This agreement (“Agreement”) is by and between InfoQuest Technologies, Inc. (“INFOQUEST”) a/an Pennsylvania Corporation and You, Your heirs, agents, successors, and assigns (“You”), and is made effective as of the date of electronic execution.  This Agreement sets forth the terms and conditions of Your use of INFOQUEST software (“Software”) and service (“Services”) and explains INFOQUEST’s obligations to You and Your obligations to INFOQUEST in relation to the Software and Services You purchase.

This Agreement as well as any additional INFOQUEST policies, together with all modifications thereto, constitute the complete and exclusive agreement between You and INFOQUEST concerning Your use of INFOQUEST’s Software and Services, and supersede and govern all prior proposals, agreements, or other communications. All INFOQUEST policies and agreements specific to particular Software and Services are incorporated herein and made part of this Agreement by reference, including the dispute policy (“UDRP”). By purchasing INFOQUEST’s Software or Services, You acknowledge that You have read, understood, and agree to be bound by all terms and conditions of this Agreement and any other policies or agreements made part of this Agreement by reference, as well as any new, different or additional terms, conditions or policies which INFOQUEST may establish from time to time, and any agreements that INFOQUEST is currently bound by or will be bound by in the future.   You may view the latest version of this Agreement online.

A. GENERAL TERMS APPLICABLE TO ALL SOFTWARE AND SERVICES

1. TERM OF AGREEMENT; MODIFICATIONS

You agree that INFOQUEST may modify this Agreement and the Services from time to time. You agree to be bound by any changes INFOQUEST may reasonably make to this Agreement when such changes are made. If You have purchased the Services or Software from INFOQUEST, the term of this Agreement shall continue in full force and effect as long as You take advantage of and use the Software and Services. In the event You terminate Your usage, INFOQUEST will not refund any amounts You have paid. You agree that INFOQUEST shall not be bound by any representations made by third parties who You may use to purchase Services from INFOQUEST, and that any statement of a general nature, which may be posted on INFOQUEST’s Web site or contained in INFOQUEST’s promotional materials, will not bind INFOQUEST. INFOQUEST may, at times, offer certain promotions with different charges and features.

You agree that You will be responsible for notifying INFOQUEST should You desire to terminate Your use of INFOQUEST’s Services. Notification of Your intent to terminate must be provided to INFOQUEST no earlier than 10 days prior to Your billing date but no later than three days prior to Your billing date.

2. ACCURATE INFORMATION

You agree to maintain accurate information by providing updates to INFOQUEST, as needed, while You are using INFOQUEST’s Services. You agree You will notify INFOQUEST within five (5) 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 five (5) business days to any inquiries made by INFOQUEST to determine the validity of information provided by You will constitute a material breach of this Agreement.

You agree that INFOQUEST may use and rely on any such information provided by You for all purposes in connection with Your Services, subject to INFOQUEST’s Privacy Policy. If You provide any information that is inaccurate, not current, false, misleading or incomplete, or if INFOQUEST has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, INFOQUEST has the absolute right, in its sole discretion, to terminate its Services and close Your account.

3. PRIVACY

You can view INFOQUEST’s Privacy Policy at which is incorporated herein by reference, as it is applicable to all INFOQUEST Services. The Privacy Policy provides Your rights and INFOQUEST’s responsibilities with regard to Your personal information. INFOQUEST will not use Your information in any way inconsistent with the purposes and limitations provided in the Privacy Policy.

4. ACCOUNT SECURITY

You agree You are entirely responsible for maintaining the confidentiality of Your customer number/login, password, and credit card number (collectively, the "Account Access Information"). You agree You are entirely responsible for any and all activities that occur under Your account. You agree to notify INFOQUEST immediately of any unauthorized use of Your account or any other breach of security. You agree INFOQUEST will not be liable for any loss that You may incur as a result of someone else using Your Account Access Information, either with or without Your knowledge. You further agree You could be held liable for losses incurred by INFOQUEST or another party due to someone else using Your Account Access Information. For security purposes, You should keep Account Access Information in a secure location and take precautions to prevent others from gaining access to Your Account Access Information. You agree that You will be responsible for all activity in Your account, whether initiated by You, or by others on Your behalf, or by any other means. INFOQUEST specifically disclaims liability for any activity in Your account, whether authorized by You or not.

5. NO UNLAWFUL CONDUCT OR IMPROPER USE

As a condition of Your use of INFOQUEST’s Software and Services, You agree not to use them for any purpose that is unlawful or prohibited by these terms and conditions, and You agree to comply with any applicable local, state, federal and international laws, government rules or requirements. You agree You will not be entitled to a refund of any fees paid to INFOQUEST if, for any reason, INFOQUEST takes corrective action with respect to Your improper or illegal use of its Services.

INFOQUEST reserves the right at all times to disclose any information as INFOQUEST deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in INFOQUEST's sole discretion.

If You have purchased Services, INFOQUEST has no obligation to monitor Your use of the Services. INFOQUEST reserves the right to review Your use of the Services and to cancel the Services in its sole discretion. INFOQUEST reserves the right to terminate Your access to the Services at any time, without notice, for any reason whatsoever.

INFOQUEST reserves the right to terminate Services if Your usage of the Services results in, or is the subject of, legal action or threatened legal action, against INFOQUEST or any of its affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit. INFOQUEST may review every account for excessive space and bandwidth utilization and to terminate or apply additional fees to those accounts that exceed allowed levels.

Except as set forth below, INFOQUEST may also cancel Your use of the Services, after thirty (30) days, if You are using the Services, as determined by INFOQUEST in its sole discretion, in association with spam or morally objectionable activities. Morally objectionable activities will include, but not be limited to: activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties; activities prohibited by the laws of the United States and/or foreign territories in which You conduct business; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography; activities that are tortuous, vulgar, obscene, invasive of the privacy of a third party, racially, ethnically, or otherwise objectionable; activities designed to impersonate the identity of a third party; illegal access to other computers or networks (i.e., hacking); distribution of Internet viruses or similar destructive activities; and activities designed to harm or use unethically minors in any way. Notwithstanding anything to the contrary herein, in the event INFOQUEST cancels Your Services during the first thirty (30) days after You purchase the Services, You will receive a refund of any fees paid to INFOQUEST in connection with the Services being canceled. In the event INFOQUEST deletes Your Services because they are being used in association with spam or morally objectionable activities, no refund will be issued. You agree You will not be entitled to a refund of any fees paid to INFOQUEST if, for any reason, INFOQUEST takes corrective action with respect to Your improper or illegal use of its Services.

6. NO SPAM; LIQUIDATED DAMAGES

You agree INFOQUEST may immediately terminate any account which it believes, in its sole discretion, is transmitting or is otherwise connected with any spam or other unsolicited bulk email. In addition, if actual damages cannot be reasonably calculated then You agree to pay INFOQUEST liquidated damages of $1 for each piece of spam or unsolicited bulk email transmitted from or otherwise connected with Your account, otherwise You agree to pay INFOQUEST 's actual damages. You acknowledge You have read and understand and agree to be bound by the terms and conditions of INFOQUEST’s Anti-spam Policy. Such terms and conditions are applicable to the use of all INFOQUEST Services and are incorporated herein.

7. INTELLECTUAL PROPERTY

You agree that INFOQUEST or its licensor holds all rights, title and interest in all Services and all intellectual property, including other rights related to intangible property, unless otherwise indicated. You acknowledge that no title or interest in such Intellectual Property Rights is being transferred to You and You agree to make no claim of interest in any such Services or Software.

You understand and agree that all content and materials contained in this Agreement, other policies, the INFOQUEST Web site, and any affiliated Web sites, are protected by the various copyright, patent, trademark, service mark and trade secret laws of the United States, as well as any other applicable proprietary rights and laws, and that INFOQUEST or its licensor expressly reserves its rights in and to all such content and materials. You further understand and agree that You are prohibited from using, in any manner whatsoever, any of the content or materials described above without the express written permission of INFOQUEST or its licensor. No license or right under any copyright, patent, trademark, service mark or other proprietary right or license is granted to You or conferred upon You by this Agreement or otherwise.

8. USE OF INFOQUEST SOFTWARE

If You have licensed software from INFOQUEST, INFOQUEST 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.

INFOQUEST reserves all rights to the Software. The Software and any copies You are authorized to make are the intellectual property of INFOQUEST. The source code and its organization are the exclusive property of INFOQUEST and the Software is protected by copyright, including United States 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 INFOQUEST.

INFOQUEST provides this Software “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.

9. FEES AND PAYMENT

As consideration for the Software or Services purchased by You and provided to You by INFOQUEST, You agree to pay INFOQUEST at the time You order. All fees are due immediately and are non-refundable unless otherwise expressly noted, even if Your Services are suspended, terminated, or transferred prior to the end of the Services term. INFOQUEST expressly reserves the right to modify pricing through email notification and/or notice on its Web site. Payment may be made by You by providing either a valid credit card, an online check, or a personal check (collectively, the "Payment Method").

If You signed up for a monthly payment plan, Your monthly billing data will be determined based on the day of the month You purchase the Services unless that date falls after the 28th of the month in which case Your billing date will be the 28th  of each month.  If you signed up for a/an quarterly, semi-annual, annual (or longer) payment plan INFOQUEST will automatically renew Your Services when they come up for renewal and will take payment from the Payment Method You have on file with INFOQUEST, at INFOQUEST's then current rates.  To be eligible for a refund following renewal of quarterly, semi-annual, annual (or longer) payment plans You must submit an online termination request within the first thirty days following the payment plan renewal date, pay a fee equal to one non pro-rated month of service at INFOQUEST's then current monthly rates, and pay a $25 termination service fee.

If for any reason INFOQUEST is unable to charge Your Payment Method for the full amount owed INFOQUEST for the Services provided, or if INFOQUEST is charged a penalty for any fee it previously charged to Your Payment Method, You agree that INFOQUEST may pursue all available remedies in order to obtain payment. If You pay by credit card and if for any reason INFOQUEST is unable to charge Your credit card with the full amount of the Services provided, or if INFOQUEST is charged back for any fee it previously charged to the credit card You provided, You agree that INFOQUEST may pursue all available remedies in order to obtain payment. You agree that among the remedies INFOQUEST may pursue in order to effect payment, shall include but will not be limited to, immediate cancellation without notice to You of any domain names or Services registered or renewed on Your behalf. A late charge shall be added to Your past due balance of the lesser of 1.5% per month or the maximum legal rate. INFOQUEST reserves the right to charge a reasonable administrative fee for administrative tasks outside the scope of its regular Services, including additional costs that it may incur in providing the Services and pass along to You. These include, but are not limited to, customer service issues that cannot be handled over email but require personal service, fees incurred by third parties You have elected to use as payment methods and disputes that require legal services. These charges will be billed to the Payment Method we have on file for You.  You may change your payment method at any time by logging into your Account Control Panel.

You agree that You are solely liable for arranging that Your Services are renewed, and that INFOQUEST shall not be liable to You or any third party if it is unable to charge Your Payment Method in order to renew Your Services.

While all purchases are processed in US dollars, INFOQUEST 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, INFOQUEST 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.

PAYMENT BY CHECK

By using INFOQUEST’s pay by check option (“Pay By Check”), You can purchase INFOQUEST Software and Services using a personal check.  In consideration for the Software and Services purchased by You and provided to You by INFOQUEST, You agree to allow INFOQUEST to debit the full amount of this transaction from Your checking account, which is non-refundable.  INFOQUEST will create an electronic funds transfer (EFT) or bank draft which will be resented to Your bank or financial institution for payment from Your checking account.  The checking account must be at a financial institution in the United States, and the check must be payable in U.S. dollars.

It is Your responsibility to keep Your checking account current, and to have available funds in it.  You agree that INFOQUEST will not be responsible for payments that fail to go through as a result of Your checking account no longer existing, or holding insufficient funds.  You agree INFOQUEST may pursue all available remedies in order or obtain payment.  You agree that if the EFT or bank draft is returned unpaid, You will pay a service charge of $25.00 or the maximum amount allowed by law, which may be debited from Your account using an EFT or bank draft.

The check may not be for less than the full amount required at that time. Personal checks under $1,000 are subject to the same processing fees as wire transfers.  All persona checks may be delayed up to fourteen (14) days until the money is credited, which may delay Your use of the Software or Services.

By clicking the box labeled “I agree”, You authorize the information provided to be used for the creation of an electronic funds transfer (EFT) or bank draft, and You authorize a debit of THE FULL AMOUNT of this order from Your checking account.

10. PRESENTATIONS AND WARRANTIES

You, or the individuals who electronically execute this Agreement on behalf of You hereby represent and warrant that they have the right, power, legal capacity and appropriate authority to enter into this Agreement, and that they own and have not transferred to any other person or entity any of the rights, claims or interests that are the subject of this Agreement. You represent and warrant that You are 18 years of age or older, or that You have an agent authorized by law to represent You who is 18 years of age or older who is entering into this Agreement on Your behalf. You warrant that each action You make is being done so in good faith and that You have no knowledge of it infringing upon or conflicting with the legal rights of a third party or a third party's trademark or trade name.

INFOQUEST expressly reserves the right to deny, cancel or transfer any domain name registration that it deems necessary, in its discretion, to protect the integrity and stability of the registry, to comply with any applicable laws, government rules or requirements, requests of law enforcement, in compliance with any dispute resolution process, or to avoid any liability, civil or criminal, on the part of INFOQUEST, as well as its affiliates, subsidiaries, officers, directors and employees. INFOQUEST also reserves the right to freeze a domain name during resolution of a dispute.

11. LIMITATION OF LIABILITY

IN NO EVENT SHALL INFOQUEST BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFIT OR GOODWILL, FOR ANY MATTER, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLDUDING NEGLIGENCE), BREACH OF WARRANTIES, EITHER EXPRESS OR IMPLIED, ANY BREACH OF THIS AGREEMENT OR ITS INCORPORATED AGREEMENTS AND POLICIES YOUR INABILITY TO USE THE SOFTWARE OR SERVICES, YOUR LOSS OF DATA OR FILES OR OTHERWISE, EVEN IF INFOQUEST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some states may not allow such a broad exclusion or limitation on liability for damages as contained herein. In such states, INFOQUEST’s liability is limited to the full extent permitted by law. You agree that in no event shall INFOQUEST’s maximum aggregate liability exceed the total amount paid by You for the particular Software or Service in dispute purchased from INFOQUEST.

12. DISCLAIMER AND WARRANTIES

INFOQUEST expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Services are provided on an "As Is" and "As Available" basis. INFOQUEST makes no warranty that its Services will meet your requirements, or that the Services will be uninterrupted, timely, secure, or error free, or that defects will be corrected. INFOQUEST does not warrant, nor make any representations regarding the use, or results of, any of the services it provides, in terms of their correctness, accuracy, reliability, or otherwise.

Some jurisdictions do not allow the disclaimer of implied warranties, in which event the foregoing disclaimer may not apply to You.

13. INDEMNIFICATION

You agree to defend, indemnify and hold harmless INFOQUEST and its contractors, agents, employees, officers, directors, shareholders, and affiliates from any loss, liability, damages or expense, including reasonable attorneys' fees, resulting from any third party claim, action, proceeding or demand related to Your (including Your agents affiliates, or anyone using Your account or Services with INFOQUEST whether or not on Your behalf, and whether or not with Your permission) use of the Services You purchased from INFOQUEST or Your breach of this Agreement or incorporated agreements and policies. In addition, You agree to indemnify and hold INFOQUEST harmless from any loss, liability, damages or expense, including reasonable attorneys' fees, arising out of any breach of any representation or warranty provided herein, any negligence or willful misconduct by You, or any allegation that Your account infringes a third person's copyright, trademark or proprietary or intellectual property right, or misappropriates a third person's trade secrets. This indemnification is in addition to any indemnification required of You elsewhere. Should INFOQUEST be notified of a pending law suit, or receive notice of the filing of a law suit, INFOQUEST may seek a written confirmation from You concerning Your obligation to indemnify INFOQUEST. Your failure to provide such a confirmation may be considered a breach of this agreement. You agree that INFOQUEST shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify INFOQUEST of any such claim promptly in writing and to allow INFOQUEST to control the proceedings. You agree to cooperate fully with INFOQUEST during such proceedings.

You agree You will not be entitled to a refund of any fees paid to INFOQUEST if, for any reason, INFOQUEST takes corrective action with respect to Your improper or illegal use of its Services. You also agree that if INFOQUEST is notified that a complaint has been filed with a governmental, administrative or judicial body, regarding an account of Yours with INFOQUEST, that INFOQUEST, in its sole discretion, may take whatever action INFOQUEST deems necessary regarding further modification, assignment of and/or control of your account to comply with the actions or requirements of the governmental, administrative or judicial body until such time as the dispute is settled.

14. GOVERNING LAW; VENUE; WAIVER OF TRIAL BY JURY

This agreement shall be deemed entered into in the State of Pennsylvania. Except for disputes concerning the user of a domain name registered with INFOQUEST, You agree that the laws and judicial decisions of Dauphin County, Pennsylvania, shall be used to determine the validity, construction, interpretation and legal effect of this Agreement. You agree that any action relating to or arising out of this Agreement shall be brought in the courts of Dauphin County, Pennsylvania. For the adjudication of disputes concerning the use of any domain name registered with INFOQUEST, You agree to submit to jurisdiction and venue in the U.S. District Court for the Middle District of Pennsylvania Harrisburg Division located in Harrisburg, Pennsylvania.

You agree to waive the right to trial by jury in any proceeding that takes place relating to or arising out of this Agreement.

15. NOTICES

You agree that all notices (except for notices concerning breach of this Agreement) from INFOQUEST to You may be posted on our Web site. Notices concerning breach will be sent either to the email or postal address You have on file with INFOQUEST. In either case, delivery shall be deemed to have been made five (5) days after the date sent.

Notices from You to INFOQUEST shall be made either by email, sent to the address provided on the INFOQUEST Web site, or first class mail to INFOQUEST’s address at:

INFOQUEST Technologies, Inc.
Attn: Legal Counsel
471 JPL Wick Drive
Harrisburg, PA  17111

16. HEADINGS

The headings in the Agreement are descriptive only and in the event of a conflict between a heading and the underlying terms of this Agreement, the terms of this Agreement shall control.

17. ENTIRE AGREEMENT

You agree that this Agreement including the policies and agreements it refers to constitute the complete and only Agreement between You and INFOQUEST regarding the Services contemplated herein.

18. SEVERABILITY

You agree that the terms of this Agreement are severable. If any part of this Agreement is determined to be unenforceable or invalid, that part of the agreement will be interpreted in accordance with applicable law as closely as possible, in line with the original intention of both parties to the Agreement. The remaining terms and conditions of the Agreement will remain in full force and effect.

19. WAIVER

The failure of INFOQUEST to enforce any of the provisions within this Agreement or its incorporated agreements and policies against You or others shall not be construed to be a waiver of the right of INFOQUEST thereafter to enforce such provisions.

20. FORCE MAJEURE

INFOQUEST will make every effort to keep its Web site and Services operational. However, certain technical difficulties and other factors outside of its control may, from time to time, result in temporary service interruptions. You agree not to hold INFOQUEST liable for any of the consequences of such interruptions.

21. SURVIVAL

Sections 1, 7, 10, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21 and 22 shall survive any termination or cancellation of this Agreement.

22. NO THIRD PARTY BENEFICIARIES

Nothing in this Agreement, express or implied, is intended to confer upon any third party any rights, remedies, obligations, or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement.

B. SOFTWARE AND SERVICES SPECIFIC AGREEMENTS

If You purchase Services from INFOQUEST, the following Software and Services specific agreements shall apply and are incorporated within this Agreement in addition to Sections 1-21:

CO-LOCATION & DEDICATED SERVER

Co-location Agreement

Dedicated Server Service Agreement

DOMAIN NAMES

Domain Registration Agreement

Domain Transfer Agreement

E-MAIL

Email Services User Agreement

WebMail End Users Agreement

POLICIES

Anti-Spam Policy

Infoquest.com Website Terms of Use

Privacy Policy

Trademark and/or Copyright Infringement Policy

Uniform Domain Name Dispute Policy

SERVICE LEVELS AND SUPPORT

Master Services Agreement

Service Level Agreement

Support Services

Revised: 07/28/2008