DOMAIN NAME OWNERSHIP AND
WEB SITE HOSTING AGREEMENT

This Domain Name Ownership and Web Site Hosting Agreement (this “Agreement”) is made and entered into by and between Gear It Up Communications, a Michigan corporation with offices at 1074 Michigan Ave, Benzonia, MI 49616, and the following corporation or company (“Client”) (each being referred to individually as a “Party” and collectively as the “Parties”).
Company Name:__________________________________________________________________________
Contact/Owner:___________________________________________________________________
Address, City, State, Zip:____________________________________________________________
Phone (s):/Email Address:___________________________________________________________
Domain Name/Registrar/Billing Info:____________________________________________________

RECITALS
A. Host is in the business of offering Internet services relating to, among other things, Domain Name Registration and Renewal services and hosting of sites on the World Wide Web portion of the Internet, and Host is willing to provide services to Client on the terms and subject to the conditions set forth below; and
B. Client desires to engage Host, and Host desires to be engaged by Client, to provide Internet services on the terms and subject to the conditions set forth below.
C. Client will be listed and the “Registered Owner” of the Domain Name with an ICANN Accredited registrar (Bulk Register) via the Host's commercial services account with Bulk Register unless otherwise agreed.
D. Host will be listed as Administrative, Technical and Billing Contact unless otherwise agreed.

TERMS
This Agreement shall be effective when signed by both Parties (the "Effective Date") and thereafter shall remain in effect for one (1) year, unless earlier terminated as otherwise provided in this Agreement (the “Initial Term”). This Agreement shall automatically be renewed beyond the Initial Term for additional one (1) year terms (each a “Renewal Term”) unless earlier terminated as otherwise provided in this Agreement.
1. Domains and Annual Hosting Fees will be paid for client at a minimum period of one year. Unless otherwise notified, renewal of domain names and hosting fees is done automatically for Gear It Up Communications clients within 30 days of the domain and hosting expiration date.
2. Cancellation of a domain name and hosting must be received a minimum of thirty days prior to renewal. The registrant will be responsible for payment of an additional year registration fee if the domain has already been renewed.
3. Gear It Up Communications will maintain the domain name registration for as long as the account is paid in full. Gear It Up Communications is not responsible for “Client” Billed Domain Renewals.
4. Gear It Up Communications may become the “Registered Owner” if the Client fails to honor the terms of this agreement and if payment for Domain Name Registration, Hosting and/or Additional Service fees are not paid and up to date.
5. If payment in full is not received within 30 days, Gear It Up Communications reserves the right to host the domain and existing website and promote Gear It Up Communications and/or any of the Company’s affiliates including but not limited to; domain redirects, forwards, adsense, adwords, analytics or other promotional opportunities.
6. Domain name registration and dispute resolution is bound by the Uniform Domain Name Dispute Resolution Policy ("UDRP") http://www.icann.org/dndr/udrp/policy.htm as set forth by ICANN Internet Corporation for Assigned Names and Numbers.
7. •  Should Client choose to transfer their domain name from the Gear It Up Communications registrar to another registrar a $25 unlock and EPP Code issuance fee will apply plus payment in full for any outstanding hosting, website development or of service fees. There will be no refund for any portion of the Domain Name Registration or Hosting Fees should you choose to transfer your Domain Name or Hosting to another service before the end of the annual term of service.
8. Redemption: If a domain goes into redemption after not being renewed there may be a minimum $150 fee by the domain registrar (Enom, GoDaddy, Network Solutions, Register.com, Dodster) to remove the domain from redemption. This is a fee that passes straight through Gear It Up Communications to the registrar.

Hosting Services
1. Host agrees to provide Client with services for hosting of a website on the World Wide Web portion of the Internet (the “Website”). Host shall provide the Hosting Services so that the Website is accessible to third Parties via the World Wide Web portion of the Internet as specified in this Agreement.
2. Except as expressly provided in this Agreement, Client agrees that Host is responsible only for providing the Hosting Services, and Host is not responsible for providing any other services or tasks not specifically agreed.
3. To the extent that Client wishes to receive from Host, and Host wishes to provide to Client, services other than the Hosting Services (collectively the “Additional Services”), such Additional Services and the arrangements for their provision shall be set forth in a separate addendum to this Agreement which is duly executed by the Parties (the “Services Addendum”), and the Services Addendum shall be incorporated into, and become a part of this Agreement. (The Hosting Services and the Additional Services will hereinafter be referred to collectively as the “Services”).

Availability of Website
Unless otherwise expressly indicated, the Website shall be accessible to third Parties via the World Wide Web portion of the Internet twenty-four (24) hours a day, seven (7) days a week, except for scheduled maintenance and required repairs, and except for any loss or interruption of Hosting Services due to causes beyond the control of Host or which are not reasonably foreseeable by Host, including, but not limited to, interruption or failure of telecommunication or digital transmission links and Internet slow-downs or failures.

Host Warranties
Hosts represents and warrants that:
1. Host has the power and authority to enter into and perform its obligations under this Agreement; and
2. Host’s services under this Agreement shall be performed in a workmanlike manner.

Client Warranties
Client represents and warrants that:
1. Client has the power and authority to enter into and perform its obligations under this Agreement;
2. Client Content does not and shall not contain any content, materials, advertising or services that are inaccurate or that infringe on or violate any applicable law, regulation or right of a third Party, including, without limitation, export laws, or any proprietary, contract, moral, or privacy right or any other third Party right, and that Client owns the Client Content or otherwise has the right to place the Client Content on the Website;
3. Client’s use of its Website will not violate any law or regulation of any governmental or regulatory/administrative entity; and,
4. Client has obtained any authorization(s) necessary for hypertext links from the Website to other third Party Websites. Should Client receive notice of a claim regarding the Website, Client shall promptly provide Host with written notice of such claim.

Client Restrictions
Client represents and warrants that it shall not use the Website or the Services provided to Client to:
1. Send unsolicited mail messages, including the sending of "junk mail" or other advertising material to individuals who did not specifically request such material, who were not previous customers of CLIENT or with whom CLIENT does not have an existing business relationship ("E-mail spam");
2. Engage in harassing behavior, whether through language, frequency or size of email message;
3. Use without authorization or forge e-mail header information;
4. Solicit mail for any other e-mail address other than that of the Client’s account with the intent to harass or to collect replies;
5. Create or forwarding "chain letters" or other "pyramid schemes" of any type; and/or,
6. Use unsolicited e-mail originating from within Host’s network or the networks of other Internet Service Providers.

Client Indemnification
Client agrees to indemnify, defend, and hold harmless Host, its directors, officers, employees and agents, and defend any action brought against same with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys' fees, at trial and on appeal, to the extent that such action is based upon a claim that:
1. If true, would constitute a breach of any of Client’s representations, warranties, or agreements hereunder;
2. Arises out of the negligence or willful misconduct of Client; or,
3. Any of the Client Content to be provided by Client hereunder or other material on the Website infringes or violates any rights of third Parties; including, without limitation, rights of publicity, rights of privacy, patents, copyrights, trademarks, trade secrets, and/or licenses.

Host
Host agrees to indemnify, defend, and hold harmless Client, its directors, officers, employees and agents, and defend any action brought against same with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys' fees, at trial and on appeal, to the extent that such action arises out of the gross negligence or willful misconduct of Host.

Notice
In claiming any indemnification hereunder, the indemnified Party shall promptly provide the in indemnifying Party with written notice of any claim which the indemnified Party believes falls within the scope of the foregoing paragraphs. The indemnified Party may, at its own expense, assist in the defense if it so chooses, provided that the indemnifying Party shall control such defense and all negotiations relative to the settlement of any such claim and further provided that any settlement intended to bind the indemnified Party shall not be final without the indemnified Party’s written consent, which shall not be unreasonably withheld.

LIMITATION OF LIABILITY.
HOST SHALL HAVE NO LIABILITY FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF, THE WEBSITE OR CLIENT’S DATA FILES, PROGRAMS OR INFORMATION THROUGH ACCIDENT, FRAUDULENT OR UNAUTHORIZED MEANS OR DEVICES. HOST SHALL HAVE NO LIABILITY WITH RESPECT TO HOST’S OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF HOST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, THE LIABILITY OF HOST TO CLIENT FOR ANY REASON AND UPON ANY CAUSE OF ACTION SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID TO HOST BY CLIENT UNDER THIS AGREEMENT. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND OTHER TORTS.

Amendment.
No amendment, waiver, or modification of this Agreement or any provision of this Agreement shall be valid unless in writing, stating with specificity the particular amendment or modification to be made, and duly executed by the Host and Client.

Enforceability.
If any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, administrative agency or as a result of future legislative action, such holding or action shall be strictly construed and the unenforceable provision shall be deemed severable from the remainder of the Agreement to the extent permitted by law, and the validity or effect of any other provision of this Agreement shall remain binding with the same effect as though the void parts were deleted.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives on the date set forth below.

Date:...................................................................... Date:................................................................

Host:...................................................................... Client:..............................................................

Contact:................................................................. Contact:...........................................................

Printed Name:......................................................... Printed Name:...................................................

SERVICES TO BE PROVIDED

Web Hosting Package Selected:............................................................

Effective Date:...................................................................................

Cost of Selected Package is ................................................................ due every ....................... period.

DOMAIN NAME OWNERSHIP AND WEB SITE HOSTING AGREEMENT (pdf)

Rev. 8.25.2011

©2012 Gear It Up Communications, Inc. • Designed and hosted by Gear It Up Communications .• All Rights Reserved • Support