As an Applicant and member of VeriHost you agree to the following:
 

1. VeriHost, through an independent CPA firm, has the right to verify all company information to include corporate articles, business licenses, Better Business Bureau reports, bank account information (business name only) and references. Such information will remain confidential. In addition,VeriHost has the right to use one of several law firms to verify any trademark,service mark, and/or copyright claims.
2. Verihost, through an independent web hosting evaluation firm, has the right to verify and test all customer service and technical information to include but not limited to customer support, ping times, traceroutes, advertised features, and stated procedures. You agree that you will provide an explanation of any discrepancies and that the VeriHost Board of Directors retains theright to approve or disapprove your continued membership.

Applicant understands that theannual application fee is $150 and agrees to pay the fee when applying for membership. VeriHost accepts payment by Visa, MasterCard, and check in United States Currency. The application fee is non-refundable whether or not Applicantis accepted and approved as a member of VeriHost. The fees are used to cover the initial costs of application processing and the ongoing operationalcosts of VeriHost to include but not limited to management fees, bandwidthand co-location costs, and independent agency fees such as CPA and lawfirms.

The parties’ obligationsunder this Agreement are subject to, and neither party shall be liablefor, delays, failures to perform, damages, losses or destruction, or malfunctionof any equipment or any consequence thereof caused or occasioned by, ordue to fire, flood, water, the elements, labor disputes or shortages, utilitycurtailments, power failures, explosions, civil disturbances, governmentalactions, shortages of equipment for supplies, unavailability of transportation,acts or omissions of third parties, or any other cause beyond the party’sreasonable control.

IN NO EVENT SHALL VERIHOSTBE LIABLE TO APPLICANT OR ANY OR APPLICANT’S CUSTOMERS OR ANY OTHER PERSON,FIRM OR ENTITY IN ANY OTHER RESPECT, FOR DIRECT, INDIRECT, CONSEQUENTIAL,SPECIAL, INCIDENTAL, ACTUAL, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITSOF ANY KIND OR NATURE WHATSOEVER, EVEN IF FORESEEABLE, ARISING OUT OF ANYMISTAKE, ACCIDENT, ERROR, OMISSION, INTERRUPTION, OR DEFECT IN TRANSMISSION,OR DELAY ARISING OUT OF OR RELATING TO THE SERVICES OR THE OBLIGATIONSOF VERIHOST PURSUANT TO THIS AGREEMENT AND ANY EXHIBITS OR SCHEDULES HERETOINCLUDING, WITHOUT LIMITATION, (i) ANY FAILURE TO PROVIDE TIMELY OR ACCURATELYPROVISION ANY VERIHOST SERVICE, OR (ii) ADVERSE CONDITIONSWHICH MAY RESULT FROM ACTIONS BY REGULATORY OR JUDICIAL AUTHORITIES. VERIHOST’SENTIRE LIABILITY FOR ANY CLAIM OR LOSS, DAMAGE OR EXPENSE FROM ANY CAUSEWHATSOEVER, EXCEPT FOR THOSE ARISING FROM OR IN CONNECTION WITH VERIHOST’SGROSS NEGLIGENCE, SHALL IN NO EVENT EXCEED THE MONIES ACTUALLY PAID TOVERIHOST UNDER THIS AGREEMENT BY APPLICANT FOR THE SPECIFIC SERVICES THATGIVE RISE TO THE CLAIM. NO ACTION OR PROCEEDING AGAINST VERIHOSTMAY BE COMMENCED MORE THAN ONE YEAR AFTER THE SERVICES ARE RENDERED.

Applicant agrees to indemnifyand hold VeriHost and VeriHost’s directors, officers, employees, agentsand advisors harmless from and against any and all claims, demands, oractions and costs, liabilities, or losses arising out of any actual oralleged infringement arising out of material, data, information or otheracts or omissions of VeriHost and/or VeriHost’s affiliates, and/or arisingout of any material misstatements or misrepresentations made by VeriHost.

Neither party shall have theauthority to bind the other by contract or otherwise make any representationsor guarantees on behalf of the other. Each party acknowledges andagrees that the relationship arising from this Agreement does not constitutean agency, joint venture, partnership, employee relationship or franchise.Applicant acknowledges and agrees that it is an independent entity seekingmembership in the VeriHost Association.

This Agreement shall be bindingupon VeriHost and Applicant and their respective affiliates, successors,and assigns. Neither VeriHost nor Applicant may assign this Agreement,whether by operation of law or otherwise, without the prior written consentof one another.

The failure of either partyto enforce or insist upon compliance with any of the provisions of theAgreement or the waiver thereof, in any instance, shall not be construedas a general waiver or relinquishment of any other provision of this Agreement.

VeriHost reserves the rightto terminate any VeriHost member by a majority vote of the Boardof Directors. If such termination occurs, fees are non-refundable.

Each partyrepresents and warrants that: i) the signatory shown below has the authorityto bind the party on whose behalf he/she is signing to the terms of thisAgreement; ii) the execution and delivery of this Agreement and performanceof such party’s obligations hereunder have been duly authorized; and iii)the Agreement is a valid and legal Agreement binding on such parties andenforceable in accordance with its terms.

Any disputes thatmay arise under this Agreement shall be resolved in accordance with thelaws of the State of North Carolina. Each party agrees that jurisdictionand venue for any and all disputes under this Agreement will be properin Cumberland or Wake Counties, North Carolina, and that the establishmentof such jurisdiction and venue shall be determined by VeriHost.