LOGO DESIGN SERVICES ( LOGOYES )

Transcription

1 LOGO DESIGN SERVICES ( LOGOYES ) 1. The LogoYes Design Service is an offering whereby Web.com will assist you in the design of a logo either by (i) referring you to a third party for creation and design of your logo, and in the event that you engage such third party to create and design your logo, you understand and agree that Web.com is in no manner responsible for the services provided by that third party and that the terms and conditions of that third party will apply to the provision of those services provided by the same third party, or (ii), provide you with a vector-based.eps file, a high resolution.jpg file, and a.gif file of a logo design created either by you ("Customer Logo") using Web.com s LogoYes Software or by Web.com ("Custom Logo") (referred to collectively herein as the "Logo"). The high resolution file provided by Web.com shall conform to the specifications established by the Printing Industry Association ("PIA"). Web.com shall have no obligation to provide files in any other format. Service commencement is initiated upon Web.com s receipt of your order. 2. Customer Logo. For Customer Logos, you shall utilize Web.com's online tools to select a symbol from Web.com's online library of symbols ("Company Symbol") and create a unique Customer Logo. Any text, images, symbols, data, or other information provided by or added by you ("Content") to include in the Logo shall remain the property of you. Subject to your compliance with this Agreement, you obtain a license to use the Company Symbol in the Customer Logo. Web.com retains all ownership, copyrights and any other rights to the Company Symbol. You are prohibited from selling, assigning, modifying, recreating, or transferring rights to the Company Symbol. However, Web.com grants you a license to the Company Symbol that permits you to use the Company Symbol for the Customer Logo and to develop trademark rights in the Customer Logo. When you submit payment and purchases a Customer Logo, you are charged for the Services. No refunds shall be issued for Customer Logo Services. 3. Custom Logo. For Custom Logos, you provide Web.com with Content and direction to assist Web.com in designing a unique Custom Logo for you. As a courtesy to you, and upon your request, Web.com shall provide you with up to three (3) Custom Logo options from which you may choose one (1) Custom Logo. If you select more than one (1) Custom Logo option, you will be charged the full purchase price for each additional Custom Logo option selected. Web.com retains all ownership, copyrights and any other rights to any options not selected by you, and Web.com may freely sell, assign, or transfer its rights to those options not selected or purchased by you. Subject to your compliance with this Agreement, all rights in the Custom Logo, and any symbols contained therein, selected and purchased by you belong to you. 4. Once Web.com takes direction from you to create the Custom Logo, the Services are nonrefundable. Changes in your direction to Web.com shall result in additional charges to you. No refunds shall be issued for Custom Logo Services. 5. Free Trial-Size Logos. Web.com sometimes offers free, trial-size logos for promotional purposes ("Free Logo"). Although Free Logos are distributed free of charge, a recipient of a Free Logo must accept the terms of this Agreement. For a Free Logo, you utilize Web.com's online tools to select a Company Symbol and create a unique Free Logo for you. By creating a Free Logo, you agree to the following: (i) any Content added by you to include in the Free Logo shall remain your property; and (ii) you obtain a license to use the Company Symbol in the Free Logo; and (iii) Web.com retains all ownership, copyrights and any other rights to the Company Symbol; and (d) you are prohibited from selling, assigning, modifying, re-creating, or transferring rights to the Company Symbol; and (v) you agree to provide Web.com with current and accurate contact information (including, but not limited to, full name, telephone number, and address), and consent to receive offers from Web.com for Web.com products and services. Web.com grants you a limited and fully-revocable license to the Company Symbol that permits you to use the Company Symbol in the Free Logo. You understand and agree that a Free Logo will be

2 delivered to you in the form of a low-resolution file. Web.com makes no representations, guarantees or warranties that the low-resolution file will be suitable for printing or any other commercial use. 6. Business Cards and Related Products Offered by Third Parties. In conjunction with purchasing a Logo, you may elect to purchase business cards or related products including, but not limited to, printed stationary and envelopes, containing the Logo you purchase. While the Web.com accepts orders for business cards and related products, third party companies may provide those business cards and related products to you. Those third parties have their own terms and conditions agreements which are applicable to business cards and related products. Those agreements should be presented to you by the third party companies, and it is your obligation to review, accept and abide by those agreements as well as this Agreement. Web.com shall have no responsibility or liability whatsoever with regard to business cards or related products or services offered by third parties. Customer shall deal directly with third party companies in regards to questions or concerns regarding business cards or related products. 7. Web.com may issue coupons to you for business cards or related products that you may redeem with a third party. You shall be responsible for redeeming coupons prior to any expiration date. Replacements for lost, stolen or expired coupons shall not be issued. No refunds shall be issued for orders for business cards or related products offered by third parties. All rights in Logos, and any Company Symbol contained therein, printed on business cards or other products remain as described herein. 8. Payment for Services. You hereby agree to pay Web.com for Services in accordance with the pricing presented to you at the Web.com website at the time you order the Services. All fees for services are non-refundable. All pricing is stated net of all applicable federal, state and local taxes. A $20 (Twenty U.S. Dollars) collection fee will be charged for all dishonored payments of any kind. Web.com may change any fee, rate or plan at any time upon notice to you in accordance with the terms of this Agreement. 9. Representations and Warranties. You shall be responsible for the following: A. Ensuring the accuracy of all information provided to Web.com in conjunction with the purchase and sale of the Services, including, without limitation, Content, business information, and contact information for you; B. Obtaining Internet connectivity to access the Logo, to send and receive , and to otherwise access and utilize the Internet; C. Providing current and updated contact information (including address and fax number) for Web.com's use in contacting you concerning the Services; D. Ensuring that any printing company used by you to print the Logo is equipped to handle a file that conforms to PIA specifications; E. You represent to Web.com that you are at least eighteen years old, that you are authorized to enter into this Agreement on behalf of any organization or company, if applicable. You further represent to Web.com that you are responsible for supervising the activities of any underage user; F. Ensuring that any and all Content provided by you does not infringe or violate the Intellectual Property rights (including, but not limited to, trademarks, trade names, copyrights, patents, domain registration rights, trade secrets) or any other right of any third party (including, but not limited to, rights of privacy and contractual rights), and acquiring any authorization(s) necessary to use intellectual property or other proprietary information of third parties;

3 G. Acquiring any authorization(s) necessary to use intellectual property (including, but not limited to, copyrights and trademarks) or information of third parties; H. Acquiring any intellectual property rights, including trademark rights, in the Logo; and I. Ensuring that any and all Content provided by you does not infringe or violate the intellectual property rights or any other right of any third party. Web.com shall have no liability and shall be held harmless for any Content provided by you that 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. 10. Refund Policy. You understand that all Logo sales are final and no refunds shall be issued. In the case of Custom Logos, refunds may only be issued where, in Web.com's exclusive determination, Web.com fails to satisfy your written project parameters. Where Customers are issued a refund for packaged or bundled Services, the cost of the Logo included in the package shall be deducted from any refund issued. 11. Intellectual Property. You understand that Web.com retains the rights to all Logos and does not transfer any rights to Logos to you unless and until you purchase the Logo. Upon purchasing a Logo, Web.com transfers rights in accordance with the terms herein and according to Services purchased by you. As between you and Web.com, any Content provided by you to Web.com for inclusion to any Logo shall remain your sole and exclusive property. You acknowledge that all Content is owned by you or that you have a legal right to such Content. With respect to the Company Symbols, all ownership and intellectual property rights shall remain exclusively with Web.com. Web.com's ownership and intellectual property rights in Company Symbols are perpetual, and continue even after you purchase a Customer Logo. 12. Infringing Logo or Content. Web.com reserves the right to reject, alter, or modify any Logo or Content (including, but not limited to, any language, words, text, photographs, designs, drawings, graphics, images, symbols or logos) which Web.com in its sole discretion deems to be: A. An infringement on or a mechanism designed to facilitate the infringement of a propriety interest of any third party, including without limitation, any copyright, trademark, domain registration right, trade secret, or patent right. By using the Service, you represent and warrant that any image, text, name or word submitted to be used as all or part of the Logo does not infringe any trademark or domain name rights of any third party. Moreover, you warrant that you have a present good faith intention to use the Logo in connection with a commercial or personal endeavor; B. In violation of any federal, state, county, and municipal laws, regulations, governmental agency orders, and court orders; C. Offensive, which shall include, without limitation, bigotry, racism, discrimination, hatred, or profanity; disparaging, defamatory, libelous, or results in an invasion of privacy; promotes or provides instructional information about illegal activities or physical harm or injury to any group, individual, institution or property; infringes on a proprietary interest of any third party, including without limitation, any copyright, trademark, domain registration right, trade secret or patent right; or may violate any federal, state, county or municipal law, regulations, governmental agency orders, or court order;

4 D. Stating or implying that the Logo is placed by Web.com or any party with a contractual relationship with Web.com, or that such parties endorse your products or services; E. Violent or encouraging violence; F. Disparaging, defamatory, libelous, or resulting in an invasion of privacy; G. Promoting or providing instructional information about illegal activities or physical harm or injury to any group, individual, institution or property, or encouraging illegal or criminal conduct; H. Promoting or facilitating, or engaging in, consumer deception or fraud, drug use, drug dealing, pyramid schemes, gambling, or any other illegal activities; or I. Intentionally holding of Web.com (including its affiliates) or their employees or stockholders up to public scorn, ridicule, or defamation. Web.com neither sanctions nor permits Logos or Content that contain illegal or obscene material or foster or promote illegal activity. Web.com reserves the right to immediately suspend or terminate the Services (including terminating your license to any Company Symbol) to any Customer that violates this policy, without prior notice. In the event of such termination, you agree that the unused portion of any fees you may have paid for any Services rendered to you by Web.com are an appropriate recompense to Web.com for the time required to respond to and address issues created by your illegal or obscene Content, and you agree not to seek recovery of those fees. Further, should you violate this policy, Web.com will actively assist and cooperate with law enforcement agencies and government authorities in collecting and tendering information about you, the Logo, the illegal or obscene Content, and those persons that may have inappropriately accessed, acquired, or used the illegal or obscene Content. 13. Disclaimer of Warranties. The Services are provided on an "as is" and "as available" basis. CUSTOMER'S USE OF THE SERVICES IS AT ITS OWN RISK AND WEB.COM DISCLAIMS ANY AND ALL WARRANTIES TO YOU, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WEB.COM DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. Web.com disclaims and shall not be liable for any other loss, injury, cost or damage suffered by you or any third party and shall in no event be liable for consequential, special, or indirect or incidental damages, including without limitation, damages for loss of business profits, business interruption, or loss of data, arising out of or in any way connected with the use of the Logo and any information available on it, and the delay or inability to use the site or any information, even if Web.com has been advised of the possibility of such damages. These limitations and exclusions regarding damages apply even if any remedy fails. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Except as expressly stated herein, Web.com disclaims any and all warranties to you, expressed or implied, including implied warranties of merchantability and fitness for a particular purpose. 14. Limitation of Liability. WEB.COM'S LIABILITY HEREUNDER SHALL NOT EXCEED THE LESSER OF THE AMOUNT PAID BY YOU TO WEB.COM DURING THE THREE (3) MONTH PERIOD BEFORE THE ACTION AROSE OR THE TOTAL COST OF SERVICES. WEB.COM SHALL NOT BE LIABLE FOR (i) ANY LOSS OF USE, LOSS OF DATA, OR INTERRUPTION OF BUSINESS, (ii) ANY DAMAGES CAUSED BY ANY ONLINE SERVICE, TRANSMISSION, COMMUNICATIONS OR COMPUTER SYSTEM FAILURE, OR (iii) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF

5 BUSINESS, REVENUES OR PROFITS), REGARDLESS OF THE FORM OR ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF WEB.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE THAT THESE LIMITATIONS ARE AN ESSENTIAL ELEMENT OF THIS AGREEMENT, AND ABSENT SUCH LIMITATIONS, WEB.COM WOULD NOT ENTER INTO THIS AGREEMENT. 15. Indemnification. In addition to your other indemnification obligations contained in the Agreement, you agree to defend, indemnify, and hold harmless Web.com and each of Web.com's officers, directors, employees, agents, and affiliates from, against, and in respect of: (i) any and all losses, damages or deficiencies resulting from any third party claim against Web.com in connection with the Logo (ii) any and all losses, costs (including reasonable attorney's fees), expenses, damages, assessments, or judgments, resulting from any claim against any of such parties in connection with the Logo, (iii) any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Logo, and (iv) all costs and expenses incident to any and all actions, suits, proceedings, claims, demands, assessments, or judgments in respect thereof regardless of the merit thereof, including Web.com's reasonable legal fees and expenses (whether incident to the foregoing or to Web.com's enforcement of said rights or defense and indemnity) in connection with the Logo. 16. Termination. Web.com reserves the right to suspend or terminate Service (including, but not limited to, terminating your license to any Company Symbol) with or without notice to you if Web.com determines, in its sole discretion, that you have failed to comply with its obligations as set forth in this Agreement.