Terms of Service

This is an agreement between Velcom as well as its partners and affiliates on the one hand, and the user of Velcom's products and services on the other hand. In this Agreement "You" and "Your" refer to You or any agent, employee, servant or person authorized to act on Your behalf. "We", "Us" and "Our" refer to 1465539 Ontario Inc, Velcom.com as well as its subsidiaries and sister companies (collectively "Velcom"). This Agreement explains Our obligations to You, and explains Your obligations to Us for various services offered by Velcom. When You use Your account or permit someone else to use it to purchase or otherwise acquire access to additional Velcom service(s) or products or to cancel your Velcom services (even if We were not notified of such authorization), this Agreement covers such service or actions.

1. Term of Agreement; Modification. You agree that Velcom may modify this Agreement and the services it offers to You from time to time. You agree to be bound by any changes Velcom may reasonably make to this Agreement when such changes are made. If You have purchased services or products from Velcom, the term of this Agreement shall continue in full force and effect as long as You take advantage of and use the products or services.

2. Accurate Information. You agree to maintain accurate information by providing updates to Velcom, as needed, while You are using Velcom products and services. You agree You will notify Velcom within two (2) business days when any change of the information You provided as part of the application and/or registration process changes. Failure by You, for whatever reason, to respond within two (2) business days to any inquiries made by Velcom to determine the validity of information provided by You will constitute a material breach of this Agreement. If You provide any information that is inaccurate, not current, false, misleading or incomplete, or if Velcom has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, Velcom has the absolute right, in its sole discretion, to terminate its Services and close Your account.

3. Privacy. You can view Velcom Privacy Policy, which is incorporated herein by reference, as it is applicable to all Velcom products and services. The Privacy Policy sets out Your rights and Velcom responsibilities with regard to Your personal information. Velcom will not use Your information in any way inconsistent with the purposes and limitations provided in the Privacy Policy.

4. Acceptable Use Policy. You should use all services provided by Velcom for lawful purposes only. You agree to maintain your website in full compliance with the terms listed below. By using any Services, provided by Velcom You agree:

• not to violate the laws, regulations, ordinances or other such requirements of any applicable Federal, State or local government.
• not to transmit any unsolicited commercial or bulk email, not to be engaged in any activity known or considered to be spamming or Mail Bombing.
• not to make any inappropriate communication to any Newsgroup, Mailing List, Chat Facility, or another Internet Forum.
• not to make, attempt or allow any unauthorized access to Velcom website, servers, your own hosting account or the account of any other customers of Velcom.
• not to allow any remote code execution of malicious software through the hosting account provided by Velcom.
• not to cause denial of service attacks, port scans or other endangering and invasive procedures against Velcom servers and facilities or the servers and facilities of other network hosts or Internet users.
• not to forge the signature or other identifying mark or code of any other person or engage in any activity to attempt to deceive other persons regarding the true identity of the User.
• not to use Velcom services to host any website, other content, links or advertisements of websites that: infringe any copyright, trademark, patent, trade secret, or other proprietary rights of any third party information; are connected with child pornography; profess hatred for particular social, ethnical, religious or other group; contain viruses, Trojan horses, worms, time bombs, corrupted files, or any other similar software or programs that may damage the operation of a computer or a person's property; contain warez; contain any kind of proxy server or other traffic relaying programs; promote money making schemes, multi-level marketing or similar activities; contain torrent trackers, torrent Portals or similar software; violent or encouraging violence.
• not to upload unacceptable material which include: IRC bots, proxy scripts, warez, image, filedump, mirror, or banner-ad services, topsites, commercial audio streaming, Escrow, High-Yield Interest Programs (HYIP) or related sites, investment sites, sale of any controlled substances without providing proof of appropriate permit(s) in advance, AutoSurf sites, Bank Debentures, Bank Debenture Trading Programs, Prime Banks Programs, lottery sites, muds / rpg's, hate sites, hacking focused sites/archives/programs, or sites promoting illegal activities, IP Scanners, Brute Force Programs, Mail Bombers and Spam Scripts.
• not to engage in or to instigate actions that cause harm to SateValley or other Customers. Such actions include, but are not limited to, actions resulting in blacklisting any of Our IPs by the any online spam database, actions resulting in DDOS attacks for any servers, etc.

You agree that We have the sole right to decide what constitutes a violation of the acceptable policy use described above as well as what is the appropriate severity of any corrective action to be applied. In the event that a violation of Our Acceptable Use Policy is found, Velcom will take corrective action upon our own discretion and will notify You. Velcom decision in such case is binding and final, and cannot be a subject of a further change. Velcom cannot and shall not be liable for any loss or damage arising from Our measures against actions causing harm to Velcom or any other third party.

We have the right to terminate each and any hosting account that has been suspended for any reason for more than 14 calendar days after the suspension date, unless You has taken corrective measures to remove the initial suspension threat or violation. Any backup copies of the hosting account will be permanently deleted upon termination and no refund will be due. Velcom will not be liable for any loss or damages in such cases.

For more information on the Accepted Use Policy for Virtual hosting accounts, VPS hosting accounts and Dedicated Servers please consult Our Acceptable Use Policy.

5. E-mail and Anti-spam Policy. You are prohibited from:

• sending unsolicited bulk messages over the internet;
• creating websites intended or likely to promote the your affiliated websites or to increase the ranking of any associated sites in the search engines;
• sending spam and unsolicited messages to weblogs or automatically publish multiple unrelated comments or promotions of commercial services to weblog sites.

You must comply with the CAN-SPAM Act of 2003 and all relevant regulations and legislation on bulk and commercial email.

You are prohibited from sending mass unsolicited email messages. All emails sent to recipients who have not Confirmed Opt-In or Closed-Loop Opt-In in to mailings from You will be considered as unsolicited email messages. You using and sending mass mailings must at all times maintain complete and accurate records of all consents and opt-ins and upon request provide said records to Velcom. In the event that You cannot provide actual and verifiable proof of such consents and opt-ins, We will consider the mass mailing to be unsolicited.

Velcom prohibits the following activities listed without limitation hereunder:

• Usage of the Velcom network and systems to receive replies to unsolicited mass e-mail messages.
• Forgery of e-mail headers (i.e."spoofing").
• Spamming using third-party proxy, aggregation of proxy lists, or proxy mailing software installation.
• Configuring a mail server to accept and process third-party emails for sending with no user identification and/or authentication.
• Hosting web pages advertised via "spam e-mail" sent from another network ("spamvertising").
• Hosting any web pages or providing any services that support spam.
• Using weblog posts, IRC/chat room messages, guestbook entries, HTTP referrer log entries, usenet posts, pop-ups, instant messages or text/SMS messages for sending, posting or transmitting unsolicited bulk messages.
• Advocating any activities, prohibited by the Acceptable Use Section of this Agreement.

6. Storage and Security. At all times, You shall bear full risk of loss and damage to Your server and all of Your server content. You are entirely responsible for maintaining the confidentiality of Your password and account information. You acknowledge and agree that You are solely responsible for all acts, omissions and use under and charges incurred with Your account or password or in connection with the server or any of Your server content displayed, linked, transmitted through or stored on the server. You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to Your server content; (ii) maintain independent archival and backup copies of Your server content; (iii) ensure the security, confidentiality and integrity of Your server content transmitted through or stored on Velcom servers; and (iv) ensure the confidentiality of Your password. Velcom servers are not an archive and Velcom shall have no liability to You or any other person for loss, damage or destruction of any of Your content. The services offered by Velcom are not intended to provide a PCI (Payment Card Industry) compliant environment and therefore should not be utilized as such without further compliance activity. Velcom shall have no liability to You or any other person for Your use of Velcom products and/or services in violation of these terms.

7. Non-exclusive License. If You have licensed software from Velcom, Velcom grants You a limited, non-exclusive, nontransferable and non-assignable license to use the software for such purposes as are ordinary and customary. You are free to use the software on any computer, but not on two or more computers at one time. You agree to not alter or modify the software. You agree You are not authorized to combine the software with any other software program, create derivative works based upon the software, nor are You authorized to integrate any plug-in or enhancement which uses or relies upon the software. You further agree not to reverse engineer, decompile or otherwise attempt to uncover the source code.

Velcom reserves all rights to the software. The software and any copies You are authorized to make are the intellectual property of Velcom. The source code and its organization are the exclusive property of Velcom and the software is protected by copyright law. Except as expressly provided for in this section, this Agreement does not grant You any rights in the software and all rights are reserved by Velcom.

Any such software and services are provided to You "as is" without warranty of any kind either express or implied, including but not limited to the implied warranties or conditions of merchantability or fitness for a particular purpose.

8. Third Party Software. Velcom provides some third party software to You for easier account management including, but is not limited to Direct Admin, cPanel, etc. Such software is provided on an "as is" as available basis. We do not guarantee that any specific results can be obtained by using such software. Velcom does not take responsibility for any faults in such software functioning.

You can add and use third party software on Your account only if it is compatible with Our servers and is approved by Velcom. Your use of any third party software is at Your own risk. Velcom cannot be responsible for any third party software performance and provides no guarantees that its use will result in any particular outcome or result. Velcom will have no liability or responsibility for any damage, loss of data, loss of use or other loss occurring in connection with Your use of third party software or products.

You are solely responsible for any license and other fees required by the software providers, for using any third party software installed on Your account apart from the initial account setup.

9. Third Party Content. If You elect to sell or resell advertising or web space to a third party then You will be responsible for the contents of that advertising and the actions of that third party. Velcom has the absolute right to reject any advertising or other third party content that is illegal, offensive or otherwise in breach of the then current Velcom policy or agreement. Such content may result in the suspension or in the immediate termination of Your account. You are responsible for monitoring all domain transfers, renewal and orders. In the event that an error occurs the account holder must notify Velcom immediately of the error. In no event shall Velcom be liable to the Account Holder for any damages resulting from or related to any failure or delay of domain registration, transfer or renewal.

10. Billing and Payment. All fees for the Services shall be in accordance with Velcom's fee schedule then in effect, the terms of which are incorporated herein by reference, and shall be due at the times provided therein. Fees for renewal periods after the Initial Term shall be due and owing immediately upon the first day of such renewal period. Velcom may impose a debt service charge equal to one and one-half percent (1.5%) of the overdue balance for each month or fraction thereof the overdue amount remains unpaid. In addition, in the event that any amount due Velcom remains unpaid fourteen (14) days after such payment is due, Velcom, in its sole discretion, may immediately terminate this agreement, and/or withhold or suspend Services. There will be a $50.00 fee to reinstate accounts that have been suspended or terminated. All taxes, fees and governmental charges relating to the Services provided hereunder shall be paid by you.

You agree that Velcom may pre-charge fees for the Services to the credit card supplied by you during registration. Returned checks will be assessed a $30.00 charge. Wire transfers will be assessed a $30.00 charge.

Except as may be specifically stated to the contrary in any written agreement between you and Velcom, you shall be responsible to pay the amount of $0.85 for each Gigabyte of data traffic you incur in excess of your applicable monthly usage limit.

11. Termination & Cancellation Policy. The initial term of your agreement with Velcom shall be as set forth in your Order Form. The Initial Term shall begin upon commencement of the Services in the Order Form. After the Initial Term, your agreement with Velcom shall automatically renew for successive terms of equal length as the Initial Term, unless terminated or cancelled by either party as provided in this section.

This agreement may be terminated: (i) by You by submitting a helpdesk ticket under Billing Issues category at least 3 working days before the account is due to renew; and (ii) by Velcom at any time, without prior notice, if, in Velcom's judgment, you are in violation of any term or condition herein, or in Velcom's sole judgment, your use of the Services places or is likely to place unreasonable demands upon Velcom or could disrupt Velcom's business operations.

You may receive a refund if Your account is cancelled within the initial 30 days after sign up. If the account holder cancels after the time period specified, there will be no refund given. Refunds do NOT apply to dedicated servers, dedicated IP addresses, SSL certificates or domain registration related fees.

12. Currency. While all purchases are processed in US dollars, Velcom may provide an estimated conversion price to currencies other than US dollars. You acknowledge and agree that the pricing displayed during the checkout process is an estimate. Due to potential slight time delays between actual purchase and the payment settlement, the actual price charged may fluctuate. Accordingly, Velcom makes no representations or warranties that the actual price will be the same or substantially similar to the actual price You will pay and You waive any and all claims based upon any discrepancy between the estimate and the actual price. In addition, you may be charged VAT, based on the country indicated in Your billing address section. Any amounts to be charged will appear during the checkout process.

13. Domain Names Registration and Use.

Velcom provides domain registration, renewal and ID protection on behalf of You with a registrar selected by Velcom. Apart from the specific Velcom terms below the use of the domain registration related services is regulated by ICANN, the registrar and the applicable laws. For more information about the ICANN terms and the terms of the Registrars which Velcom selects, please read:

ICANN Policy:
http://www.icann.org/dndr/udrp/policy.htm

ENOM domain registration agreement and ID protect agreement
https://www.enom.com/terms/agreement.asp
https://www.enom.com/terms/idprotect_agreement.asp

OnlineNic domain registration agreement:
https://www.onlinenic.com/terms/OnlineNIC-Domain-Registration-Agreement.htm

By registering, maintaining or renewing a domain name, You guarantee that all of the following requirements are met:

• The registration of the domain name does not infringe the right of any third party to the best of Your knowledge;
• The domain name is not registered for unlawful purposes;
• The domain name will not be intentionally and knowingly used in violation of any applicable laws or regulations.
• The information You provided upon sign-up is complete and accurate. These details will be used to register Your domain name and will appear in Whois engines.

You are solely responsible for investigating and determining whether the registration of Your domain name infringes or violates the rights of any third party.

Each domain ordered by You is registered on Your behalf and Your personal details are used for its registration, except for the contact email. Velcom will register each domain name with a default Velcom’s email address to protect You from receiving unwanted email messages. You understand and agree that unless You change this email You may be unable to receive notifications related to Your domain sent by the domain registration authorities. You can change the Domain administrative email and manage Your registered domain name through the Customer Area. You can transfer the domain name registered by Velcom to another domain name registrar at any time.

You shall be solely liable for making any changes in the DNS settings of any domain name in Your account and any consequences following thereof. If You have asked a Velcom representative to change the DNS settings of a domain name on Your behalf, Velcom shall be indemnified of any liability for such actions and any consequences that might follow thereof.

You agree that in the event that any hosting or service fees, associated with a domain name are reversed, refunded or claimed back by filing a chargeback, the said domain name becomes property of Velcom and You lose any rights over it or any services associated with it. Velcom may re-gain property of the domain name in question if all of the following conditions are met:

• You pay in full all due fees for the domain name and the services, associated with it;
• You pay in full all chargeback penalty fees, imposed by Velcom;
• You provide all requested documents in order for Velcom settle the chargeback complaint.

Velcom shall not be liable in the event that during the time period needed for You to fulfill the requirements described above the domain name has either been deleted, has expired or entered Redemption period.

Velcom shall not be liable for the registration, maintenance or management of any domain name, until it has been successfully registered from Velcom on Your behalf and appeared as such in the corresponding Customer Area. You acknowledge that the non-registered domain names are available for registration to the general public and Velcom shall not be responsible for and cannot guarantee that any domain name of Your choice will not be already taken and will not be available for registration.

14. Free Domain Names Registration and renewal. The registration and the renewal of Your domain name will be included in the initial and renewal fees for the Hosting account and will not be subject to additional fees only if the domain name meets all of the conditions below:

• The domain name registration is requested by You at the time of the initial account setup.
• The domain name is used as the main domain for the hosting account throughout the whole duration of the hosting service.
• The domain name has one of the following extensions: .com; .net; .org; .biz; .info.
• You request the domain renewal in up to 29 days after its expiration day before the domain name redemption period starts. In case the renewal request of a free domain name is received during the domain name redemption period the appropriate redemption fee of $200.00 should be paid by You.

If You cancel within the first 30 days and have registered free domain name with us during this time period, Velcom will charge You a one time fee of $12.00 per domain name if You do not wish to continue with the domain name transfer. If You cancel your account and wish to transfer free domain name registered by Velcom to any other registrar You will be charged a one time fee of $15 per transfer per domain. These terms are in place to prevent abuse of our free domain name(s) service.

15. Additional Paid Domain Names Registration and Renewal. All domain names that are registered by Velcom on Your request and do not meet the conditions for free registration and renewal above are subject to the appropriate fees depending on the number of domains ordered, the registration period and the domain extension. Renewal fees are due for all such domains at the end of the pre-paid period. In case the renewal request of an additional domain name is received in more than 29 days after the expiration of the domain, during the domain name redemption period, the appropriate redemption fee of $200.00 should be paid by You. Registration, renewal and redemption fees for such domain names are non-refundable.

You are solely responsible for domain name maintenance. Velcom shall not be liable for any loss or damage resulting from any kind of domain name issues that were not immediately reported by You by submitting a ticket in Our HelpDesk system.

Velcom will act in good faith to investigate and resolve a reported domain name issues, however, Velcom has no liability or obligation to achieve any particular outcome or result or resolve domain name issues by any deadline. Velcom shall have no liability or responsibility for any damage, loss of data, loss of use or any other loss or damage occurring in connection with any domain name issue.

16. ID Protect. ID protect is a service that allows You to hide Your personal details, connected with Your domain name. ID protect service is provided only for domain names that are registered by Velcom. Velcom will charge the appropriate fee for the ID protect service. The fee is applied and should be paid per year basis. The fee is non-refundable. Renewal fee is due for the ID protect service one year after the initial order.

You acknowledge that Velcom cannot be held liable for any system malfunction or failure regardless of its cause that might result in the return of incomplete or erroneous information. You shall raise no claims or seek any compensation for misinformation based solely and exclusively on results returned by Velcom’s website, system and look up tools.

Upon cancellation or expiration of any service associated with a domain name Velcom will no longer be responsible for the management, maintenance and/or the proper functioning of the said domain name. You shall be solely responsible for maintaining and managing any domain name, associated with any service that has been effectively canceled and/or terminated or has expired. Velcom shall not be held liable for any loss or damages resulting from the operation failure of any domain name, associated with a service that has been canceled and/or terminated or has expired.

17. Technical Support. Velcom provides Technical Support to You at no additional fee only for hosting related issues. Velcom has the right to decide what is a hosting related issue and to charge additional fees or refuse support for non-hosting related issues. Any fees paid by You for providing non-hosting related support are non-refundable.

You can requested technical support only by opening a ticket trough the HelpDesk system located in the Customer area. Velcom will have no liability to provide technical support if it is requested in any other way apart from the HelpDesk system. You are solely responsible to use the appropriate HelpDesk category when posting a ticket. Velcom will have no liability to respond to tickets opened in inappropriate categories. You acknowledge that by asking our technical representatives for technical assistance, You authorize their intervention and operation in Your hosting account, Direct Admin and/or Customer Area.

You must provide Velcom with all information and access to facilities that Velcom may reasonably require to provide the requested Technical Support.

You are solely liable for performing and storing a back-up copy of his data, files and hosting account prior to requesting technical support and agreeing to any technical interference or operation, provided by Velcom. In the event You are not satisfied with the outcome of any technical action You shall be solely responsible for restoring the back-up copies of Your hosting account and uploading Your website.

You should not abuse the HelpDesk system. Abuse of the HelpDesk system includes, but is not limited to, excessive number of tickets opened by a single Customer, aggressive and/or harassing behavior, repetitive use of inappropriate categories for posting a ticket, etc. Any abuse of the HelpDesk system may result in warning, HelpDesk access restrictions, hosting account suspension or possible hosting account termination with no refund. Velcom has the sole right to decide what constitutes abuse of the HelpDesk system.

18. Disclaimer of Warranty. You agree to use all Services and any information obtained through or from Velcom, at your own risk. You acknowledge and agree that Velcom exercises no control over, and accepts no responsibility for, the content of the information passing through Velcom's host computers, network hubs and points of presence or the Internet. THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN AS IS, AS AVAILABLE BASIS. NONE OF Velcom, ITS PARENT, SUBSIDIARY OR AFFILIATED CORPORATIONS, OR ANY OF THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, AGENTS, SUPPLIERS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE (EACH, A "Velcom PERSON") MAKES ANY WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, FOR THE SERVICES OR ANY EQUIPMENT Velcom PROVIDES. NO Velcom PERSON MAKES ANY WARRANTIES THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. Velcom IS NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM YOU OR STORED BY YOU OR ANY OF YOUR CUSTOMERS VIA THE SERVICES PROVIDED BY Velcom. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY ANY Velcom PERSON, WILL CREATE A WARRANTY; NOR MAY YOU RELY ON ANY SUCH INFORMATION OR ADVICE. The terms of this section shall survive any termination of this agreement.

19. Indemnification. You agree to indemnify, defend and hold harmless Velcom and its parent, subsidiary and affiliated companies, and each of their respective officers, directors, employees, shareholders and agents (each an "indemnified party" and, collectively, "indemnified parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative), and expenses (including, but not limited to, reasonable attorney's fees) threatened, asserted, or filed by a third party against any of the indemnified parties arising out of or relating to: (i) your use of the Services; (ii) any violation by you of the Terms and Conditions; (iii) any breach of any representation, warranty or covenant of yours contained in this agreement; or (iv) any acts or omissions of yours. The terms of this section shall survive any termination of this agreement.

20. Limitation of Liability. You agree that no Velcom Person, under any circumstances, shall be held responsible or liable for situations where the Services are accessed by third parties through illegal or illicit means, including situations where such data is accessed through the exploitation of security gaps, weaknesses or flaws (whether known or unknown to Velcom at the time) which may exist in the Services or Velcom's equipment used to provide the Services.

Under no circumstances, including negligence, shall any Velcom Person be liable for any direct, indirect, incidental, special, consequential or punitive damages, or loss of profits, revenue, data or use by you, any of your customers, any Reseller Customer or any other third party, whether in an action in contract or tort or strict liability or other legal theory, even if Velcom has been advised of the possibility of such damages. No Velcom Person shall be liable to you, any of your customers, any Reseller Customer or any other third party, for any loss or damages that result or are alleged to have resulted from the use of or inability to use the Services, termination of the Services, alleged inadequacy of customer support, or that results from mistakes, omissions, interruptions, deletion of files, loss of data, errors, viruses, bots, worms, defects, delays in operations, denial of service attack, or transmission or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to your records, programs, equipment or services.

Notwithstanding anything to the contrary in this agreement, Velcom's maximum liability under this agreement for all damages, losses, costs and causes of actions from any and all claims (whether in contract, tort, including negligence, quasi-contract, statutory or otherwise) shall not exceed the actual dollar amount paid by you for the Services which gave rise to such damages, losses and causes of actions.

You understand, acknowledges and agrees that if Velcom takes any corrective action under this agreement because of an action of you or one of your customers or a Reseller Customer, that corrective action may adversely affect other customers of yours or other Reseller Customers, and you agree that Velcom shall have no liability to you, any of your customers or any Reseller Customer due to such corrective action by Velcom.

This limitation of liability reflects an informed, voluntary allocation between the parties of the risks (known and unknown) that may exist in connection with this agreement. The terms of this section shall survive any termination of this agreement.

21. Force Majeure. Velcom shall not be liable for failure or delay in performing it obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of, interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies or power used in or equipment needed for provision of the Services.

22. Governing Law & Arbitration. This agreement shall be governed by and construed in accordance with the laws of the province of Ontario and the federal laws of Canada applicable therein without regard to the conflict of law provisions thereof. Any controversy, claim or dispute arising out of or relating to these Terms and Conditions, your use of Velcom or Services, or the relationship which results from these Terms and Conditions, including without limitation, the performance, breach, enforcement, existence or validity of the matters provided for in these Terms and Conditions which cannot be amicably resolved, even if only one of the parties declares that there is a difference (collectively, a "Claim"), will be referred to and finally settled (to the exclusion of the courts) by private and confidential binding arbitration before a single arbitrator held in Toronto, Ontario in English and governed by Ontario law pursuant to the Arbitrations Act (Ontario). The arbitrator shall be a person who is legally trained and who has experience in the information technology field in Canada and is independent of either party. Any such Claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim, controversy or dispute of any other party. You agree to waive any right you may have to commence or participate in any class action against Velcom related to any Claim and, where applicable, you also agree to opt out of any class proceedings against Velcom. Notwithstanding the foregoing, Velcom reserves the right to pursue the protection of intellectual property rights and confidential information through injunctive or other equitable relief through the courts, and Velcom reserves the right to join you as a party in court proceedings that Velcom may have to bring against persons who are not a party to this agreement whether your liability is on a joint or several basis with them.

23. Assignment. You shall not have the right to assign this agreement without the prior written consent of Velcom. This agreement shall be binding upon and inure to the benefit of you and Velcom and all successors, administrators, executors and permitted assigns.

24. Entire Agreement, Severability. This agreement, together with the Order Form and any other documents or agreements specifically identified in this agreement, represents the entire agreement between the parties, and supercedes all previous representations, understandings or agreements. If any provision of this agreement shall be held to be invalid, unenforceable, or void, the remainder of this agreement shall remain in full force and effect.

You hereby represent that if you are an individual, you are over 18 years of age, or if you are a corporation, limited partnership or other legal entity, that you are duly organized, validly existing and in good standing under the laws of the jurisdiction of your organization and the individual acting on your behalf is duly authorized to accept, execute and deliver this agreement.

25.Trademarks. All products, brands and company names and logos used on Velcom are the trademarks or registered trademarks of their respective owners. Any use of any of the marks appearing on Velcom without the express written consent of Velcom or the owner of the mark, as appropriate, is strictly prohibited.

26. Submission of Ideas and/or Suggestions. UNDER NO CIRCUMSTANCES SHALL ANY DISCLOSURE OF ANY IDEA AND/OR SUGGESTION OR RELATED MATERIAL TO Velcom BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. BY SUBMITTING THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL TO Velcom, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL AND ARE REPRESENTING AND WARRANTING TO Velcom THAT THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY RIGHTS IN THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL AND THAT Velcom IS FREE TO IMPLEMENT THE IDEA AND/OR SUGGESTION AND TO USE THE RELATED MATERIAL IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY Velcom, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.

27. Miscellaneous. This is the entire agreement between Velcom and you pertaining to your use of the Services and supercedes any prior agreements between you and Velcom with regard to this subject matter. Velcom's failure to insist upon or enforce strict performance of any right or provision of this agreement shall not constitute or be construed as a waiver of any right or provision. If any of the provisions (or parts thereof) contained herein are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining provisions (or parts thereof) contained herein. All amounts expressed herein are in U.S. dollars, however, Velcom reserves the right to convert them to Canadian dollar equivalents at prevailing exchange rates. The parties have required that this agreement and all documents relating thereto be drawn up in English. Les parties ont demande que cette convention ainsi que tous les documents que s'y rattachent soient rediges en anglais.

28. Affiliate Program Terms and Conditions

Listed below are the terms and conditions associated with our affiliate program.

Payment:

• Affiliates are paid 10% on every sale that is generated including all recurring comissions on current active clients. A signup is counted when a customer first clicks on an affiliate referral link, completes the signup process and stays active for more than 30 days.
• All affiliate fees are processed 60 days after the end of the month in which the sale occurred. Please allow additional time for holidays. EXAMPLE: Affiliate payments would be processed April 1st and sent between the 2nd and 15th for all sales made during the month of January.
• Affiliates must generate a balance of $100 or more before the payment will be sent.
• Commission payments can be made via PayPal, Wire Transfer, ePassporte or Webmoney. Please add preferred payment method as a note while registering affiliate account.
• Affiliates are responsible for any and all fees, taxes, exchange rates, subcharges and other expenses incurred in order to receive their commissions. Please check with your local banking institution to find out if any of these apply for your area/country.
• Affiliates don't receive commissions on the purchases of their own hosting accounts.
• We do not allow affiliates to recruit themselves as a referral and expect 10% reduction in their hosting fees.
• It is not allowed to use your own personal details for your referrals otherwise our system will not send you a payout.

Reversals:

• Referrals that have been issued a refund within the first 30 days of service will be deducted from commissions owed.
• Referrals that are found to be fraudulent (false information, fake/stolen credit cards etc.) will be reversed.
• Referrals that issue a credit card charge back will be reversed.

Advertising Compliance:

• Affiliates may not offer cash back, rewards or incentives.
• Affiliates may not bid on trademark keywords for the purpose of PPC on the search engines (Google, Yahoo, MSN, Ask). Any affiliates found bidding on trademarked terms will be deactivated. For a list of banned keywords, please contact the affiliate manager using the information provided below.
• Affiliates may use the approved banners and ad text code found in the affiliate management center. Affiliates are responsible for ensuring that their tracking code is working properly before sending traffic to our servers. Any modification to the links is the sole responsibility of the affiliate - commissions will not be paid for tracking errors caused by editing, masking or tampering with your links.
• Affiliates must use their own website and identity in the sign-up process and may not assume a false or another person's or entity's identity or place advertiser paid links on a site without authorization.

Deactivation:

• Affiliate accounts may be deactivated at any time without warning or advanced notice. Your account WILL BE DEACTIVATED and commissions set to $0 for failure to comply with the Affiliate Terms contained herein.
• Any false or misleading advertising or suspected fraudulent activity associated with your affiliate account will result in immediate deactivation.
• Affiliate accounts generating a large number of fraudulent accounts may be deactivated upon review.
• Affiliates may not resell hosting. Offenders will be deactivated.
• If you would like to discontinue your affiliate status, simply remove your affiliate links and no longer promote them. For accounting purposes your account and personal information will not be completely removed from our system.
• Affiliates CANNOT SPAM. Any affiliates found determined or reasonably suspected to be inbound in an unsolicited bulk e-mail program will be immediately deactivated with commissions set to $0 for failure to comply with the Affiliate Terms contained herein.

BY REGISTERING AS AN AFFILIATE YOU ARE AGREEING TO THE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS, YOU MUST DISCONTINUE THE REGISTRATION PROCESS, DISCONTINUE YOUR USE OF THE AFFILIATE PROGRAM, OR DEACTIVATE YOUR ACCOUNT IF YOU ARE ALREADY A MEMBER.

Changes to the Terms and Conditions apply to you. You may review the most current version of the Terms and Conditions at the site. Velcom may change the Terms and Conditions, in whole or in part, at any time at Velcom's sole discretion. Posting of such changed Terms and Conditions on the site shall constitute notice of such changes to you, although Velcom may choose additional types of notice. Velcom will use reasonable efforts to provide you with 7 days advance notice of changes that materially and adversely impact your use of the Affiliate Program. Your continued use of the Affiliate Program following notice constitutes your acceptance of all changes. If you do not agree to any such changes, your sole and exclusive remedy is to deactivate your account as described above.

If you have any questions regarding our affiliate program please email sales [at] Velcom.com o open a ticket at http://www.velcom.com/clients/