Writing the Web Site Hosting Reseller Short Form Contract document
WEB HOSTING AND EMAIL RESELLER AGREEMENT
THIS AGREEMENT is made this Current Day day of Current Month, Current Year by and between Company Name (hereafter referred to as "VAR or Reseller") and Company Name (hereafter referred to as "Company" or "Provider"). The purpose of this Agreement (hereafter referred to as the "Agreement") is to precede a longer-term contract arrangement under which Company Name will provide Reseller services on behalf of Company.
Terms and Conditions
As a service, the standard VAR Agreement with Company is provided below.
Right to Resell
Subject to the terms and conditions of this Agreement, Company grants the VAR a non-exclusive right to resell its products and services to the VAR's customers with the following Agreements:
Provider's service will be provided on an "as is, as available" basis. Further, provider provides no warranty, written, expressed or implied, for any web hosting or email services provided, including, without limitation, warranty of the merchantability and warranty of fitness for a particular purpose. This no warranty expressly includes any reimbursement for losses of income due to disruption of service by provider or its providers beyond the fees paid to provider for services.
VAR and VAR's Customers ("VAR's End-Users") will use the Web Hosting and Email services in a manner consistent and compliant with any and all applicable laws of the State of State and the US Federal Government. Use of any information obtained by way of provider is at VAR's own risk, and Provider specifically denies any responsibility for the accuracy or quality of information obtained though its services. Provider makes no warranty, written, expressed or implied of any guaranteed uptime, or that the service will function at a reliable level based on past performance. Provider is not responsible for any damages arising from VAR's use of Provider or by VAR's Customer's inability to use the Web Hosting and Email services for any reason.
Provider shall make every reasonable effort to protect data stored on Customer's Server(s), Provider is not responsible for VAR or VAR's Customer's data, files, or directories residing on Provider's equipment. Customer is solely responsible for maintaining data, file, and back-ups.
The VAR shall maintain a sales office for product promotion and is responsible for all costs incurred for the promotion and sale of Company products and services. The VAR shall conduct business in its own name and shall not represent itself as an employee or agent of Company. Prospects may be registered with Company and will be protected for 90 days. This protection may be renewed at Company discretion for a further 90 days.
End User Pricing
End User pricing and VAR Compensation is outlined on Exhibit A, attached, and is subject to change at the sole discretion of Company. VAR may set their end-user pricing as they determine. Company is not responsible for misrepresentations, inaccuracies, errors of other pricing discrepancies made between the VAR and any prospective customers that the VAR may deal with.
Terms of payment are C.O.D. unless credit approval has been granted by Company. If credit approval has been granted, credit terms are net 10 upon receipt of invoice. We reserve the right to revoke any credit extended if payment is in arrears for more than 30 days. VAR is solely responsible for all hosting and billing payments to Company.
Proprietary Information exchanged here forth shall be treated as such by the VAR and held in the strictest of confidence. This information shall include, but not be limited to, the provisions outlined in this Agreement, product and services information, pricing, source code, company practices, methodology and procedures. The VAR further agrees to not distribute, decompose, disassemble, decode or reverse engineer any Company program delivered to the VAR or any portion thereof without prior written approval of Company.
Transfer of Rights
The VAR may not assignor transfer this Agreement, in whole or in part without the prior written consent of Company. In the event that the VAR contemplates whole or partial sale of its business, ownership change, or a change in its jurisdiction, the VAR shall notify Company by mail, facsimile or email no less than 60 days prior to the effective date of the event.
Term of Agreement
The term of this Agreement is twelve (12) months from the date of execution by Company. This Agreement shall be continuously renewed every twelve (12) months unless the VAR notifies Company in writing thirty (30) days prior to the expiration date.
Company may terminate this Agreement at its sole discretion upon the occurrence of one or more of the following events. Failure to comply with any provisions of the Agreement upon receipt of written notice from Company of said failure, 2) appointment of Receiver or upon the filing of any application by the VAR seeking relief from creditors, 3) upon mutual agreement in writing of Company and VAR.
If legal proceedings are commenced to resolve a dispute arising out of, or relating to this Agreement, the prevailing party shall be entitled to recover all costs, legal fees, and expert witness fees as well as any costs or legal fees in connection with any appeals.
The VAR shall indemnify and hold Company harmless from and against any and all claims, judgments, awards, costs, expenses, damages and liabilities (including reasonable attorney fees) of whatsoever kind and nature that may be asserted, granted or imposed against Company directly or indirectly arising from or in connection with VAR 's marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of this Agreement by the VAR.
Company warrants that the product will substantially perform the functions or generally conform to the specifications published by Company for the product. If it is determined that the product does not operate according to such documentation, Company's only responsibility will be to use reasonable efforts, consistent with industry standards, to cure the defect.
Neither party shall be held responsible for delay or failure in performance here under caused by, acts of nature, strikes, embargoes, fires, war or other causes beyond their reasonable control.
If any provision of this Agreement is held to be unenforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby. This Agreement and any disputes arising here under shall be governed by the laws of State, without regard to conflicts of laws principles. A failure by any party to exercise or delay in exercising a right or power conferred upon it in this Agreement shall not operate as a waiver of any such right or power.
Each party represents and warrants that, on the date first written above, they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below: