Terms of Service

This User Agreement ("Agreement") is an agreement between Connect2Docs, LLC, an Ohio corporation, and the party set forth in the related order form incorporated herein by reference (together with any subsequent order forms submitted by Customer, the "Order Form"), and applies to the purchase of all services (collectively, the "Services") ordered by Customer on the Order Form. Such party is referred to in this Agreement as "Customer" or "you". PLEASE READ THIS AGREEMENT CAREFULLY. BY CLICKING ON THE BUTTON ON THE ORDER FORM, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND ALL TERMS AND CONDITIONS INCORPORATED BY REFERENCE IN THIS AGREEMENT, INCLUDINGConnect2Docs, LLC's USAGE POLICY. YOUR USE OF THE SERVICES CONSTITUTES ACCEPTANCE OF THIS AGREEMENT.Connect2Docs, LLC reserves the right to reject this Agreement for any reason or no reason, prior to acceptance thereof by Connect2Docs, LLC. Activation of the Services shall indicate Connect2Docs, LLC's acceptance of this Agreement. Subject to the terms and conditions of this Agreement, Connect2Docs, LLC will provide to Customer the Services selected by Customer set forth on the Order Form.

1. Usage Policy

Under this Agreement, Customer shall comply with Connect2Docs, LLC's then current "Usage Policy", as amended, modified or updated from time to time by Connect2Docs, LLC and which is incorporated in this Agreement by reference. Customer hereby acknowledges that it has reviewed the Usage Policy and that the terms of the Usage Policy are incorporated herein by reference. In the event of any inconsistencies between this Agreement and the Usage Policy, the terms of the Usage Policy shall govern. Connect2Docs, LLC does not intend to systematically monitor the content which is submitted to, stored on or distributed or disseminated by Customer via the Service (the "Customer Content"). Customer Content includes content of Customer's customers and/or users of Customer's website. Notwithstanding anything to the contrary contained in this Agreement, Connect2Docs, LLC may immediately take corrective action, including removal of all or a portion of the Customer Content, disconnection or discontinuance of any and all Services, or termination of this Agreement in the event of notice of possible violation by Customer of the Usage Policy. In the event Connect2Docs, LLC takes corrective action due to a violation of the Usage Policy, Connect2Docs, LLC shall not refund to Customer any fees paid in advance of such corrective action. Customer hereby agrees that Connect2Docs, LLC shall have no liability to Customer or any of Customer's customers due to any corrective action that Connect2Docs, LLC may take (including, without limitation, disconnection of Services).

2. Amendment

Connect2Docs, LLC may amend, modify or update this Agreement or the Usage Policy at any time in its sole discretion, and Customer shall be bound by any such amendment, modification or update. Connect2Docs, LLC may, but is under no obligation to, provide notice of any amendment, modification or update of this Agreement or the Usage Policy. Any modification is effective on the earlier of two days after posting on Connect2Docs, LLC's website or two days after the sending of a notice by Connect2Docs, LLC to Customer by e-mail or conventional mail. If any material modification to this Agreement or the Usage Policy is unacceptable to you, you may terminate your subscription as provided in Section 3. However, if you do not terminate the Agreement, or if you continue to use the Services following effectiveness of the modification, your continued use will mean that you have accepted that modification. Connect2Docs, LLC reserves the right to amend its service offerings and add, delete, suspend or modify the terms and conditions of the Services, at any time and from time to time, and to determine whether and when any such changes apply to both existing and future customers.

3. Term; Termination; Cancellation Policy

The initial term of this Agreement shall be as set forth in the Order Form (the "Initial Term"). The Initial Term shall begin upon commencement of the Services to Customer. After the Initial Term, this Agreement 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. The Initial Term and all successive renewal periods shall be referred to, collectively, as the "Term".

This Agreement may be terminated (i) by either party by giving the other party 30 days prior written notice, (ii) by Connect2Docs, LLC in the event of nonpayment by Customer, (iii) by Connect2Docs, LLC, at any time, without notice, if, in Connect2Docs, LLC's judgment, Customer is in violation of any term or condition of the Usage Policy or Customer's use of the Service disrupts or, in Connect2Docs, LLC's judgment, could disrupt, Connect2Docs, LLC's business operations and (iv) by Connect2Docs, LLC in accordance with Sections 1, 9, and 10 of this Agreement.

If you cancel this Agreement prior to the end of the Term, (i) you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such cancellation. Any cancellation request shall be effective 30 days after receipt by Connect2Docs, LLC, unless a later date is specified in such request.

If Connect2Docs, LLC cancels this Agreement prior to the end of the Term, Connect2Docs, LLC shall not refund to you any fees paid in advance of such cancellation and (i) you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such cancellation, (ii) you shall be obligated to pay 100% of all charges for all Services for each month remaining in the Term.

4. Billing and Payment

All fees for the Services shall be in accordance with Connect2Docs, LLC'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. In addition, in the event that any amount due Connect2Docs, LLC remains unpaid twenty (20) days after such payment is due, Connect2Docs, LLC, in its sole discretion, may immediately terminate this Agreement, and/or withhold or suspend Services. All taxes, fees and governmental charges relating to the Services provided hereunder (other than income taxes of Connect2Docs, LLC) shall be paid by Customer.

Customer agrees that Connect2Docs, LLC may pre-charge Customer's fees for the Services to the credit card supplied by Customer during registration.

5. Special Provisions Applicable to Agents

Connect2Docs, LLC from time to time may offer Agent programs which will permit Customers to resell certain of Connect2Docs, LLC's products and services, and be eligible for certain discounts, services and other promotions. A Customer that participates in an Agent program is referred to herein as an "Agent". To be eligible to participate in an Agent program, the Agent may be required to meet certain requirements as provided in such Agent program. If you are an Agent, the terms and conditions in this section (in addition to any terms or conditions contained in the Agent program) are applicable to you.

As an Agent, you are Connect2Docs, LLC's Customer. An Agent shall be deemed, and is the "Customer" for all purposes under this Agreement and the Usage Policy. As an Agent, you are authorized to resell the Services identified in the applicable Agent program on a non-exclusive basis. Connect2Docs, LLC reserves the right to market and sell its products and services through its own employees, other Agents, and other representatives and retailers that may compete with you. The terms and conditions of such other relationships may differ from the terms of this Agreement and the Agent program, and may be better. Agent shall pay all sales, use, transfer, privilege, excise or other taxes and all duties, whether international, state or local, however designated which are levied or imposed on Connect2Docs, LLC and Agent under this Agreement and any and all transactions between Agent and Agent Customers. Commission as it is referred to in the Compensation Plan will remain the same from the date set forth of this agreement, unless Connect2Docs, LLC and Agent agree to change the commissions paid, or this agreement is terminated. If Connect2Docs, LLC and Agent agree to change the commissions paid, at that time a new Agent Agreement must be signed by both “parties.” A $3.00 check fee will be assessed on all Agent commission checks. Commission does not roll over from one calendar month to the next, and Agent must earn a minimum commission of $10.00 in a calendar month to receive a commission check.

6. Property Rights

Connect2Docs, LLC owns all right, title and interest in and to the Services and Connect2Docs, LLC's trade names, trademarks, service marks, inventions, copyrights, trade secrets, patents, know-how and other intellectual property rights relating to the design, function, marketing, promotion, sale and provision of the Services and the related hardware, software and systems ("Marks"). Noting in this Agreement constitutes a license to Customer to use or resell the Marks.

7. Disclaimer of Warranty

Customer agrees to use all Services and any information obtained through or from Connect2Docs, LLC, at Customer's own risk. THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN AS IS, AS AVAILABLE BASIS. NONE OF Connect2Docs, LLC, 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, AN "Connect2Docs, LLC PERSON") MAKE 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 Connect2Docs, LLC PROVIDES. NO Connect2Docs, LLC 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. Connect2Docs, LLC IS NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM CUSTOMER OR STORED BY CUSTOMER OR ANY OF CUSTOMER'S CUSTOMERS VIA THE SERVICES PROVIDED BY Connect2Docs, LLC. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY ANY Connect2Docs, LLC 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.

8. Indemnification

This Agreement does not make an Agent or Agent Customer a legal representative, joint venture, partner, or employee of Connect2Docs, LLC and its parent, subsidiary and affiliated companies for any purpose whatsoever. It is understood between the parties hereto that an Agent or Agent Customer shall be an independent contractor and is in no way authorized to make any contract, agreement, warranty, representation, or create any obligation, express or implied on behalf of Connect2Docs, LLC and its parent, subsidiary and affiliated companies.

Under no circumstances shall Connect2Docs, LLC and its parent, subsidiary and affiliated companies be liable for any act, omission, contract, debt or any other obligation of an Agent or Agent Customer. Agent or Agent Customer shall defend, indemnify and save Connect2Docs, LLC and its parent, subsidiary and affiliated companies harmless against any such claim, as well as any and all claims for damages allegedly arising from the same, and the costs, including attorneys' fees, court costs, expert witness fees, etc. of defending against such claim arising directly or indirectly from, or as a result of, or in connection with, Agent or Agent Customer's operation of business pursuant to this Agreement.

Under no circumstances shall Agent or Agent Customer be liable for any act, omission, contract, debt or any other obligation of Connect2Docs, LLC and its parent, subsidiary and affiliated companies. Connect2Docs, LLC and its parent, subsidiary and affiliated companies shall defend, indemnify and save Agent or Agent Customer harmless against any such claim, as well as any and all claims for damages allegedly arising from the same, and the costs, including attorneys' fees, court costs, expert witness fees, etc. of defending against such claim arising directly or indirectly from, or as a result of, or in connection with, Connect2Docs, LLC and its parent, subsidiary and affiliated companies operation of business pursuant to this Agreement.

9. Limitation of Liability

Customer agrees that no Connect2Docs, LLC 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 Connect2Docs, LLC at the time) which may exist in the Services or Connect2Docs, LLC's equipment used to provide the Services.

Under no circumstances, including negligence, shall any Connect2Docs, LLC Person be liable for any indirect, incidental, special, consequential or punitive damages, or loss of profits, revenue, data or use by Customer, any of its customers, any Agent Customer or any other third party, whether in an action in contract or tort or strict liability or other legal theory, even if Connect2Docs, LLC has been advised of the possibility of such damages. No Connect2Docs, LLC Person shall be liable to Customer, any of its customers, any Agent 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, or that results from mistakes, omissions, interruptions, deletion of files, loss of data, errors, viruses, defects, delays in operations, or transmission or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to Connect2Docs, LLC's records, programs, equipment or services.

Notwithstanding anything to the contrary in this Agreement, Connect2Docs, LLC'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 Customer for the Services which gave rise to such damages, losses and causes of actions during the 12-month period prior to the date the damage or loss occurred or the cause of action arose.

Customer understands, acknowledges and agrees that if Connect2Docs, LLC takes any corrective action under this Agreement because of an action of Customer or one if its customer or a Agent Customer, that corrective action may adversely affect other customers of Customer or other Agent Customers, and Customer agrees that Connect2Docs, LLC shall have no liability to Customer, any of its customers or any Agent Customer due to such corrective action by Connect2Docs, LLC.

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.

10. Force Majeure

Connect2Docs, LLC 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.

11. Governing Law; Jurisdiction; Arbitration

This Agreement shall be governed in all respects by Ohio law without regard to the conflict of law provisions thereof. Both parties submit to personal jurisdiction in Ohio. Any controversy or claim arising out of, relating to or in connection with this Agreement, or the breach thereof, shall be subject to arbitration administered by the American Arbitration Association ("AAA") in accordance with its then existing Commercial Arbitration Rules (collectively, the "AAA Rules") and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration shall be Dayton, Ohio, or any other place selected by mutual agreement of the parties. An award rendered in connection with an arbitration pursuant to this Section shall be final and binding upon the parties and the parties agree and consent that the arbitral award shall be conclusive proof of the validity of the determinations of the arbitrations set forth in the award, and any judgment upon such an award may be entered and enforced in any court of competent jurisdiction. The parties agree that the award of the arbitral tribunal will be the sole and exclusive remedy between them regarding any and all claims and counterclaims between them with respect to the subject matter of the arbitrated dispute. The parties hereby waive all in personal jurisdictional defenses in connection with any arbitration hereunder or the enforcement of an order or award rendered pursuant thereto. In any legal action, the prevailing party will be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney's fees. The terms of this section shall survive any termination of this Agreement.

12. Assignment

Customer shall not have the right to assign this Agreement without the prior written consent of Connect2Docs, LLC. This Agreement shall be binding upon and inure to the benefit of Customer and Connect2Docs, LLC and their successors and permitted assigns.

13. 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 supersedes all previous representations, understandings or agreements. If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect.

Customer hereby represents that he, she or it is either, an individual entering this Agreement for his or her personal use and is over 18 years of age, or a corporation, limited partnership or other legal entity, duly organized, validly existing and in good standing under the laws of the state of its organization and the person acting on behalf of Customer is duly authorized to accept, execute and deliver this Agreement on behalf of Customer.

Contact Information

info@connect2docs.com
937.867.3627
Dayton, OH 45458