirect LLC or its visitors, or as otherwise stated in the Privacy Policy. For
more details, please see our Privacy Policy. Our Privacy Policy is deemed to be part of these Terms. While we do our utmost to safeguard your information, please remember that privacy over the Internet cannot
be guaranteed, and keep this in mind when deciding what information to transmit or broadcast through the internet. 5. Customer
Conduct In
general, we do not screen or edit information transmitted or shared by members on our site/server, but we reserve the right
(but have no duty) to monitor, to remove any objectionable information, and to remove any web sites and web pages from our
system at any time, without notice, at our sole discretion. To
help ensure that everyone's experience at WQDirect LLC is a positive one, we have certain rules for conduct, which you must
agree to in using our Website Builder services. You agree to: Follow all of your
local, provincial/state, national and international laws and regulations. Be
responsible for all information, data, text, software, music, sound, photographs, images, graphics, video, messages or other
material (“Content”) that occur under your account or password, including any Content transmitted or broadcast
through your account. Comply with all applicable laws regarding the transmission
of technical or other data exported from the country in which you reside. You
also agree that you will not: Upload, post or transmit through your WQDirect LLC Website Creator any unlawful, harassing (including
“stalking”), pornographic, abusive, threatening, harmful, obscene, libelous, tortuous, defamatory, vulgar, invasive
of another’s privacy, hateful, excessively violent or racially, ethnically or otherwise objectionable content. Pornographic material includes genitalia and/or female breasts being displayed as
well as sexual acts. If you feel that your site may be an exception, please send
us an e-mail stating our case at comments. Copy, broadcast, distribute, or otherwise
use any content provided by others, in a manner that is unlawful, harassing, abusive, threatening, harmful, obscene, libelous,
tortuous, or otherwise objectionable on your website created with your Website Builder offered by WQDirect LLC. Transmit any content that might infringe the intellectual property rights, privacy rights, rights of publicity,
or other proprietary rights of others. Copy, broadcast, distribute, or otherwise
use any content provided by others, in a manner that infringes the intellectual property rights, privacy rights, rights of
publicity, or other proprietary rights of others. Interfere with or disrupt WQDirect.com website, services, computer systems,
servers or networks, or violate the regulations or policies of such networks. Transmit
any content containing viruses, trojan horses, worms, time bombs, or any other harmful programs. Attempt to gain unauthorized access to WQDirect.com or wqdirect.com websites or services, others'
accounts, private web sites, or computer systems or networks connected to WQDirect.com website, through password mining or
otherwise. Engage in any systematic extraction of data or data fields,
including without limitation e-mail addresses. Frame the Site in any way or otherwise attempt to defeat, modify or bypass
any pages or functionality of the Site. Collect information about others without
their consent. Provide false information on your registration form, impersonate
any person or the voice of any person, or otherwise attempt to mislead others about your identity or affiliation with a person
or entity or the origin of a message or other communication. Transmit junk mail,
spam, chain letters, or other unsolicited bulk e-mail or duplicative messages. Copy
audio content without the permission of all parties to the conversation. Sell
access to or use of any services available on WQDirect.com website. Interfere
with anyone's use or enjoyment of the wqdirect.com website or any services or products offered by WQDirect.com. Harm minors in any way. Promote or provide instructional information
about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to
animals. This may include, but is not limited to, providing instructions on how to assemble bombs, grenades and other weapons.
6. Third Party
Content
WQDirect LLC is not and
will not be responsible for (i) the terms and conditions of any transaction between you and any third party, (ii) any insufficiency
of or problems with any such third party's background, insurance, credit or licensing, or (iii) the quality of services performed
by any such third party or any other legal liability arising out of or related to the performance of such services. In the
event that you have a dispute with any such third party, you release WQDirect LLC (and its affiliates, suppliers, agents and
employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown,
suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. 7. Domain Name Registration(s) By submitting or requesting
a Domain Name Registration Application to WQDirect LLC the Applicant agrees to be bound by this Agreement, the Registration
Agreement(s) as found Agreementcomnet (.com and/or .net), and/or Agreementorg (.org), and/or, Agreementinfo (.info), Agreementbiz (.biz), Agreementname (.name), Agreementtv and/or Agreementus (.us), and/or Agreementcn (.cn), and the Uniform Dispute Resolution Policy as found at icannpolicy and all Terms and Conditions of any Partner Services utilized by the Applicant. It is the Applicant's responsibility to review
the Terms and Conditions of WQDirect LLC's Partner Services before utilizing the services.
The Applicant agrees to use the services provided by WQDirect LLC as permitted by applicable local, state and federal
laws. The Applicant will not use these services to conduct any business or activity or solicit the performance of any activity
that is prohibited by law. A domain name can only be modified/transferred by
one of the contacts listed under the registered domain name. Chargeback Policy:
In the event of a disputed credit card charge resulting in a chargeback of the purchase of a domain name, WQDirect LLC reserves
the right to suspend all service to the Applicant's domain until the domain is paid in full.
WQDirect LLC reserves the right to modify or to make additions to Terms of service policies at any time without notice. 1. WQDirect LLC will not guarantee that the Domain Name being applied for will be
registered for the applicant at exact time of purchase. 2. WQDirect LLC does
not accept the responsibility for the use of any Domain Name for any conflict with trademarks, registered or unregistered,
or with rights to names in other contexts. 5. WQDirect LLC will not be held responsible
in the event that a domain name dispute arises. WQDirect LLC is entitled to reject an application that WQDirect LLC considers
as being unsuitable or likely to be involved in a trademark dispute. 6. WQDirect
LLC may change this agreement on renewal or transfer of the Domain Name. All accounts will be subject to the terms and conditions
current at the time of the registration, renewal or transfer. Domain Name Disputes: WQDirect LLC neither acts as arbiter nor provides resolution of disputes between Applicants
and third party complaints arising out of the registration or use of a domain name. In case of a dispute as to the rights
to a particular domain name registration, WQDirect LLC shall have no role or responsibility other than to provide the contact
information to both parties. In the event of dispute of ownership or control of a domain, Applicant agrees to be bound by
the terms and conditions of the Uniform Dispute Resolution Policy found at http://www.wqdirect.com/icannpolicy.html. This Policy does not limit the administrative or legal procedures WQDirect LLC may
use when third-party conflicts arise. WQDirect LLC shall have the right to revoke, suspend, transfer or otherwise modify a
Domain Name registration at such time as WQDirect LLC receives a properly authenticated order from a court of competent jurisdiction,
or arbitration award, requiring the revocation, suspension, transfer or modification of the domain name registration. The Applicant hereby agrees
to defend, indemnify and hold harmless (i) WQDirect LLC, its officers, directors, employees and agents; (ii) the United States
Government ("USG"), its officers and employees; (iii) the Internet Corporation for Assigned Names and Numbers ("ICANN"), its
officers, directors, employees and agents; (iv) Network Solutions Inc., ("NSI") and its directors, officers, employees and
agents acting in such Role, or such other entity as may come to act as registry, (collectively, the "Indemnified Parties"),
for any claims, action, demand, liabilities, losses, costs, expenses or damages awarded by a court of competent jurisdiction,
including reasonable legal fees and expenses, arising out of, resulting from or related to the registration or use of the
Domain Name. Such claims shall include, without limitation, those based upon trademark or service mark infringement, tradename
infringement, dilution, tortuous interference with contract or prospective business advantage, unfair competition, defamation
or injury to business reputation. Each Indemnified Party shall send written notice to the Applicant of any such claim, action,
or demand against that party within a reasonable time. The failure of any Indemnified Party to give the appropriate notice
shall not affect the rights of other Indemnified Parties. WQDirect LLC recognizes that certain educational and governmental
entities may not be able to provide complete indemnification. If the Applicant is (i) a governmental or non-profit educational
entity, and (ii) not permitted by law or under its organizational documents to provide indemnification, the Applicant must
notify WQDirect LLC in writing and, upon receiving appropriate proof of such restriction, WQDirect LLC may provide an alternative
provision for such a Applicant. 8. End Users to
Your Site Your relationship with your
end users, “End Users” in this Agreement referring to any user who visits your website and uses the WQDirect LLC
Service, is independent from WQDirect LLC. WQDirect LLC will be not be held liable for any disagreements between you and your
End Users and will not get involved with any disputes arising from your relationship. 9. Cancellation/Termination/Fees/Transfers You understand and agree
that the cancellation of your account is your sole right and remedy with respect to any dispute with WQDirect LLC. You also
agree that WQDirect LLC may close your account and prevent you from using our services for violating any of our Terms of Service,
or for any other reason, at any time, at WQDirect LLC's sole discretion, without prior notice to you. In most instances, however,
WQDirect LLC will review a website and if it is found to be in violation of any of our rules, you will be given a warning.
If the website continues to violate our rules, the site will be deleted or suspended until such time the violation is remedied. Either you or WQDirect LLC
may terminate or cancel your account at any time within the terms you purchased your services.
Services selected will begin on the processed date or activation date of the account and continue for the duration
of the term selected on the Applicant Invoice, either yearly or monthly. In
most cases, the processed date or activation date will be between 24-72 hrs from the time an invoice or order is received
in the WQDirect office. (The activation date can fluctuate depending mostly on
when a domain name associated with the account is registered or transferred). The
service will automatically renew for successive one month or yearly periods unless the service is earlier terminated in accordance
with its terms or either party gives written notice to the other party of non-renewal at least 30 days prior to expiration
of the then-current term. Either party may terminate
the service immediately upon the occurrence of any one or more of the following events: (i) the other party fails to pay when
due any amounts required to be paid (ii) the other party breaches any material term or provision of the Terms of Service (other
than a breach described in (i) above), or (ii) the other party becomes insolvent, makes an assignment for the benefit of its
creditors, institutes or becomes subject to any proceeding under any bankruptcy or similar laws for the relief of debtors,
or seeks the appointment of, or becomes subject to the appoint of, any trustee or receiver for all or any portion of such
party’s assets. WQDirect LLC may terminate
the Service if, (i) if the Services are prohibited by applicable law, or become
impractical or unfeasible for any technical, legal or regulatory reason, by giving customer as much notice as reasonably practicable
or (ii) immediately by giving notice to customer either by email or writing, if WQDirect LLC determines in good faith that
customer’s use of the Services or Website content violates the Terms of Service.
Fees, Taxes and Payment. Customer will pay to WQDirect LLC the fees in the manner set forth in the Customer/Applicant
Invoice. WQDirect LLC may increase the fees at any time on or after expiration
of the initial term selected by providing ten (10) days prior written notice (either by email or writing) to customer. The fees do not include any applicable sales, use, revenue, excise or other taxes
imposed by any taxing authority with respect to the services or any software provided hereunder. All such taxes (if applicable) will be added to WQDirect LLC's invoices for the service fees as separate
charges to be paid by customer. All fees are fully earned when due and non-refundable
when paid. Unless otherwise specified, invoices for the services and related
charges shall be due and payable within 30 days after the date of the invoice. If
any invoice is not paid within 45 days after the date of the invoice, WQDirect LLC may impose a customer late fee of $10 for
such invoice. In addition any amounts payable to WQDirect LLC not paid when due
will bear interest at the rate of one and one half percent (1.5%) per month or the maximum rate permitted by applicable law,
whichever is less. Delinquent accounts may be suspended at WQDirect LLC's sole discretion. In the event of a suspension of
the Services, upon a reactivation request by customer, customer shall pay WQDirect LLC a reactivation fee in addition to full
payment of the outstanding balance due. Reactivation of services will only be performed during WQDirect LLC's normal business
hours (Monday through Friday, In the event you wish to
"transfer" your website to another ftp location outside the WQDirect LLC location, under these terms you have the right to
that transfer. However, if you wish to continue using your website building tool
so that you can make changes and updates to your website you must maintain the applicable monthly or yearly fees associated
with that account. Or, if you decide to "transfer" your website to another ftp
location outside the WQDirect LLC location, and you no longer wish to use your web building tool to update and make changes
to your website you must pay a one time tranfer fee. If you choose this
option you will not be charged your monthly or yearly fees associated with that account.
Please understand that when you choose this option your services with us will be cancelled and that you will no longer
have the ability to access your website through our website builder. We require
a 30 day written notice to make all transfers. For more information regarding
transfer fees and the transfer process please contact us directly. 10. Storage of Content The storage space per web
site is limited, so it is possible that some messages or other content you transmit may not be processed due to space constraints,
or will not be stored for a long time. You agree that WQDirect LLC is not responsible or liable for deleting or failing to
store any content. 11. Maintenance
and Updates WQDirect LLC reserves the
right to “reasonably” interrupt service for maintenance and updates to our website and to your website builder
services. This service interruption does not include power outages, service loss or any other reasons as listed in our Section,
Titled “Force Majeure.” 12. Indemnification You agree to indemnify and
hold WQDirect LLC and its suppliers, affiliates, partners, subsidiaries and employees (collectively, the "Indemnified Parties")
harmless from any and all claims and demands, losses, liability costs and expenses (including, but not limited to, reasonable
attorneys' fees), incurred by an Indemnified Party arising out of or related to (i) your breach of this Agreement; (ii) any
information (including but not limited to your data and your publicly posted information) submitted, posted, or otherwise
provided by you at your website and/or to WQDirect LLC and/or its affiliates; (iii) any dispute or litigation between an Indemnified
Party and a third party caused by your actions; and (iv) your negligence or violation or alleged violations of any rights
of another. These obligations will survive any termination of your relationship with WQDirect LLC or your use of the Service.
To the fullest extent permitted by law, the foregoing indemnity will apply regardless of any fault, negligence, or breach
of warranty or contract of WQDirect LLC and/or its suppliers, affiliates, partners, subsidiaries and employees. 13. Indemnification
by Customer You will defend, indemnify
and hold WQDirect LLC harmless from and against any and all liabilities, losses, damages, costs and expenses (including reasonable
legal fees and expenses) associated with any claim or action brought against WQDirect LLC that arises directly or indirectly
from you or your end-users, or the content of such end-user’s web site, contrary to the provisions of this Agreement,
including claims based on representations, warranties, or misrepresentations made by you, provided that WQDirect LLC promptly
notifies you in writing of the claim and allows you to control and fully cooperate with you in the defense and all related
settlement negotiations. You shall be relieved of its indemnification obligations under this Agreement to the extent it is
actually prejudiced by WQDirect LLC’s failure to provide such notice or cooperation. You shall have no liability for
any settlement or compromise made without its prior written consent, although such consent not to be unreasonably withheld. 14. Changes to Terms of Service WQDirect LLC reserves the
right at any time and from time to time to modify or discontinue, temporarily or permanently, the service (or any part thereof)
with or without notice. You should periodically review these Terms for changes/revisions. Your continued use of the Website
Creator and the services following the posting of any changes confirms your agreement with such changes. You agree that WQDirect
LLC shall not be liable to you or to any third party for any modification, suspension or discontinuance of the service. 15. Proprietary
Rights to Content You agree that Content presented
through our website by WQDirect LLC, its advertisers, or others, including all text, graphics, logos, button icons, images,
audio files, software, data compilations and other intellectual property, is owned by WQDirect LLC or its licensees and is
protected by copyright, trade-mark, service mark, patent, or other proprietary rights and laws. You agree not to otherwise
copy, change, upload, transmit, sell or distribute any content available through WQDirect LLC's website, including code and
software, except standard page caching which occurs in the normal course of browsing.
By way of example, you agree not to use any tradenames or trademarks displayed on any other web site you operate such
as in the meta-data of such web site. Except as expressly authorized by WQDirect LLC or advertisers, you agree not to modify,
rent, lease, loan, sell, distribute or create derivative works based on the Service or the software, in whole or in part.
16. External Links
WQDirect LLC's website may
contain links to other sites. You agree that WQDirect LLC does not endorse any other sites and is not liable for any loss
or damages related to the content, products or services available through those sites. Because WQDirect LLC has no control
over such sites and resources, you acknowledge and agree that WQDirect LLC is not responsible for the availability of such
external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products,
or other materials on or available from such sites or resources. You further acknowledge and agree that WQDirect LLC shall
not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection
with use of or reliance on any such content, goods or services available on or through any such site or resource. 17. Severability If any provision of this
Agreement shall be held illegal, unenforceable, or invalid, that provision shall be limited or eliminated to the minimum extent
necessary so that this Agreement shall otherwise remain in full force and effect. 18. Headings The titles and headings
of the various sections and paragraphs in this Agreement are intended solely for convenience of reference and are not intended
for any other purpose whatsoever, or to explain, modify or place any construction upon any of the provisions of this Agreement. 19. Force Majeure WQDirect LLC shall not be
liable for the failure to perform any of its obligations under this Agreement, if such failure is caused by the occurrence
of any event beyond the reasonable control of such party, including without limitation, fire, flood, strikes and other industrial
disturbances, failure of raw materials suppliers, accidents, transmission difficulties, Internet outages, riots, insurrections,
acts of God or orders of governmental agencies. 20. Security You will be fully responsible
for maintaining the confidentiality of your passwords, and you will notify WQDirect LLC immediately if you believe that the
security of your account has been compromised. WQDirect LLC DOES NOT REPRESENT OR IN ANY WAY WARRANT THAT ACCOUNT INFORMATION
WILL REMAIN SECURE AND WQDirect LLC SHALL NOT BE LIABLE FOR LOSSES OR DAMAGES RESULTING FROM ANY SECURITY BREACHES. 21. Disclaimer of
Warranties YOUR USE OF THE SERVICE
IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WQDirect LLC EXPRESSLY DISCLAIMS ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WQDirect LLC MAKES NO WARRANTY
THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii)
THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS,
SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND
(V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. ANY MATERIAL DOWNLOADED
OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE 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 ANY SUCH MATERIAL. NO ADVICE OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM WQDirect LLC OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY
STATED IN THE TERMS OF SERVICE. 22. Limitation of
Liability IN NO EVENT SHALL WQDirect
LLC AND/OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING,
BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA OR PROFITS (HOWEVER ARISING, INCLUDING NEGLIGENCE) EVEN IF WQDirect LLC
OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES, ARISING OUT OF OR IN CONNECTION WITH (A) THE USE OR
INABILITY TO USE THE SERVICE, (B) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, (C) FOR ANY INFORMATION, SOFTWARE, PRODUCTS,
SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICE OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, (D) STATEMENTS
OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE, OR (E) ANY OTHER MATTER RELATING TO THE SERVICE. SOME STATES DO NOT ALLOW THE
LIMITATION OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL WQDirect LLC'S AGGREGATE LIABILITY
TO YOU AND/OR ANY THIRD PARTY ARISING FROM OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNT YOU ACTUALLY PAY TO WQDirect LLC
UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE OR $500.00, WHICHEVER IS LESS. Without
limiting the foregoing, neither WQDirect LLC nor its suppliers is responsible for any of your data residing on the Service
or WQDirect LLC's suppliers' hardware. You are responsible for backing-up your data and information that may reside on the
Service or WQDirect LLC's suppliers' hardware, whether or not such information is produced through the use of the Service.
It is your responsibility to take the necessary steps to ensure that your primary means of business is maintained (if applicable). 23. Governing Law
These Terms are governed
by the laws of the State of Minnesota and the laws of United States applicable therein. No action or proceeding may be commenced
or maintained in relation to the Website Creator web building tool, Services or these Terms except in a court of appropriate
jurisdiction in Minnesota and you hereby irrevocably agree to the jurisdiction of such courts. 24. Dispute Resolution Customer agrees that
any dispute or claim arising out of or related to the Service or this Agreement, or the interpretation, making, performance,
breach or termination thereof, shall be finally settled by binding arbitration in the USA, State of Minnesota under the American Arbitration Association Rules by one arbitrator appointed in accordance with
said Rules. The proceedings shall be conducted and all evidence shall be offered in the English language. Member agrees that
any claim against WQDirect LLC must be filed within one (1) year of the time such claim arose, regardless of any law to the
contrary, otherwise such claim will be barred forever. Notwithstanding the above,
WQDirect LLC may apply to any court of competent jurisdiction (i) for a temporary restraining order, preliminary injunction
or other interim or conservatory relief as necessary, including without limitation for breach of Section 13 (Proprietary Rights
to Content) or (ii) to collect fees due and owing from Member pursuant to this Agreement, without breach of this arbitration
agreement and without any abridgment of the powers of the arbitrator. This Agreement shall be
governed in all respects by the laws of the State of Minnesota, United States. Such law shall be applied by the arbitrator
to the merits of any dispute or claim. For any non-arbitral action or proceeding arising out of or related to the Service
or this Agreement, both parties submit to sole and exclusive jurisdiction and venue in the courts located in the United States,
State of Minnesota, and further agree that any such action or proceeding shall be brought in a court in the United States,
State of Minnesota. A printed version of this
Agreement shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same
extent and subject to the same conditions as other business documents and records originally generated and maintained in printed
form. 25. Confidential
Information “Confidential Information”
is any data or information, oral or written, treated as confidential that relates to either party’s (or, if either party
is bound to protect the confidentiality of any third party’s information, such third party’s) past, present, or
future research, development or business activities, including any unannounced products and services, any information relating
to services, inventions, processes, plans, source code, object code, binary code, algorithms, ideas, know-how, financial information,
customer data, revenue, transaction volume, forecasts, projections, and the financial terms of this Agreement. Notwithstanding
the foregoing, Confidential Information shall not be deemed to include information if: (i) it was already known to the receiving
party prior to the Effective Date of this Agreement as established by documentary evidence; (ii) it is in or has entered the
public domain through no breach of this Agreement or other wrongful act of the receiving party; (iii) it has been rightfully
received by the receiving party from a third party and without breach of any obligation of confidentiality of such third party
to the owner of the Confidential Information; (iv) it has been approved for release by written authorization of the owner
of the Confidential Information; (v) it has been independently developed by a party without access to the Confidential Information
of the other party; or (vi) it is required to be disclosed pursuant to final binding order of a governmental agency or court
of competent jurisdiction, provided that the owner of the Confidential Information has been given reasonable notice of the
pendency of such an order and the opportunity to contest. 26. Relationship
to Customer WQDirect LLC and you shall
perform all of duties under this Agreement as independent contractors. Nothing in this Agreement shall be construed to give
either party the power to direct or control the daily activities of the other party, or to constitute the parties as principal
and agent, employer and employee, franchiser and franchisee, partners, joint venturers, co-owners, or otherwise as participants
in a joint undertaking. The parties understand and agree that, except as specifically provided in this Agreement, neither
party grants the other party the power or authority to make or give any agreement, statement, representation, warranty, or
other commitment on behalf of the other party, or to enter into any contract or otherwise incur any liability or obligation,
express or implied, on behalf of the other party, or to transfer, release, or waive any right, title, or interest of such
other party. 27. Copyright Policy
It is the policy of “WQDirect LLC”, “us” or “we” to respect the intellectual property rights of others; we ask that our customers do the same. WQDirect LLC may terminate the accounts of those who appear to infringe the intellectual property rights of others, and/or WQDirect LLC may remove content that has prompted a complaint. Please direct complaints to WQDirect LLC site to help@wqdirect.com.
Terms of Service Revised 10/25/04 |
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