Small Business Web Stores^SM is a service of BroadSpire, Inc.®, hereinafter collectively referred to as “BroadSpire.”

By placing an order with BroadSpire you are agreeing to the terms and conditions as set forth below. Please read the entire Agreement carefully before placing an order.

In consideration of the mutual covenants herein, the parties agree to the following, which shall apply during the term of this Agreement:

1. "Plans" means proposals for offering various services to be provided by BroadSpire, as listed online at the corporate websites. "Plans" does not include the use of BroadSpire's trademark.
2. "Customer" means an end user who is utilizing services provided by BroadSpire.

1. All prices for Plans provided by BroadSpire to Customer are US dollars.
2. Customer shall be responsible for paying all taxes of any nature which become due with regard to BroadSpire's services, except for taxes on BroadSpire's income, irrespective of which party may be responsible for reporting or collecting such taxes.

1. All orders are subject to acceptance by BroadSpire. An order will be deemed accepted by BroadSpire when written confirmation of the order is sent to Customer. BroadSpire may refuse to accept any order, or delay acceptance pending fulfillment of conditions BroadSpire may choose to impose. Such refusal or such conditions may not be unreasonable, however, and BroadSpire agrees to provide Customer with reasonable notice via Email or fax of any intent to delay or decline the acceptance of any order.
2. Payment and Terms: Payment shall be made in US dollars to BroadSpire into the account designated by BroadSpire, or as may otherwise be agreed in writing by the parties. Payments are due upon presentation of invoice. If due to bank charges, transfer fees, or the like, BroadSpire should receive less than its invoice amount, BroadSpire will re-invoice Customer for the shortfall. Should payment in full of any invoice (aside from such shortfalls) not be received by BroadSpire within thirty (30) days after presentation, BroadSpire will impose a debt service charge amounting to one percent (1.5%) of the overdue balance for each month or fraction thereof the overdue amount remains unpaid. In the event that any amount remains unpaid, BroadSpire may discontinue, withhold, or suspend services to Customer and/or its customer(s) to whom such unpaid amounts relate.

1. BroadSpire will utilize its best efforts to maintain acceptable performance of services contracted for services, but BroadSpire makes absolutely no warranties whatsoever, express or implied, including warranty of merchantability or fitness for a particular purpose. BroadSpire cannot guarantee continuous service, service at any particular time, or integrity of data stored or transmitted via its system or via the Internet. BroadSpire will not be liable for the inadvertent disclosure of, or corruption or erasure of, data transmitted or received or stored on its system. BroadSpire shall not be liable to Customer or any of its customers for any claims or damages which may be suffered by Customer or its customers, including, but not limited to, losses or damages of any and every nature, resulting from the loss of data, inability to access Internet, or inability to transmit or receive information, caused by, or resulting from, delays, non-deliveries, or service interruptions whether or not caused by the fault or negligence of BroadSpire.
2. BroadSpire may discontinue servicing any Plan, or may require fulfillment of conditions BroadSpire may choose to impose as a prerequisite for continuing to service any Plan. Such discontinuation or requirement may not be unreasonable, however, and BroadSpire agrees to provide Customer with reasonable notice via Email and fax of any such intent to discontinue or impose conditions. BroadSpire reserves the right to discontinue service to Client without notice if Customer's account is extraordinarily taxing system resources, Customer's account has been hacked or breached by unauthorized parties, or if any action arising from Customer's account threatens the integrity of BroadSpire's services. Customer understands that BroadSpire does not monitor Customer's accounts for content, account breaches, integrity of any programs that Customer may install within the account, or otherwise. The full responsibility of all such accounts and actions resulting from such accounts is solely that of the Customer.
3. Services provided by BroadSpire to Customer shall be deemed accepted for all purposes thirty days after presentation of invoice for such services, if no written claim or objection regarding such services has been received by BroadSpire within the 30-day period. No claim related to such accepted services shall be raised.
4. BroadSpire's liability to Customer, and any end user of any Plan or other BroadSpire service is limited to the amount paid to and received by BroadSpire for services accepted. In no event shall BroadSpire be liable to Customer, or any end user or any other entity for any special, consequential, or other damages, however caused, whether for breach of contract, negligence or otherwise, even if BroadSpire has been advised of the possibility of such damage.
5. Customer will take all necessary measures to preclude BroadSpire from being made a party to any lawsuit or claim regarding BroadSpire services provided to any Customer or end user.

Customer hereby agrees to indemnify and hold harmless BroadSpire from any and all claims of whatever nature brought by any of Customer's customers against BroadSpire in excess of the remedy set forth in paragraph 7(D).

The relationship between BroadSpire and Customer is that of vendor and vendee. They shall not be construed as being joint ventures, franchiser/franchisee, or employer/employee.

This agreement is a commercial agreement between businesses, not a consumer agreement. Customer has no authority, apparent or otherwise, to contract for or on behalf of BroadSpire, or in any other way legally bind BroadSpire in any fashion, nor shall Customer be authorized to make any representations about BroadSpire or its services other than to set forth BroadSpire's responsibilities as outlined in this agreement.

This agreement shall run in accordance with the term of the initial order. It shall be automatically renewed on a regular basis in accordance with the term of the initial order or subsequent change to that term unless terminated in one of the following ways:

1. By customer, by notifying BroadSpire in writing twenty (20) days prior to renewal of this agreement.
2. By BroadSpire, upon thirty (30) days' written notice, if Customer breaches any material and substantial provision of this agreement and has not cured by the end of the 30 days.
3. By BroadSpire, upon sixty (60) days' written notice, if
1. BroadSpire provides Customer with written notice of the specific reasons for its belief in this regard, and
2. Customer has not cured by the end of the 60 days.
4. By BroadSpire, immediately upon giving written notice to Customer, in the event that:
1. Any bank draft or check delivered by Customer to BroadSpire in payment for Products is returned unpaid and Customer fails to remedy such nonpayment within five business days;
2. Customer fails to pay for services within five business days of Customer's renewal date;
3. There are instituted bankruptcy or insolvency proceedings against Customer, which are not vacated within sixty (60) days from the date of filing;
4. Customer institutes voluntary bankruptcy or insolvency proceedings, or otherwise admits insolvency; or
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5. Customer makes an assignment of all or part of its assets for the benefit of creditors.
6. Customer violates the accepted use policy as outlined on the internet at http://www.broadspire.com/company/aup.html
7. Customer's account accrues more than 200 percent overage over their Plan limit and Customer does not provide payment for such overage when requested by BroadSpire's accounting staff.
5. By BroadSpire immediately, if Customer attempts to assign all or any part of this Agreement without BroadSpire's prior written approval;
6. By BroadSpire immediately, if Customer fails to inform BroadSpire in writing immediately on the happening of any event specified in this section;
7. By Customer, immediately upon giving written notice to BroadSpire, if:
1. There are instituted bankruptcy or insolvency proceedings against BroadSpire, which are not vacated within sixty (60) days from the date of filing;
2. BroadSpire institutes voluntary bankruptcy or insolvency proceedings, or otherwise admits insolvency;
3. BroadSpire makes an assignment of all or part of its assets for the benefit of creditors; or
4. BroadSpire fails to inform Customer in writing immediately on the happening of any event specified in this section.

This agreement takes effect when accepted by BroadSpire in California. It is to be governed by and construed under the laws of the State of California and the United States of America. The federal and state courts of the State of California shall have exclusive jurisdiction to adjudicate any non-arbitrable dispute arising out of this agreement. Customer hereby expressly consents to

1. the jurisdiction of the courts of California and
2. service of process being effective upon it by registered mail sent to the address set forth at the beginning of this document, as may be changed from time to time by written notice actually received by BroadSpire to the extent permissible by the law of Customer's jurisdiction, Customer waives any requirement that service of process or of any documents be made upon it pursuant to the provisions of the Hague Convention.

IN WITNESS WHEREOF, the parties hereto, intending to be legally bound hereby, and in consideration of the covenants and agreements contained herein, do hereby execute this instrument, with each party warranting their ability to enter into this agreement for the person or entity herein named as a party hereto.

The customer, by submitting his/her order online or otherwise, hereby accepts and agrees to the terms and conditions as set forth in this agreement.