PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.
This Reseller Agreement (this “Agreement”) is entered into by and between GoDaddy.com, LLC, a Delaware limited liability company ("GoDaddy") (“Reseller”) and you, and is made effective as of the date of electronic acceptance. This Agreement sets forth the terms and conditions of your use of GoDaddy’s Reseller program(s) (“Reseller Program(s)”) for the purpose of selling some of GoDaddy’s products and services (the “Services”) to your own customers, and represents the entire agreement between you and GoDaddy concerning the subject matter hereof.
Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by this Agreement, along with our Universal Terms of Service Agreement, which is incorporated herein by this reference, and any other agreements or policies that are expressly incorporated herein.
The terms “we”, “us” or “our” shall refer to GoDaddy. The terms “you”, “your”, or “Reseller” shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
We may, in our sole and absolute discretion, change or modify this Agreement, any policies or agreements which are incorporated herein, and any limits or restrictions on the Reseller Programs or Services, at any time, and such changes or modifications shall be effective immediately upon posting to this Site. Your use of the Reseller Programs after such changes or modifications shall constitute your acceptance of this Agreement and Reseller Program limitations as last revised. If you do not agree to be bound by this Agreement and the Reseller Program limitations as last revised, do not continue to use the Reseller Program(s). We may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your shopper account information current. We assume no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate email address.
You acknowledge that Wild West Domains, LLC, a Delaware limited liability company (“Wild West Domains”), shall serve as the registrar of record for the domain name registration Services offered under this Agreement. Wild West Domains is an Internet Corporation for Assigned Names and Numbers (“ICANN”) accredited registrar. You acknowledge and agree that as an ICANN-accredited registrar, Wild West Domains is bound by an agreement with ICANN. You acknowledge and agree that Wild West Domains may modify this Agreement in order to comply with its agreement with ICANN, as well as any other terms and conditions set forth by ICANN and/or the Registry applicable to the top level domain or country code top level domain in question. Notwithstanding the foregoing, you acknowledge and agree that one of our other affiliated ICANN-accredited registrars may instead serve and be identified as the Registrar of Record in certain circumstances (e.g., as dictated by ICANN, by our relationship with the Registry of any specific top-level domain, etc.).
2. description of services
Basic and Pro Reseller Programs. The Basic and Pro Reseller Programs provide you with a turnkey Reseller site from which you may resell the Services. The Services available for resale may not include all of the Services that we offer for sale. The Basic Reseller Program allows you to opt into various Services and resell them to your own customers. The Pro Reseller Program allows you to opt into the same Services to resell as the Basic Reseller Program, but also allows you to monetize any domain names registered by your customers. You agree that we may, from time to time, make changes to your Reseller site.
Super Reseller Program. A Super Reseller Program provides you with a turnkey Pro Reseller site from which you may resell the Services available for resale by a Pro Reseller, as well as resell Basic and Pro Reseller Programs to your own Sub-Resellers (customers who purchase a Basic or Pro Reseller Program from you).
API Reseller Program. An Application Programming Interface (“API”) Reseller Program (“API Reseller Program”) allows you to sell domain name registrations and email services to your own customers using your own website. We do not provide you with a turnkey Reseller site.
Subject to the terms and conditions of this Agreement, we grant you a non-exclusive, non-transferable license to resell the Services. All Reseller Programs are subject to an annual licensing fee. The Services that you choose to resell are subject to the corresponding Service agreements and the policies located on the Legal page of this Site and found here.
4. YOUR OBLIGATIONS; LIMITATIONS; RESTRICTIONS
Prices and Fees. Subject to the terms and conditions of this Agreement, you acknowledge that all prices and fees are subject to change from time to time, and at our sole discretion.
Money Back Guarantee. If within thirty (30) days of the date you purchase a Reseller Program, you want to cancel your Reseller account for any reason, you are entitled to a full refund of the annual licensing fee only. You and your customers are not entitled to any refunds for any Services purchased and you will not receive any Commission Payments, if applicable.
Customer Notices. If there are any revisions, modifications, discontinuances or other material changes to the Services that require customer notification, you will assist us in notifying your customers.
Confidentiality. You agree that you will exercise a reasonable level of care and discretion to prevent and restrain the use, disclosure, or reproduction of our Confidential Information. “Confidential Information” includes, but is not limited to, any customer, order, domain name, Services-specific, or marketing information, or any other non-public information discovered within your Reseller Control Center. Confidential Information does not include any information, however designated, that is or subsequently becomes publicly available without your breach of any obligation under this Agreement, became known to you prior to disclosure under this Agreement, became known to you from a source other than us and other than by the breach of another obligation of confidentiality, or is independently developed by you. This obligation shall last three (3) years after the termination of your Reseller Program.
Ethical Standards. Bribing or offering gifts in exchange for purchases by customers is prohibited and will result in termination of your Reseller Program.
Misrepresentations. You agree that you will not make false or misleading claims about the price, quality, value, inclusion, deliverability, or availability of any of the Services. We reserve the right to suspend or cancel your account for non-compliance with these terms.
Registrar Identification. Upon any inquiry, you must inform the inquirer that Wild West Domains is the registrar on record for any domain names registered through your Reseller site. You may not do anything to give the impression to anyone that you are the registrar on record or an ICANN approved registrar. You acknowledge and agree that you may not use the ICANN Accredited logo on any of your marketing materials or Reseller site.
No Transfers. Your Reseller account is non-transferable and cannot be sold separately or in conjunction with the sale of an existing site or business.
Termination. Any earned Commissions may be placed on hold and not paid if, in our sole discretion, we receive an excessive number of chargebacks and/or refunds. If we determine that You have breached any term of this Agreement, we may terminate this Agreement and You shall forfeit all Commissions earned. If you open further reseller accounts with us, they will be cancelled and no commissions will be paid to You.
Proxy Registrations. You shall not knowingly accept registrations from any provider of proxy and privacy registration services that is not accredited by ICANN and shall comply with all ICANN Specifications and Policies in the Proxy Accreditation Program.
ICANN and Registry Rules and Regulations. You acknowledge and agree that we will send all ICANN required renewal notices. You will indicate on your website that the registrar of record will send out renewal notices. You must display all registration and renewal prices on your website (and provide a link to such page upon our request). You must provide all required registration data in ICANN compliant format. You acknowledge and agree that we will interrupt DNS post expiration to display the ICANN required renewal instructions. We will be responsible for all domain name registrant validation. If we are unable to validate, the domain name is subject to suspension or termination in our sole discretion.
You acknowledge and agree that you are responsible for complying with all applicable ICANN and Registry policies and procedures.
Audit Rights. You acknowledge and agree that we may audit your website and request records and documentation to demonstrate your compliance with the terms and conditions of this Agreement. We reserve the right to suspend or cancel your account for non-compliance with the terms of this Agreement.
5. intellectual property
You will use all computer programs, documentation and information consisting of or containing proprietary information related to the API solely for the purpose of performing under this Agreement. You will not decompile, disassemble or otherwise reverse engineer the API or cause others to do so.
You will not use any copyrights, trademarks, service marks, or other intellectual property owned by Go Daddy or its parent or affiliate entities unless specifically authorized by us, will not register any trademark that is substantially or confusingly similar to one owned by Go Daddy or its parent or affiliate entities, and will not register or maintain any internet domain names containing trademarked terms owned by Go Daddy or its parent or affiliate companies (or domain names confusingly similar thereto). You shall not use any of Go Daddy’s or its parent’s or affiliates’ intellectual property in your advertising except as specifically authorized by us. You further agree not to use Go Daddy’s or its parent’s or affiliates’ trademarks, including our website URLs, as keyword terms in any online advertising campaigns.
No license or right under any copyright, patent, trademark, service mark or other proprietary right or license, except the limited trademark license provided below to Basic and Pro Resellers, is granted to you or conferred upon you by this Agreement.
6. provisions specific to basic/pro reseller programs
• “Price Catalog” is a list of Services available for resell within your Reseller Program, your cost and the minimum retail price for each Service. The Price Catalog is located in the Reseller Control Center.
• “Reseller Control Center” is the secure location within your account at our site where you can access our Services Price Catalog, select the Services you wish to resell, opt into Marketing Services, and otherwise control and manage your Reseller Program.
Service Pricing. We will provide our Services to you according to our Price Catalog. You may set your own prices for the Services you resell, subject to the minimum retail price set by us.
Multi-Currency Pricing. You will have the ability to opt in to multi-currency pricing for your Reseller site. Multi-currency pricing allows you to accommodate customers who may prefer to complete the checkout process in a currency other than U.S. Dollars. If you opt in to multi-currency pricing, you acknowledge and agree that (1) while we may offer Service pricing in various currencies, transaction processing is supported only in U.S. Dollars and a select number of the currency options displayed on this Site; and (2) the prices listed in the Price Catalog (including, but not limited to, the base buy rate, minimum retail price, and suggested retail price) located within the Reseller Control Center are not updated in real time. Accordingly, depending on currency exchange rates and other variables, it is possible that sales to customers in a currency other than U.S. Dollars may reduce your Commission Payments and/or result in negative Commission Payments.
Fraudulent Transactions. You agree to hold us harmless and to indemnify us for and against transactions processed by us on your behalf that are fraudulent in nature. These fraudulent transactions could result from, but are not limited to, misrepresentations in the domain name registration or transfer process, or from the use of stolen or misappropriated credit cards.
Charging Your Customers. You authorize us to charge each of your customers the dollar amounts designated by you for the Services they purchase via your Reseller site. We may charge your customer a small fee if the customer cancels a domain name registration within the five (5) day grace period and we refund the price of the domain name. We will not charge your customer a fee if we cancel a domain name registration during this period because of fraud.
Transaction Fees. You will pay us $.25 per customer order plus 2.5% of the total order cost (collectively, the “Transaction Fees”). You acknowledge the Transaction Fees are subject to change from time to time, and are not subject to refund in the event a customer order for Services is refunded.
Hosting. Your Basic or Pro Reseller site will be hosted by us and will be subject to the terms and conditions of our Hosting Agreement. All Basic and Pro Reseller sites are built on the securepaynet.net domain name.
Customer Support. By default, we will provide 24/7 customer support services to you, and to your customers for the Services you resell; however, you can opt out of our customer support services for your customers in the Account Settings area of the Reseller Control Center if you so choose.
Commission Payment. “Commission Payment(s)” are paid monthly and represent commissions earned in the immediately preceding month. For each Service sold via your Reseller site, your commission will be calculated as the difference between your sale price and cost, less the Transaction Fee and/or any applicable charge backs.
The payout date is the date that the Commission Payment is sent to you. Commission Payments may be paid by PayPal®, our Good As Gold program, by check, or by direct deposit (available for U.S. based Resellers only). Regardless of which payment method is utilized, if a payout date falls on a Saturday, the payout date will be the previous business day; if the payout date falls on a Sunday or holiday, the payout date will be the next business day.
• PayPal: Should you choose to utilize PayPal, you will be paid out monthly on the twenty-fifth (25th) day of the month. Please refer to the PayPal account set-up requirements for your country (which may be found here) to ensure your PayPal account has the ability to receive payments from third parties. We will pay any fees charged by PayPal, so they will not be deducted from your Commission Payment.
• Good As Gold: Should you choose to utilize Good As Gold, you will be paid out monthly on the twenty-fifth (25th) day of the month. A Five Dollar ($5.00) minimum threshold is required before payment will be made to those accounts.
• Check: Should you choose payment by paper check or fail to choose any other payment method, you will receive your Commission Payments by paper check. A One Hundred Dollar ($100.00) minimum threshold is required before a paper check will be issued.
Checks to U.S. Based Resellers. Checks will be mailed out monthly on the last day of the month to U.S. based Resellers. You acknowledge and agree that a Twenty-Five Dollar ($25.00) check processing fee will be levied each time a Commission Payment check is printed.
Checks to Resellers Based Outside of the U.S. Checks will be mailed out quarterly on the last day of the quarter to Resellers based outside of the U.S. Quarterly pay dates are February 28th, May 31st, August 31st, and November 30th. No check processing fee is charged for non-U.S. based Resellers.
• Direct Deposit (available for U.S. based Resellers only): In addition to the above Commission Payment Methods, Resellers based in the United States may also opt to receive their Commission Payments by direct deposit. Should you choose to utilize direct deposit, you understand that it is your responsibility to provide a valid U.S. bank account number and the related direct deposit information in the Payee Setup area of My Account at our website. Failure to provide a valid direct deposit account will cause your Commission Payments to be withheld pending receipt by us of proper direct deposit instructions. You can find the instructions on how to set up a direct deposit account by clicking on the “Payee Accounts” link found on the “Account Settings” page under “My Account” from your account at our website.
You hereby authorize us to initiate and post credit (positive) entries for Commission Payments to the direct deposit account you designate. Commission Payments may be debited or withheld on any orders refunded for fraud or charged back by the issuing bank. You will be paid out monthly on the twenty-fifth (25th) day of the month.
The authority granted to us by you or the direct deposit account owner will remain in full force and effect until we or the depository institution have received written notification from you or the direct deposit account owner that such authority has been revoked or until the termination of your Reseller account.
Charge Backs. In the event of a credit card charge back related to your customer’s purchase of a Service, we will deduct the amount of the credit card charge from your Commission Payment. In the event that charge back experience is high, as determined by us, we reserve the right to hold back twenty percent (20%) of your monthly Commission Payments for ninety (90) days from the date the Commission Payment was to be paid.
Marketing Services. We (and our related companies) will not market the Services with our branding to your customers; however, we (and our related companies) may market the Services with your branding to your customers. From time to time, we also may make various marketing services available to you. The marketing services may include discounts, promotions, telemarketing services, email marketing services, and/or online advertising services (individually and collectively, “Marketing Services”). The Marketing Services are designed to assist you in more effectively marketing products and services to your customers. The Marketing Services will be offered on an opt-in basis. You acknowledge and agree that (1) the Marketing Services are provided for convenience only, and we make no representations or warranties regarding the same; (2) we reserve the right to modify, change, or discontinue any aspect of the Marketing Services at any time; (3) if you opt in to (or out of) the Marketing Services, it may take up to ten (10) business days for your changes to be effective; (4) all Marketing Services will be selected by us, and you will not be permitted to customize the Marketing Services; and (5) your participation in some Marketing Services, particularly discounts and promotions, could reduce your Commission Payments and/or result in negative Commission Payments.
Trademark License Guidelines. We grant you a non-transferable license to reproduce and display on your website the following trademarks and product names (“Marks”) in association with the resale of our products according to the limited specifications provided in this section: Express Email Marketing®, Quick Shopping Cart®, and Online File Folder®. We also grant you a non-transferable license to reproduce and display the copyrighted legal agreements and documents associated with the offered Services and provided in the Reseller Control Center, provided you include the correct copyright string and do not modify the agreements and documents. You are required to include a small disclaimer on your website indicating the Marks used and their ownership by us and our affiliates, stating: “Third party marks are registered trademarks of their respective owners. All rights reserved.” You shall be required to check the Reseller Control Center periodically to monitor any changes to the Marks, including but not limited to a change from a pending trademark (™) to a registered trademark (®). You must promptly make any revisions to any affected Marks you are using.
The Services must be clearly identified by their names above, and the use of those names must be used only to accurately describe or reference our Services. The Marks must be reproduced exactly as they appear within this section or as authorized within the Reseller Control Center, and must include the applicable ® or ™ symbol. Each display of a Mark must appear substantially distinct from your name or other text so there is no appearance that they are owned by you or that you have any association with them, other than your association with us. We may provide further specifications to you in addition to these general guidelines and you shall be obligated to adhere to them. You are prohibited from displaying the Marks in such a way that implies an affiliation, sponsorship, or endorsement of you by us other than your relationship with us as a reseller. In the event that we determine, in our sole discretion, that your use of the Marks, or any mark held by any of our affiliates, constitutes a trademark infringement or dilution, we may withhold Commission Payments until the issue is remedied and/or we may immediately terminate your account. All rights not expressly granted by us to you are reserved by us. We may audit your use of our Marks to determine compliance with this section, and we reserve the sole discretion to restrict your use of our Marks. You shall obtain the written permission of us before using the Marks for any purpose other than as explicitly provided in this section or in the Reseller Control Center.
Social Media. You may be given the ability to link to your social media pages from your Reseller site. You acknowledge and agree that you own, or have the right to link to, the social media pages you link to from your Reseller Site. If you use a Google button, you further acknowledge and agree to be bound by the Google Buttons Policy.
Custom Domains. Your Reseller Program may include a custom domain name feature, allowing you to link your Reseller site to a domain name registered by you. The custom domain name feature may be included as part of your Program or offered as an add-on, and may not be available to all Resellers. If you wish to obtain an SSL Certificate for your Reseller site using the custom domain name feature, your electronic acceptance of this Agreement signifies that you (1) acknowledge and agree to be bound by the SSL Certificate Service Subscriber Agreement, which is incorporated herein by reference, and (2) authorize us to generate a certificate signing request on your behalf in order to implement the SSL Certificate on your Reseller site. The SSL Certificate included with the custom domain name feature is in addition to, not in lieu of, any credits for SSL Certificates already included with your Reseller Program.
Domain Monetization. Our Pro Reseller Program includes domain monetization. Domain monetization is a service that empowers domain name registrants to generate earnings on the traffic generated to their domain names. You will be paid a percentage of the revenue generated from monetization of domain names registered through your Reseller site over the threshold set in the Reseller Control Center, which is subject to change. Your payment for monetization will be made in conjunction with your Commission Payments. You acknowledge and agree that we expressly reserve the right to change, modify or discontinue the domain monetization offering at any time. Further, you acknowledge and agree that your use of the domain monetization offering is subject to and shall be in accordance with the terms and conditions contained in the Cash Parking Agreement, which is incorporated herein by this reference. We reserve the right to screen domain names prior to enrollment and may exclude, in our sole discretion, any domain name for any reason, including, but not limited to: a) violation of this Agreement or the Universal Terms of Service; or b) infringement, or potential infringement, of a third party intellectual property right.
Term and Termination. In the absence of notification from you, we will automatically continue providing access to the Reseller Program indefinitely and will charge the Payment Method you have on file at our then current rates for the annual licensing fee. You agree that you will be responsible for notifying us should you desire to terminate your use of the Reseller Program. Notification of your intent to terminate must be provided to us no later than three days prior to your billing date. We reserve the right, in our sole discretion and without notice, at any time and for any reason, to suspend your access to or use of the Reseller Program. Upon termination, your customers’ Services will default to us or a related entity. No refunds will be issued to you or your customers for Services purchased.
Representations and Warranties. You represent and warrant that all information provided by you to set up your reseller site is true, accurate and complete. You also represent and warrant that the name of your site, URL or other branding is being used 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 registration, trademark or trade name. You acknowledge and agree that we make no representations or warranties of any kind in connection with this Agreement and specifically make no guaranty to you against the possibility of objection to, or challenge of, the registration or use of any domain name you use in connection with your Reseller Program.
7. special terms and conditions for resellers residing in india
For Resellers residing in India, the following terms and conditions shall apply to purchases of the Basic Reseller Program made after the “Last Revised” date at the top of this Agreement.
The Basic Reseller Program comes with both introductory pricing (“Introductory Pricing”) and standard pricing (“Standard Pricing”). Receipt of Introductory Pricing will be contingent upon achieving a revenue benchmark (“Revenue Benchmark”). The current Introductory Pricing, Standard Pricing, and Revenue Benchmark will display on the Reseller landing page, or the disclaimers linked to the Reseller landing page, of this Site.
When you purchase the Basic Reseller Program, you will be charged Introductory Pricing. If you have achieved the Revenue Benchmark when reviewed at six (6) months after your purchase, you will remain on Introductory Pricing for the remaining six (6) months of your Basic Reseller Program. If you have not achieved the Revenue Benchmark when reviewed at six (6) months after purchase, you will convert to Standard Pricing for the remaining six (6) months of your Basic Reseller Program, and your Payment Method on file will be charged the difference between the Introductory Pricing and the Standard Pricing. Any charges made to your Payment Method on file will be non-refundable, even if you achieve the Revenue Benchmark at a later date.
We expressly reserve the right to change or modify the Introductory Pricing, Standard Pricing, and Revenue Benchmark at any time, and such changes or modifications shall be posted online at this Site and shall be effective immediately without need for further notice to you. Changes or modifications to the Introductory Pricing, Standard Pricing, and Revenue Benchmark shall be effective when your Basic Reseller Program comes up for renewal.
Except as otherwise provided on the Reseller landing page, or the disclaimers linked to the Reseller landing page, of this Site, all Basic Reseller Programs shall be offered for twelve (12) months only to Resellers residing in India. We reserve the right to discontinue availability of the Basic Reseller Program after twelve (12) months or continue availability at Standard Pricing.
8. provisions specific to super reseller program
Pro Reseller Terms Incorporated. All of the terms and conditions set forth above in Provisions Specific to Basic/Pro Reseller Programs also apply to the Super Reseller Program and, therefore, are incorporated in this Section by this reference.
Sub-Resellers; Termination. You are responsible for the acts and omissions of your Sub-Resellers. If you provide training and/or technical support to your Sub-Resellers, it must be reasonable. In the event a Sub-Reseller account is terminated by the Sub-Reseller, you, or us, you will be responsible for ensuring the transition of that Sub-Reseller’s customers to a another Reseller or Sub-Reseller account.
Commission Payments. In addition to the Commission Payment listed in the Basic/Pro Reseller section, a Commission Payment will be earned for each Reseller Program sold, as well as the Services sold by your Sub-Resellers. We reserve the right to modify the costs associated with both sources of revenue in our sole and absolution discretion.
Domain Monetization. In addition to any domain monetization revenue you generate via your own Pro Reseller Program, you will be paid a percentage of the revenue generated from the monetization of domain names purchased through your Sub-Resellers’ sites over the threshold set in the Reseller Control Center, which is subject to change. Your payment for monetization will be made in conjunction with your Commission Payments. You acknowledge and agree that we expressly reserve the right to change, modify or discontinue the domain monetization offering at any time. Further, you acknowledge and agree that your use of the domain monetization offering is subject to and shall be in accordance with the terms and conditions contained in the Cash Parking Agreement, which is incorporated herein by this reference. We reserve the right to screen domain names prior to enrollment and may exclude, in our sole discretion, any domain name for any reason, including, but not limited to: a) violation of this Agreement or the Universal Terms of Service; or b) infringement, or potential infringement, of a third party intellectual property right.
9. provisions specific to api reseller program
Branding. We authorize you to co-brand the Services you resell by using Wild West Domain‘s name and logo along with your own name and logo; however, you may do so only in accordance with the terms and conditions of the Intellectual Property section herein.
Prepaid Account. A prepayment account (“Prepaid Account”) is required to operate the API Reseller Program, and must be set up in advance by wiring funds to us in sufficient quantities to cover the cost of the Services that will be purchased. You can find instructions on how to set up your Prepaid Account by clicking on the “Wiring Funds to your Account” link from your home page on the Reseller Extranet.
You hereby authorize us to initiate and post debit (negative) entries to the Prepaid Account when requests for Services are received from you. Failure to set up and maintain a valid Prepaid Account will prevent you from purchasing any Services from us. If for any reason we are not able to take sufficient funds out of your Prepaid Account to process your requests for Services, and you fail to respond to our notices, any requested transactions will not be processed. You agree that we will not be responsible for transactions that could not be processed because you failed to keep adequate funds in your Prepaid Account to cover those transactions. In any case, if you fail to keep adequate funds in your Prepaid Account, additional charges may apply. We may also charge you a small fee if you or your customer cancels a domain name registration within the five (5) day grace period and we refund the price of the domain name. We will not charge you a fee if we cancel the domain name during this period because of fraud.
It is your responsibility to cancel your Prepaid Account should you decide to discontinue your API Reseller account. Even after termination of your Reseller account, your Prepaid Account will remain open until we receive written notification from you instructing us to close your Prepaid Account.
You acknowledge and agree that the registration and use of domain names is governed, in part, by rules and contracts issued by the Internet Corporation for Assigned Names and Numbers (“ICANN”). These rules include requirements that registrars maintain certain registration and transaction information for a period of three years and that such information be provided to ICANN upon request in conjunction with any ICANN-initiated audit. To fulfill these ICANN requirements, you agree that you will maintain (a) in electronic, paper, or microfilm form, all written communications constituting registration applications, confirmations, modifications, transfers or terminations and related correspondence with Users, including registration contracts; and, (b) in electronic form, records of the accounts of all Users, including dates and amounts of all payments and refunds in conjunction with domain name registrations. Upon request by us, you will provide any information identified in this Section to us within two (2) business days and otherwise cooperate with us in any compliance, regulatory or legal issue arising out of the registration of domain names.
You shall ensure that the identity and contact information provided by the customer of any privacy or proxy registration service offered or made available by you in connection with each registration will be deposited with us or held in escrow or, alternatively, display a conspicuous notice to such customers at the time an election is made to utilize such privacy or proxy service that their data is not being escrowed. Where escrow is used, your escrow agreement will provide, at a minimum, that data will be released to us in the event you breach this agreement.
Term and Termination. In the absence of notification from you, we will automatically continue providing access to the API Reseller Program indefinitely and will charge the Payment Method you have on file at our then current rates for the annual licensing fee. You agree that you will be responsible for notifying us should you desire to terminate your use of the Reseller Program. Notification of your intent to terminate must be provided to us no later than three days prior to your billing date. We reserve the right, in our sole discretion and without notice, at any time and for any reason, to suspend your access to or use of the Reseller Program. Upon termination, you shall transition all of your customers and their Services to us and, to that end, you acknowledge and agree that you will timely provide us all customer information, including Registered Name Holder data and past communications with your customers, that we request to make the transition in such a way that your customers’ Services do not lapse. No refunds will be issued to you or your customers for Services purchased.
Notices. You agree that all notices (except for notices concerning breach of this Agreement) from us to you may be posted on our Site and will be deemed delivered within fifteen (15) days after posting. Notices concerning breach will be sent either to the email address Reseller has on file with us or mailed first class postage to the postal address Reseller has on file with us. Notices from Reseller to us shall be made either by email to the customer support address provided on our Site or first class mail to: GoDaddy.com, LLC, ATTN: Reseller Department, 14455 North Hayden Rd., Suite 219, Scottsdale, AZ, 85260. In all cases, delivery shall be deemed to have been made five (5) days after the date sent.
10. tHird party products and services.
You may be entitled to sell third party products and services. If you elect to sell the SiteLock product, you acknowledge and agree you are bound by the terms located here, which are hereby incorporated by reference.
11. titles and headings; independent covenants; severability
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
12. DEFINITIONS; CONFLICTS
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Universal Terms of Service Agreement. In the event there is a conflict between the provisions of this Agreement and the provisions of the Universal Terms of Service Agreement, the provisions of this Agreement shall control.