Terms Of Service
This Web Hosting Agreement is between Volt Networks, a web hosting provider, formed under the laws of the State of Texas with its principal office at Texas, and the person whose signs Volt Networks's service order and set up form incorporating this Agreement by reference. This Agreement governs Customer's use of Volt Networks's Web hosting service.
Table of Contents
Services
Term
Payments
Law/AUP
Customer Information
Indemnification
Disclaimer of Warranties
Limitation of Damages
Suspension of Services/Termination
Request for Customer Information
Back Up Copy
Notices
Force Majeure
Miscellaneous
1. Services.
Subject to the terms of this Agreement, and contingent on Customer's satisfaction of Volt Networks's credit approval requirements, Volt Networks agrees to provide the web hosting services described in the Order for the fees stated in the Order. Volt Networks is not responsible for pricing, typographical, or other errors in any offer by Volt Networks and reserves the right to cancel any orders resulting from such errors. Volt Networks may invoice or credit customers to correct such orders instead of terminating the order.
2. Terms.
The initial service term of the Agreement shall begin on the date that Volt Networks generates an e-mail message to Customer announcing the activation of the Customer's account and shall continue for the number of months stated in the Order. Upon expiration of the Initial Term, this Agreement shall automatically renew unless Volt Networks or Customer provides the other with written notice of non-renewal at least thirty (30) days prior to the expiration of the Initial Term or then-current Renewal Term, as applicable. The Initial Term and any Renewal Term may be referred to collectively in this Agreement as the "Term."
3. Payments.
(a) Fees. Fees are payable in advance or the first day of each billing cycle. Customer's billing cycle shall be monthly, quarterly, semi-annually, or annually as indicated on the Order, beginning on the Service Commencement Date. Volt Networks may require payment for the first billing cycle before beginning service. If the Order provides for credit/debit card billing, Customer authorizes Volt Networks to bill subsequent fees to the credit/debit card on or after the first day of each successive billing cycle during the Term of this Agreement; otherwise Volt Networks will invoice Customer via electronic mail to the Primary Customer Contact listed on the Order. Invoiced fees may be issued on or before the 1st day of each billing cycle, and the fees shall be due on the 14th day following invoice date, but in no event earlier than the first day of each billing cycle.
(b) Fee Increases. Volt Networks may increase its fees for services effective the first day of a Renewal Term by giving notice to Customer of the new fees at least forty five (45) days prior to the beginning of the Renewal Term, and if Customer does not give a notice of non-renewal as provided in Section 2 above, the Customer shall be deemed to have accepted the new fee for that Renewal Term and any subsequent Renewal Terms (unless the fees are increased in the same manner for a subsequent Renewal Term).
(c) Taxes. At Volt Networks's request Customer shall remit to Volt Networks all sales, VAT or similar tax imposed on the provision of the services (but not in the nature of an income tax on Volt Networks), regardless of whether Volt Networks fails to collect the tax at the time the related services are provided.
(d) Early Termination. Customer acknowledges that the amount of the fee for the service is based on Customer's agreement to pay the fee for the entire Initial Term, or Renewal Term, as applicable. In the event Volt Networks terminates the Agreement for Customer's breach of the Agreement in accordance with Section 9 (Termination), or Customer terminates the service other than in accordance with Section 9 (Termination) for Volt Networks's breach, the unpaid fees for each billing cycle remaining in the Initial Term or then-current Renewal Term, as applicable, are due on the business day following termination of the Agreement.
(e) Cancellations. To properly cancel an account, the customer must login to the billing area and request a cancellation. If the client does not properly request a cancellation, Volt Networks can continue to bill the customer for our services, whether the customer uses it or not. For more information and steps on how to request a cancellation, visit the article in our Knowledgebase.
(f) Fee Changes. We reserve the right to change prices listed on voltnetworks.com, and the right to increase/decrease the amount of resources given to plans at any time. We also reserve the right to invoice, or credit customers, to ensure proper balances.
4. Law/AUP.
Customer agrees to use the service in compliance with applicable law and Volt Networks's Acceptable Use Policy posted at http://voltnetworks.com/aup.html (the "AUP"), which is hereby incorporated by reference in this Agreement. Customer agrees that Volt Networks may, in its reasonable commercial judgment consistent with industry standards, amend the AUP from time to time to further detail or describe reasonable restrictions and conditions on Customer's use of the Services. Amendments to the AUP are effective on the earlier of Volt Networks's notice to Customer that an amendment has been made, or the first day of any Renewal Term that begins subsequent to the amendment. Customer agrees to cooperate with Volt Networks's reasonable investigation of any suspected violation of the AUP. In the event of a dispute between Volt Networksand Customer regarding the interpretation of the AUP, Volt Networks's commercially reasonable interpretation of the AUP shall govern.
5. Customer Information.
Customer represents and warrants to Volt Networks that the information he, she or it has provided and will provide to Volt Networks for purposes of establishing and maintaining the service is accurate. If Customer is an individual, Customer represents and warrants to Volt Networks that he or she is at least 18 years of age. Volt Networks may rely on the instructions of the person listed as the Primary Customer Contact on the Order with regard to Customer's account until Customer has provided a written notice changing the Primary Customer Contract.
6 Indemnification.
Customer agrees to indemnify and hold harmless Volt Networks, Volt Networks's affiliates, and each of their respective officers, directors, agents, and employees from and against any and all claims, demands, liabilities, obligations, losses, damages, penalties, fines, punitive damages, amounts in interest, expenses and disbursements of any kind and nature whatsoever (including reasonable attorneys fees) brought by a third party under any theory of legal liability arising out of or related to the actual or alleged use of Customer's services in violation of applicable law or the AUP by Customer or any person using Customer's log on information, regardless of whether such person has been authorized to use the services by Customer.
7. Disclaimer of Warranties.
VOLT NETWORKS DOES NOT WARRANT OR REPRESENT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. TO THE EXTENT PERMITTED BY APPLICABLE LAW VOLT NETWORKS DISCLAIMS ANY AND ALL WARRANTIES INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL SERVICES ARE PROVIDED ON AN "AS IS" BASIS.
8. Limitation of Damages.
NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY LOST PROFITS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE LOSS OR DAMAGE OF ANY KIND, OR FOR DAMAGES THAT COULD HAVE BEEN AVOIDED BY THE USE OF REASONABLE DILIGENCE, ARISING IN CONNECTION WITH THE AGREEMENT, EVEN IF THE PARTY HAS BEEN ADVISED OR SHOULD BE AWARE OF THE POSSIBILIY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING ELSE IN THE AGREEMENT TO THE CONTRARY, THE MAXIMUM AGGREGATE LIABILITY OF Volt Networks AND ANY OF ITS EMPLOYEES, AGENTS OR AFFILIATES, UNDER ANY THEORY OF LAW (INCLUDING BREACH OF CONTRACT, TORT, STRICT LIABILITY, AND INFRINGEMENT) SHALL BE A PAYMENT OF MONEY NOT TO EXCEED THE AMOUNT PAYABLE BY CUSTOMER FOR THREE MONTHS OF SERVICE.
9. Suspension/Termination.
(a) Suspension of Service. Customer agrees that Volt Networks may suspend services to Customer without notice and without liability if: (i) Volt Networks reasonably believes that the services are being used in violation of the AUP; (ii) Customer fails to cooperate with any reasonable investigation of any suspected violation of the AUP; (iii) Volt Networks reasonably believes that the suspension of service is necessary to protect its network or its other customers, or (iv) as requested by a law enforcement or regulatory agency. Customer shall pay Volt Networks's reasonable reinstatement fee if service is reinstituted following a suspension of service under this subsection.
(b) Termination. The Agreement may be terminated by Customer prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability if Volt Networks fails in a material way to provide the service in accordance with the terms of the Agreement and does not cure the failure within ten (10) days of Customer's written notice describing the failure in reasonable detail. The Agreement may be terminated by Volt Networks prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability as follows: (i) upon ten (10) days notice if Customer is overdue on the payment of any amount due under the Agreement; (ii) Customer materially violates any other provision of the Agreement, including the AUP, and fails to cure the violation within thirty (30) days of a written notice from Volt Networks describing the violation in reasonable detail; (iii) upon one (1) days notice if Customer's Service is used in violation of a material term of the AUP more than once, or (iv) upon one (1) days notice if Customer violates Section 5 (Customer Information) of this Agreement. Either party may terminate this agreement upon ten (10) days advance notice if the other party admits insolvency, makes an assignment for the benefit of its creditors, files for bankruptcy or similar protection, is unable to pay debts as they become due, has a trustee or receiver appointed over all or a substantial portion of its assets, or enters into an agreement for the extension or readjustment of all or substantially all of its obligations.
(c) Refunds. Refunds are to be discussed with Volt Networks. The customer can not place a chargeback or dispute in Paypal or other methods of payments. If the customer viollates this agreement, Volt Networks is allowed to fine the customer with an amount of up to the amount due by the client for the next 2 billing cycles, or a flat fee of $200. If the client can prove a valid reason for a refund, or if Volt Networks defaults on a guarantee, the client will be entittled for the current billing cycle refund only, or a partial refund. Any prior payments will not be refunded.
10. Requests for Customer Information.
Customer agrees that Volt Networks may, without notice to Customer, (i) report to the appropriate authorities any conduct by Customer or any of Customer's customers or end users that Volt Networks believes violates applicable law, and (ii) provide any information that it has about Customer or any of its customers or end users in response to a formal or informal request from a law enforcement or regulatory agency or in response to a formal request in a civil action that on its face meets the requirements for such a request.
11. Back Up Copy.
Customer agrees to maintain a current copy of all content hosted by Volt Networks notwithstanding any agreement by Volt Networks to provide back up services.
12. Changes to Volt Networks's Network.
Upgrades and other changes in Volt Networks's network, including, but not limited to changes in its software, hardware, and service providers, may affect the display or operation of Customer's hosted content and/or applications. Volt Networks reserves the right to change its network in its commercially reasonable discretion, and Volt Networks shall not be liable for any resulting harm to Customer.
13. Notices.
Notices to Volt Networks under the Agreement shall be given via electronic mail to the e-mail address posted for customer support on http://www.voltnetworks.com/support.html . Notices to Customer shall be given via electronic mail to the individual listed as the Primary Customer Contact on the Order. Notices are deemed received on the day transmitted, or if that day is not a business day, on the first business day following the day delivered. Customer may change his, her or its notice address by a notice given in accordance with this Section.
14. Force Majeure.
Volt Networks shall not be in default of any obligation under the Agreement if the failure to perform the obligation is due to any event beyond Volt Networks's control, including, without limitation, significant failure of a portion of the power grid, significant failure of the Internet, natural disaster, war, riot, insurrection, epidemic, strikes or other organized labor action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.
15. Governing Law/Disputes.
The Agreement shall be governed by the laws of the State of Texas, exclusive of its choice of law principles, and the laws of the United States of America, as applicable. The Agreement shall not be governed by the United Nations Convention on the International Sale of Goods. EXCLUSIVE VENUE FOR ALL DISPUTES ARISING OUT OF OR RELATING TO THE AGREEMENT SHALL BE THE STATE AND FEDERAL COURTS IN TARRANT COUNTY, TEXAS, AND EACH PARTY AGREES NOT TO DISPUTE SUCH PERSONAL JURISDICTION AND WAIVES ALL OBJECTIONS THERETO.
16. Miscellaneous.
Each party acknowledges and agrees that the other party retains exclusive ownership and rights in its trademarks, service marks, trade secrets, inventions, copyrights, and other intellectual property. Neither party may use the other party's name or trade mark without the other party's prior written consent. The parties intend for their relationship to be that of independent contractors and not a partnership, joint venture, or employer/employee. Neither party will represent itself to be agent of the other. Each party acknowledges that it has no power or authority to bind the other on any agreement and that it will not represent to any person that it has such power or authority. This Agreement may be amended only by a formal written agreement signed by both parties. The terms on Customer's purchase order or other business forms are not binding on Volt Networks unless they are expressly incorporated into a formal written agreement signed by both parties. A party's failure or delay in enforcing any provision of the Agreement will not be deemed a waiver of that party's rights with respect to that provision or any other provision of the Agreement. A party's waiver of any of its right under the Agreement is not a waiver of any of its other rights with respect to a prior, contemporaneous or future occurrence, whether similar in nature or not. The captions in the Agreement are not part of the Agreement, but are for the convenience of the parties. The following provisions will survive expiration or termination of the Agreement: Fees, indemnity obligations, provisions limiting liability and disclaiming warranties, provisions regarding ownership of intellectual property, these miscellaneous provisions, and other provisions that by their nature are intended to survive termination of the Agreement. There are no third party beneficiaries to the Agreement. Neither insurers nor the customers of resellers are third party beneficiaries to the Agreement. Customer may not transfer the Agreement without Volt Networks's prior written consent. Volt Networks's approval for assignment is contingent on the assignee meeting Volt Networks's credit approval criteria. Volt Networks may assign the Agreement in whole or in part.
This Agreement together with the Order and AUP constitutes the complete and exclusive agreement between the parties regarding its subject matter and supercedes and replace any prior understanding or communication, written or oral.
Volt Networks reserves the right to revise its policies at any time without notice.
©2008 Volt Networks | Privacy Policy
This Web Hosting Agreement is between Volt Networks, a web hosting provider, formed under the laws of the State of Texas with its principal office at Texas, and the person whose signs Volt Networks's service order and set up form incorporating this Agreement by reference. This Agreement governs Customer's use of Volt Networks's Web hosting service.
Table of Contents
Services
Term
Payments
Law/AUP
Customer Information
Indemnification
Disclaimer of Warranties
Limitation of Damages
Suspension of Services/Termination
Request for Customer Information
Back Up Copy
Notices
Force Majeure
Miscellaneous
1. Services.
Subject to the terms of this Agreement, and contingent on Customer's satisfaction of Volt Networks's credit approval requirements, Volt Networks agrees to provide the web hosting services described in the Order for the fees stated in the Order. Volt Networks is not responsible for pricing, typographical, or other errors in any offer by Volt Networks and reserves the right to cancel any orders resulting from such errors. Volt Networks may invoice or credit customers to correct such orders instead of terminating the order.
2. Terms.
The initial service term of the Agreement shall begin on the date that Volt Networks generates an e-mail message to Customer announcing the activation of the Customer's account and shall continue for the number of months stated in the Order. Upon expiration of the Initial Term, this Agreement shall automatically renew unless Volt Networks or Customer provides the other with written notice of non-renewal at least thirty (30) days prior to the expiration of the Initial Term or then-current Renewal Term, as applicable. The Initial Term and any Renewal Term may be referred to collectively in this Agreement as the "Term."
3. Payments.
(a) Fees. Fees are payable in advance or the first day of each billing cycle. Customer's billing cycle shall be monthly, quarterly, semi-annually, or annually as indicated on the Order, beginning on the Service Commencement Date. Volt Networks may require payment for the first billing cycle before beginning service. If the Order provides for credit/debit card billing, Customer authorizes Volt Networks to bill subsequent fees to the credit/debit card on or after the first day of each successive billing cycle during the Term of this Agreement; otherwise Volt Networks will invoice Customer via electronic mail to the Primary Customer Contact listed on the Order. Invoiced fees may be issued on or before the 1st day of each billing cycle, and the fees shall be due on the 14th day following invoice date, but in no event earlier than the first day of each billing cycle.
(b) Fee Increases. Volt Networks may increase its fees for services effective the first day of a Renewal Term by giving notice to Customer of the new fees at least forty five (45) days prior to the beginning of the Renewal Term, and if Customer does not give a notice of non-renewal as provided in Section 2 above, the Customer shall be deemed to have accepted the new fee for that Renewal Term and any subsequent Renewal Terms (unless the fees are increased in the same manner for a subsequent Renewal Term).
(c) Taxes. At Volt Networks's request Customer shall remit to Volt Networks all sales, VAT or similar tax imposed on the provision of the services (but not in the nature of an income tax on Volt Networks), regardless of whether Volt Networks fails to collect the tax at the time the related services are provided.
(d) Early Termination. Customer acknowledges that the amount of the fee for the service is based on Customer's agreement to pay the fee for the entire Initial Term, or Renewal Term, as applicable. In the event Volt Networks terminates the Agreement for Customer's breach of the Agreement in accordance with Section 9 (Termination), or Customer terminates the service other than in accordance with Section 9 (Termination) for Volt Networks's breach, the unpaid fees for each billing cycle remaining in the Initial Term or then-current Renewal Term, as applicable, are due on the business day following termination of the Agreement.
(e) Cancellations. To properly cancel an account, the customer must login to the billing area and request a cancellation. If the client does not properly request a cancellation, Volt Networks can continue to bill the customer for our services, whether the customer uses it or not. For more information and steps on how to request a cancellation, visit the article in our Knowledgebase.
(f) Fee Changes. We reserve the right to change prices listed on voltnetworks.com, and the right to increase/decrease the amount of resources given to plans at any time. We also reserve the right to invoice, or credit customers, to ensure proper balances.
4. Law/AUP.
Customer agrees to use the service in compliance with applicable law and Volt Networks's Acceptable Use Policy posted at http://voltnetworks.com/aup.html (the "AUP"), which is hereby incorporated by reference in this Agreement. Customer agrees that Volt Networks may, in its reasonable commercial judgment consistent with industry standards, amend the AUP from time to time to further detail or describe reasonable restrictions and conditions on Customer's use of the Services. Amendments to the AUP are effective on the earlier of Volt Networks's notice to Customer that an amendment has been made, or the first day of any Renewal Term that begins subsequent to the amendment. Customer agrees to cooperate with Volt Networks's reasonable investigation of any suspected violation of the AUP. In the event of a dispute between Volt Networksand Customer regarding the interpretation of the AUP, Volt Networks's commercially reasonable interpretation of the AUP shall govern.
5. Customer Information.
Customer represents and warrants to Volt Networks that the information he, she or it has provided and will provide to Volt Networks for purposes of establishing and maintaining the service is accurate. If Customer is an individual, Customer represents and warrants to Volt Networks that he or she is at least 18 years of age. Volt Networks may rely on the instructions of the person listed as the Primary Customer Contact on the Order with regard to Customer's account until Customer has provided a written notice changing the Primary Customer Contract.
6 Indemnification.
Customer agrees to indemnify and hold harmless Volt Networks, Volt Networks's affiliates, and each of their respective officers, directors, agents, and employees from and against any and all claims, demands, liabilities, obligations, losses, damages, penalties, fines, punitive damages, amounts in interest, expenses and disbursements of any kind and nature whatsoever (including reasonable attorneys fees) brought by a third party under any theory of legal liability arising out of or related to the actual or alleged use of Customer's services in violation of applicable law or the AUP by Customer or any person using Customer's log on information, regardless of whether such person has been authorized to use the services by Customer.
7. Disclaimer of Warranties.
VOLT NETWORKS DOES NOT WARRANT OR REPRESENT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. TO THE EXTENT PERMITTED BY APPLICABLE LAW VOLT NETWORKS DISCLAIMS ANY AND ALL WARRANTIES INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL SERVICES ARE PROVIDED ON AN "AS IS" BASIS.
8. Limitation of Damages.
NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY LOST PROFITS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE LOSS OR DAMAGE OF ANY KIND, OR FOR DAMAGES THAT COULD HAVE BEEN AVOIDED BY THE USE OF REASONABLE DILIGENCE, ARISING IN CONNECTION WITH THE AGREEMENT, EVEN IF THE PARTY HAS BEEN ADVISED OR SHOULD BE AWARE OF THE POSSIBILIY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING ELSE IN THE AGREEMENT TO THE CONTRARY, THE MAXIMUM AGGREGATE LIABILITY OF Volt Networks AND ANY OF ITS EMPLOYEES, AGENTS OR AFFILIATES, UNDER ANY THEORY OF LAW (INCLUDING BREACH OF CONTRACT, TORT, STRICT LIABILITY, AND INFRINGEMENT) SHALL BE A PAYMENT OF MONEY NOT TO EXCEED THE AMOUNT PAYABLE BY CUSTOMER FOR THREE MONTHS OF SERVICE.
9. Suspension/Termination.
(a) Suspension of Service. Customer agrees that Volt Networks may suspend services to Customer without notice and without liability if: (i) Volt Networks reasonably believes that the services are being used in violation of the AUP; (ii) Customer fails to cooperate with any reasonable investigation of any suspected violation of the AUP; (iii) Volt Networks reasonably believes that the suspension of service is necessary to protect its network or its other customers, or (iv) as requested by a law enforcement or regulatory agency. Customer shall pay Volt Networks's reasonable reinstatement fee if service is reinstituted following a suspension of service under this subsection.
(b) Termination. The Agreement may be terminated by Customer prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability if Volt Networks fails in a material way to provide the service in accordance with the terms of the Agreement and does not cure the failure within ten (10) days of Customer's written notice describing the failure in reasonable detail. The Agreement may be terminated by Volt Networks prior to the expiration of the Initial Term or any Renewal Term without further notice and without liability as follows: (i) upon ten (10) days notice if Customer is overdue on the payment of any amount due under the Agreement; (ii) Customer materially violates any other provision of the Agreement, including the AUP, and fails to cure the violation within thirty (30) days of a written notice from Volt Networks describing the violation in reasonable detail; (iii) upon one (1) days notice if Customer's Service is used in violation of a material term of the AUP more than once, or (iv) upon one (1) days notice if Customer violates Section 5 (Customer Information) of this Agreement. Either party may terminate this agreement upon ten (10) days advance notice if the other party admits insolvency, makes an assignment for the benefit of its creditors, files for bankruptcy or similar protection, is unable to pay debts as they become due, has a trustee or receiver appointed over all or a substantial portion of its assets, or enters into an agreement for the extension or readjustment of all or substantially all of its obligations.
(c) Refunds. Refunds are to be discussed with Volt Networks. The customer can not place a chargeback or dispute in Paypal or other methods of payments. If the customer viollates this agreement, Volt Networks is allowed to fine the customer with an amount of up to the amount due by the client for the next 2 billing cycles, or a flat fee of $200. If the client can prove a valid reason for a refund, or if Volt Networks defaults on a guarantee, the client will be entittled for the current billing cycle refund only, or a partial refund. Any prior payments will not be refunded.
10. Requests for Customer Information.
Customer agrees that Volt Networks may, without notice to Customer, (i) report to the appropriate authorities any conduct by Customer or any of Customer's customers or end users that Volt Networks believes violates applicable law, and (ii) provide any information that it has about Customer or any of its customers or end users in response to a formal or informal request from a law enforcement or regulatory agency or in response to a formal request in a civil action that on its face meets the requirements for such a request.
11. Back Up Copy.
Customer agrees to maintain a current copy of all content hosted by Volt Networks notwithstanding any agreement by Volt Networks to provide back up services.
12. Changes to Volt Networks's Network.
Upgrades and other changes in Volt Networks's network, including, but not limited to changes in its software, hardware, and service providers, may affect the display or operation of Customer's hosted content and/or applications. Volt Networks reserves the right to change its network in its commercially reasonable discretion, and Volt Networks shall not be liable for any resulting harm to Customer.
13. Notices.
Notices to Volt Networks under the Agreement shall be given via electronic mail to the e-mail address posted for customer support on http://www.voltnetworks.com/support.html . Notices to Customer shall be given via electronic mail to the individual listed as the Primary Customer Contact on the Order. Notices are deemed received on the day transmitted, or if that day is not a business day, on the first business day following the day delivered. Customer may change his, her or its notice address by a notice given in accordance with this Section.
14. Force Majeure.
Volt Networks shall not be in default of any obligation under the Agreement if the failure to perform the obligation is due to any event beyond Volt Networks's control, including, without limitation, significant failure of a portion of the power grid, significant failure of the Internet, natural disaster, war, riot, insurrection, epidemic, strikes or other organized labor action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.
15. Governing Law/Disputes.
The Agreement shall be governed by the laws of the State of Texas, exclusive of its choice of law principles, and the laws of the United States of America, as applicable. The Agreement shall not be governed by the United Nations Convention on the International Sale of Goods. EXCLUSIVE VENUE FOR ALL DISPUTES ARISING OUT OF OR RELATING TO THE AGREEMENT SHALL BE THE STATE AND FEDERAL COURTS IN TARRANT COUNTY, TEXAS, AND EACH PARTY AGREES NOT TO DISPUTE SUCH PERSONAL JURISDICTION AND WAIVES ALL OBJECTIONS THERETO.
16. Miscellaneous.
Each party acknowledges and agrees that the other party retains exclusive ownership and rights in its trademarks, service marks, trade secrets, inventions, copyrights, and other intellectual property. Neither party may use the other party's name or trade mark without the other party's prior written consent. The parties intend for their relationship to be that of independent contractors and not a partnership, joint venture, or employer/employee. Neither party will represent itself to be agent of the other. Each party acknowledges that it has no power or authority to bind the other on any agreement and that it will not represent to any person that it has such power or authority. This Agreement may be amended only by a formal written agreement signed by both parties. The terms on Customer's purchase order or other business forms are not binding on Volt Networks unless they are expressly incorporated into a formal written agreement signed by both parties. A party's failure or delay in enforcing any provision of the Agreement will not be deemed a waiver of that party's rights with respect to that provision or any other provision of the Agreement. A party's waiver of any of its right under the Agreement is not a waiver of any of its other rights with respect to a prior, contemporaneous or future occurrence, whether similar in nature or not. The captions in the Agreement are not part of the Agreement, but are for the convenience of the parties. The following provisions will survive expiration or termination of the Agreement: Fees, indemnity obligations, provisions limiting liability and disclaiming warranties, provisions regarding ownership of intellectual property, these miscellaneous provisions, and other provisions that by their nature are intended to survive termination of the Agreement. There are no third party beneficiaries to the Agreement. Neither insurers nor the customers of resellers are third party beneficiaries to the Agreement. Customer may not transfer the Agreement without Volt Networks's prior written consent. Volt Networks's approval for assignment is contingent on the assignee meeting Volt Networks's credit approval criteria. Volt Networks may assign the Agreement in whole or in part.
This Agreement together with the Order and AUP constitutes the complete and exclusive agreement between the parties regarding its subject matter and supercedes and replace any prior understanding or communication, written or oral.
Volt Networks reserves the right to revise its policies at any time without notice.
©2008 Volt Networks | Privacy Policy
