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SERVICE AGREEMENT

Agreeing to TeamMediaOnline LLC Acceptable Use Policy and Terms of Service is mandatory for Hosting signing up or using our services. Please make sure you read everything. The following rules apply to sites you host with TeamMediaOnline LLC.

TeamMediaOnline LLC (the "Service") provides web hosting outsourcing to other web hosts, web development /design firms, Internet Service Providers (ISPs), businesses, and private end users. The terms and conditions of this agreement and any rules and prices published on TeamMediaOnline LLC's Web Site (http://www.teammediaonline.com) constitute the entire and only agreement (collectively, the "Agreement") between TeamMediaOnline LLC and the Customer (hereby defined as one who has an account with TeamMediaOnline LLC for the Service, including Customer's designated users with respect to the Service) and supersede all other communications and agreements with regard to the subject matter hereof. Customer agrees that he/she is at least 18 years of age. If the customer is not at least 18 years of age, a parent or guardian's name must be put on the account and will be responsible for payment and Web Site content. If a minor (a person under the age of 18) obtains an account through TeamMediaOnline LLC without parental approval, this agreement does not become void. The Customer must read and agree to be bound by all terms and conditions of this Agreement, the fee schedules on the Online Order forms and any policies that are or may be published by TeamMediaOnline LLC. This Agreement will become effective when accepted by TeamMediaOnline LLC. TeamMediaOnline LLC reserves the right to modify this Service Agreement or prices, and may discontinue or revise any or all aspects of the Service in its sole discretion without prior notice. The Customer will be bound by the modified Agreement, prices and/or policies if the Customer continues to use the services.

A. General Policies
B. Service Policies
C. Payment Policies
D. Cancellation Policies
E. Use Policies
F. Reseller Policies

A. General Policies
1.This Agreement defines the terms and conditions of TeamMediaOnline LLC's services as offered by TeamMediaOnline LLC and used by the Customer, including the provision of web hosting services on TeamMediaOnline LLC's servers and connectivity to the Internet (the "Services"). TeamMediaOnline LLC will provide the Services for the amount of server storage space selected in exchange for payment of fees and full compliance with the terms and conditions of this Agreement. In performing the Services, TeamMediaOnline LLC maintains control and ownership of any and all Internet protocol ("IP") numbers and addresses that may be assigned to the Customer and reserves the right to change or remove any and all IP numbers and addresses at its sole discretion.

2. The customer is responsible for and must provide all telephone and other equipment and services necessary to maintain customer's account remotely. The Customer is responsible for producing, electronically uploading and maintaining HTML files, execution scripts, applets and applications (the "Upload Materials") to the website, and hereby warrant that all Upload Materials shall be owned or properly licensed by the Customer and shall not adversely impact the Services or violate any rights of any third parties. The Customer is responsible for ensuring that all Upload Materials will function properly and as intended. The Customer is responsible for all activity originating from the website, unless proven to be a victim of outside hacking or address forgery. The Customer assumes responsibility for all material on the website that may be put on by a third party (such as the usage of Free For All links pages). Use of the Services requires a certain level of knowledge in the use of Internet languages, protocols, and software, which can vary depending on the anticipated use and desired content of the website, and includes, but is not limited to, the following: web publishing requires knowledge of HTML, properly locating and linking documents, FTPing web contents, graphics, text, sound, image mapping, etc.; FrontPage web publishing requires knowledge of the FrontPage tools as well as Telnet and FTP understanding and capability; CGI-scripts requires knowledge of the UNIX environment, tar & zip commands, Perl, CShell scripts, permissions, etc.; and mail requires knowledge of use of mail clients to receive and send mail, etc. The Customer acknowledges that they have the necessary knowledge to create, modify and maintain the website. TeamMediaOnline LLC assumes no responsibility to provide the Customer with such knowledge.

3. In connection with the Services, TeamMediaOnline LLC may provide for the Customer's use certain tools and software, including, but not limited to, certain specialty scripting software and/or certain programming language software for designing websites (collectively, the "Tools"). Access to these Tools may be accessed via the Control Panel. These Tools are copyrighted and proprietary property owned by TeamMediaOnline LLC, its Affiliates, and its Partners. To the extent that such Tools are provided to the Customer, they are granted a nonexclusive, nontransferable license to use the Tools in object-code form only for internal use, solely in connection with the Services provided under this Agreement.

4. TeamMediaOnline LLC is not responsible for files and data residing on Customer's account. Customer agrees to take full responsibility for files and data transferred and to maintain all appropriate backups of files and data stored on TeamMediaOnline LLC servers. TeamMediaOnline LLC's tape back-up system is in place primarily as a disaster recovery system in case of a server crash or some similar catastrophe and should not be relied upon as Customer's sole source of backup protection. TeamMediaOnline LLC makes no guarantees of any kind, either expressed or implied, as to the integrity of these back-ups. If loss of data occurs due to an error of TeamMediaOnline LLC, TeamMediaOnline LLC will attempt to recover the data for no charge. Otherwise, TeamMediaOnline LLC will attempt to recover the data from the most recent archive for a $100 fee.

5. TeamMediaOnline LLC reserves the right to monitor its systems electronically and to access and disclose any information as permitted or required by any law, regulation or other governmental request to operate its systems properly, to protect itself or its accountholders or for any other reason it in good faith deems necessary. TeamMediaOnline LLC will fully cooperate with law enforcement authorities in investigating suspected lawbreakers and reserves the right to report to law enforcement any suspected illegal activity it becomes aware of. It is not TeamMediaOnline LLC's intention that its Services or facilities be used in contravention of the Communications Decency Act of 1996 (the "CDA") or any other applicable law.

6. The Customer agrees to comply with the requirements of the CDA and the Digital Millennium Copyright Act (the "DMCA") and acknowledge that TeamMediaOnline LLC is a "service provider" under the DMCA and is therefore immune from liability under the DMCA, including 17 U.S.C. § 512. Consistent with the DMCA, TeamMediaOnline LLC will accommodate standard technical measures used to identify and protect copyrighted works, and, as further described herein, TeamMediaOnline LLC has a policy of terminating accountholders who are copyright infringes.

7. Websites are unmodified forums containing the personal opinions and other expressions of the persons who post entries on a wide range of topics. Neither the content of websites located on TeamMediaOnline LLC's servers nor the links to other websites are screened, approved, reviewed or endorsed by TeamMediaOnline LLC. TeamMediaOnline LLC is not a publisher of any of the content of websites, or of any content that may be available through the links to and from them, and is acting solely as an Internet web-hosting service provider. The text and other material on such websites are the opinion of the specific author and are not TeamMediaOnline LLC's statements of advice, opinion or information.

B. Service Policies
1. CUSTOMER EXPRESSLY AGREES THAT USE OF TeamMediaOnline LLC'S SERVICE IS AT CUSTOMER'S SOLE RISK. NEITHER TeamMediaOnline LLC NOR ANY OF ITS INFORMATION PROVIDERS, LICENSERS, EMPLOYEES, OR AGENTS WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES TeamMediaOnline LLC OR ANY OF ITS INFORMATION PROVIDERS, LICENSERS, EMPLOYEES, OR AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE. THE SERVICE IS DISTRIBUTED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS SERVICE AGREEMENT. NEITHER TeamMediaOnline LLC NOR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF USE OF THE SERVICE OR INABILITY TO USE THE SERVICE OR OUT OF ANY BREACH OF ANY WARRANTY. CUSTOMER EXPRESSLY ACKNOWLEDGES THAT THE PROVISION OF THIS PARAGRAPH SHALL ALSO APPLY TO ALL THIRD PARTY CONTENT AND ANY OTHER CONTENT AVAILABLE THROUGH THE SERVICE.

2. TeamMediaOnline LLC is not responsible for any damages the Customer's business may suffer. TeamMediaOnline LLC makes no warranties of any kind, expressed or implied for services we provide. TeamMediaOnline LLC disclaims any warranty or merchantability or fitness for a particular purpose. This includes loss of data resulting from delays, non-deliveries, wrong delivery, and any and all service interruptions caused by TeamMediaOnline LLC and it's employees.

3. In no event shall TeamMediaOnline LLC be liable for any direct, incidental, Punitive, or other consequential damages (including, without limitation, lost profits and damages related to corruption or deletion of a websites contents) arising out of or in relation to this agreement or the Customer's use or inability to use TeamMediaOnline LLC's services (Including, but not limited to, inoperability of TeamMediaOnline LLC's servers), regardless of the form of action, whether in contract, tort (including negligence) or otherwise, even if TeamMediaOnline LLC has been advised of the possibility of such damages. In no event shall TeamMediaOnline LLC's maximum liability exceed the total amount paid by the Customer to TeamMediaOnline LLC for the services during the prior Twelve (12) months. To the extent applicable for consequential or incidental damages, TeamMediaOnline LLC's liability is limited to the extent permitted by law.

4. The Customer agrees to indemnify, defend and hold TeamMediaOnline LLC and its affiliates, directors, officers, employees and agents harmless from and against any liabilities, losses, damages or costs, including reasonable attorneys' fees, resulting from any third-party claim, action, dispute or demand related to the use of the Services, violation of any of the provisions of this Agreement or from the placement or transmission of any materials or content onto TeamMediaOnline LLC's servers. Such liabilities may include, but are not limited to, those arising from the following: (a) with respect to the Customer's business, (i) infringement or misappropriation of any intellectual property rights; (ii) defamation, libel, slander, obscenity, pornography, or violation of the rights of privacy or publicity; or (iii) spamming, or any other offensive, harassing or illegal conduct or violation of the acceptable uses described herein or anti-spam policy; (b) any damage or destruction to TeamMediaOnline LLC's equipment or to any other accountholder, which damage is caused by or otherwise results from acts or omissions by the Customer, their representative(s) or their designees; (c) any personal injury or property damage arising out of activities related to the Services, unless such injury or property damage is caused solely by TeamMediaOnline LLC's gross negligence or willful misconduct; and (d) any other damage arising from the Customer's equipment or business.

5. TeamMediaOnline LLC acknowledges and agrees that in the course of dealings with Customer, it may acquire information about Customer, its business activities and operations, its technical information and trade secrets, of a highly confidential and proprietary nature. TeamMediaOnline LLC agrees that title to all such information and related materials shall remain with the Customer. All applicable copyrights, trade secrets, patents and other intellectual and property rights in such information and related material are and remain in the property of the Customer. All other aspects of the information and related material, including without limitation, technologies, procedures, programs, methods of processing, all source code, conversions, enhancements, databases, templates, specific design and structure of individual programs and their interaction and unique programming techniques employed therein as well as screen formats shall remain the sole and exclusive property of the Customer and shall not in any way be sold, revealed, disclosed or otherwise communicated, directly of indirectly, by TeamMediaOnline LLC to any person, company or institution whatsoever other than for the purposes set forth herein. It is expressly understood that no title to or ownership of such information or any part thereof is hereby transferred to TeamMediaOnline LLC

6. Any customer lists and/or other information concerning the Customer's clients are the sole and exclusive property of the Customer. TeamMediaOnline LLC shall not for any reason whatsoever, directly or indirectly, solicit the trade business of any of the clients or prospective clients of the Customer with respect to any of the services, products, trade secrets or other matters of the Customer. In addition to maintaining confidentiality of all matters as imposed herein above, TeamMediaOnline LLC agrees to keep in the strictest of confidence any information acquired by TeamMediaOnline LLC during the course of its dealings with the Customer about any of the Customer's clients, including but not limited to contents of related databases, credit and credit card information.

7. Nothing contained herein shall be construed to place the parties (Customer and TeamMediaOnline LLC) in a relationship of partners, agents or joint ventures. Neither party shall represent itself as the agent or legal representative of the other party for any purpose whatsoever and shall have no power to obligate or bind the other party in any manner whatsoever.

8. If any clause herein shall be found to contravene any law or ordinance in whole or in part, it shall be severed from the Agreement. The balance of the Agreement shall continue in full force and effect.

9. Each party (Customer and TeamMediaOnline LLC) to this agreement represents that it has all necessary rights and authority to enter into the terms of the Agreement and is in compliance with all federal, state and local laws governing this transaction.

10. Except for TeamMediaOnline LLC's compliance with take-down provisions of the DMCA or injunctive or other equitable actions initiated by TeamMediaOnline LLC pursuant to Section 5(b), if any controversy or dispute arises in connection with this Agreement, the Services or the Customer's use of TeamMediaOnline LLC's servers, such controversy or dispute shall first be presented for resolution by TeamMediaOnline LLC and the Customer. If no resolution is reached within 7 days thereafter, then such controversy or dispute shall be resolved by binding arbitration in Springfield, Missouri, under the then-current rules of commercial arbitration of the American Arbitration Association. Each party shall select an arbitrator with expertise in computer law and the Internet, and these two arbitrators shall select the third arbitrator with such expertise. The validity, terms, performance and enforcement of this Agreement shall be governed and construed by its provisions and in accordance with the laws of the State of Missouri (without regard to conflicts of laws principles).

11. The Customer hereby irrevocably and unconditionally consents to submit to the exclusive jurisdiction of the state and federal courts located in Springfield, Missouri, for any action, suit or proceeding arising out of or relating to Section E(14) of this Agreement and the arbitration contemplated by this Section.

12. Legal notices sent to either party shall be effective when delivered by mail, transmitted by telecopier ("fax") machine, one (1) day after being sent by overnight mail or "fax," or two (2) days after being sent by first class mail postage prepaid to the address shown. This information is subject to change without prior notification.

TeamMediaOnline LLC
1200-C Agora Drive #169
Bel Air, MD. 21014
FAX: (877)-726-4761

C. Payment Policies
1. Customers located outside of the United States or Canada must use a system of payment issued within the United States.

2. TeamMediaOnline LLC features a 30-day money back guarantee on most accounts. TeamMediaOnline LLC's 30-day money back guarantee does not apply to Dedicated Servers, Co-Located Servers, Merchant Accounts, Reseller Plans, Domain Names, extra usage, or any fees associated with these services. If the Customer chooses to cancel their account within the first 30 days of NEW service and notifies us by submitting a request at: http://TeamMediaOnline.com/support.php, we will refund all routine account fees, exclusive of any set up or other fees. Accounts closed after the first 30 days of NEW service do not qualify for refund of any pre-paid fees.

3. Customer's agree that the first name, last name, street address, and zip/postal code provided for their account profile is the same as the cardholder's for the Credit Card being used for payment of the account.

4. Customer shall pay the monthly fees, and any charge for additional services under the terms of this Service Agreement, within seven (7) days of invoice. Invoices and receipts will be sent to the Customer via e-mail. Customer may not withhold or "setoff" any amounts due hereunder. TeamMediaOnline LLC retains the right to withhold service without prejudice until all amounts determined delinquent are paid in full. Any late payment shall be subject to any costs of collection (including but not limited to legal fees).

5. The Customer acknowledges that TeamMediaOnline LLC will bill the credit card on file prior to the Payment Interval chosen. The Customer authorizes automatic billing by TeamMediaOnline LLC on an on-going basis during the term of this Agreement. All accounts will be billed at each designated interval (quarterly, semiannual, or annually) automatically and without specific notice. The Customer is responsible for terminating account(s) and associated billing except as noted here in cases of violation of TeamMediaOnline LLC policies. In the event that a credit card does not clear with the Customers or cardholder's bank, the Customer will be notified via e-mail. Delinquent accounts are those that remain unpaid after 3 days. Accounts that are delinquent will be placed on "administrative hold" or suspension and may not be used or accessed. Notwithstanding any other rights TeamMediaOnline LLC may have in this Agreement, all of the Customer's website contents will be destroyed if the account is delinquent for 7 days. TeamMediaOnline LLC accounts continue to accrue charges while they are delinquent or if the Services are suspended. There will be a $50.00 processing fee for all illegitimate credit card chargebacks.

6. For payment via Check or Money Order, orders will be fulfilled within 3 business days upon receipt of payment. E-mail notification will be sent 30 days prior to payment due date. Checks returned unpaid (NSF) will be accessed a $30.00 service charge. Past due accounts that are not brought current within 3 days of the e-mail notice are subject to suspension and possible account termination.

7. Any Customer whose services are terminated or suspended will be asked to pay a reconnection fee to restart the account. Reconnection fee for suspended accounts is $25.00. Reconnection fee for accounts that have been terminated is $45.00.

D. Cancellation Policies
1. TeamMediaOnline LLC reserves the right to cancel service at any time for any reason. All fees paid in advance of cancellation will be pro-rated and paid by TeamMediaOnline LLC if TeamMediaOnline LLC institutes it's right of cancellation. If cancellation is caused by Customer's violation of these policies, then no refund will be disbursed.

2. Customer retains the right to cancel use of TeamMediaOnline LLC's Service at any time through the Control Panel Help Desk. Requests for cancellation must be received at TeamMediaOnline LLC's main office. All TeamMediaOnline LLC accounts must be paid in full before the cancellation transaction will be considered complete.

3. Requests for cancellation (termination of service) must be submitted through the control panel help desk provided by TeamMediaOnline LLC, no other system of cancellation will be accepted. The date of cancellation request will not be used as date of cancellation. A representative of TeamMediaOnline LLC must confirm all cancellations prior to a cancellation date being set and followed through. If TeamMediaOnline LLC does not receive notice 10 days prior to the client's renewal date a service fee of $5.00 will be charged to client with no less than $5.00 for each day after billing date, plus any other fees associated with keeping the customers site online. Semi-Dedicated and Dedicated server clients will be automatically billed for an additional payment term(Quarterly or Annual)should they fail submit a request 7 days prior to the renewal. Client's in good standing will always be given due consideration with respect to additional charges.

4. All cancellation requests must include the following information to be valid; Primary Contact of the account, account name, reason for cancellation, current account password, and last 4 digits of credit card on file. If Check, Money Order, or Bank Transfer made payment, the Zip/Postal Code of the primary contact must also be included.

5. All accounts are cancelled at the end of the current billing period unless a date of cancellation is specified. NO REFUNDS are given to customers who cancel their account prior to the end of the contractual agreement period (Except within the first 30 day) for remaining services. Resellers: Cancelling your main reseller account will also cancel all resold accounts. A resold account can be converted to a normal account at the request of the reseller. A Request for conversion must be submitted to customer support 10 days prior to any current billing or cancellation. All applicable fees apply. NO REFUNDS will be issued for any RESOLD accounts at any time. All services are contracted per quarterly, semiannual, and annually and are considered a single purchase for services for a specified period and not divisible outside of the initial contractual choice.

6. Refunds made by TeamMediaOnline LLC for all payment systems (including Credit Card, Check, Money-Order, and Bank Transfer payments) at will be made via TeamMediaOnline LLC discretion.

E. Use Policies
1. TeamMediaOnline LLC's Service may only be used for lawful purposes. Transmission, distribution, or storage of any information, data, or material in violation of United States or Missouri State regulation or law, or by the common law, is prohibited. This includes, but is not limited to, material protected by copyright, trademark, trade secret, or any other statute. TeamMediaOnline LLC reserves the right to remove such illegal material from it's server immediately. TeamMediaOnline LLC expressly forbids anyone from using TeamMediaOnline LLC's servers for the propagation, distribution, housing, processing, storing, or otherwise handling in any way lewd, obscene, or pornographic material, or any other material which TeamMediaOnline LLC deems to be objectionable. The designation of any materials as such described is left entirely to the discretion of TeamMediaOnline LLC

2. TeamMediaOnline LLC does NOT allow sites that provide points of distribution, or 'links' to the following types of sites: 
a. Pirated Software (Warez) - Any software that is copyrighted and not freely available for distribution without cost. ROMs, ROM Emulators and Mpeg Layer 3 files (MP3) all fall under this jurisdiction. 
b. Hacking/Cracking/Phreaking - Includes sites with material, links, or resources for Hacking, Phreaking, Viruses, Anarchy, or any type of site that promotes the destruction or compromises the integrity of TeamMediaOnline LLC 
c. Adult Sites - Any erotic or pornographic material, links to adult sites, or advertisements for adult sites.

3. Copyrighted material must not be placed on Customer's account without the permission of the owner(s) or person(s) they specifically authorize. Only the owner(s) or such authorized person(s) may upload copyrighted material to the account.

4. TeamMediaOnline LLC strictly prohibits e-mail harassment, whether through language, frequency, or size of messages. Forging of header information is not permitted. TeamMediaOnline LLC does not allow unsolicited e-mail. This includes Spamming and Bulk Mail sent to persons who have otherwise not requested to receive such mail. Spamming, or the sending of unsolicited e-mail or message board posts including, without limitation, commercial advertising and informational announcements, from our server(s) or using an e-mail address or domain that is maintained on a TeamMediaOnline LLC machine as reference in that spam is STRICTLY prohibited. Domains and sites are subject to being canceled immediately as well as fined no less than $500 US. A user shall not use another site's mail server to relay mail without the express permission of the site. TeamMediaOnline LLC will be the sole arbiter as to what constitutes a violation of these provisions. Sending unsolicited commercial bulk email ("UCE"), news postings or chain letters; advertising transmitting, or otherwise making available any software, program, product, or service that is designed to facilitate sending UCE; use of web pages that allow "spam"ing (known as "ghost sites") that directly or indirectly refers to domains or IP addresses hosted by TeamMediaOnline LLC. Sending any email to purchased lists or lists obtained by any other method (such as harvesting) is not acceptable. Customers may only send email to recipients who have joined mailing lists directly from their site..

5. Any Customer that uses a high amount of server resources (such as, but not limited to, CPU time, memory usage, and network resources) will result in immediate account suspension. The Customer will then be requested to either reduce the resource use to an acceptable level or pay for the additional hardware or the resource needed to compensate. TeamMediaOnline LLC shall be the sole arbiter of what is considered to be a high server usage level.

6. Any Customer in violation of system or network security is subject to criminal and civil liability, as well as immediate account termination. Examples include, but are not limited to the following: Unauthorized access, use, probe, or scan of a systems security or authentication measures, data or traffic. Interference with service to any user, host or network including, without limitation, e-mail bombing, flooding deliberate attempts to overload a system and broadcast attacks. Forging of any TCP/IP packet header or any part of the header information in an e-mail or newsgroup posting.

7. Customer agrees not to publish on or over its account any information, software or other content which violates or infringes upon the rights of any others or which knowingly contravenes the laws of any jurisdiction in which such content is generally accessible.

8. Use of illegal or copyright material on any Web page or other distribution mechanism used in conjunction with the Customer's account, will result in termination of this Service Agreement. Illegal material is defined as any material not permitted under United States local, state or federal laws. If "illegal material" was submitted by a client of the Customer without Customer's knowledge, this Service Agreement will remain in effect if the Customer removes the "illegal material."

9. Any use of TeamMediaOnline LLC's systems that disrupts the normal use of the system for other TeamMediaOnline LLC customers is considered to be abuse of TeamMediaOnline LLC services and is grounds for termination of this Service Agreement. Examples of system abuse include running excessive numbers of processes or consuming excessive amounts of CPU time, memory or disk space. Any usage of 10% or more of TeamMediaOnline LLC's system resources is an undue burden on TeamMediaOnline LLC's system and is unacceptable. If the Customer's usage ever exceeds 10% of system resources, the account may be terminated immediately and without prior notice. Further, running programs in the background on a TeamMediaOnline LLC server without TeamMediaOnline LLC's prior written authorization, or running chat rooms, Internet Relay Chat, IRC bots, more then 1,000 emails a day and the like are not acceptable uses of TeamMediaOnline LLC's servers. Some examples of abuse include (not limited to) spawning dozens of processes, consuming large amounts of memory or CPU cycles for long periods of time, attempting to access other Customers' account areas, or conducting provocative activities such as mass e-mailings (spam), which may result in retaliatory actions against TeamMediaOnline LLC's systems.

10. Depending upon the nature and severity of any abuses, the Customer may receive a courteous e-mail warning detailing the nature of the abuse. If the abuse of services is not terminated within one (1) day, a final e-mail will be sent to the customer formally requesting termination of the stated abuse. Customer then must terminate stated abuse within one (1) day, otherwise the Service Agreement will be terminated. Any reconnection of a terminated account will require a reconnection fee.

11. If, in TeamMediaOnline LLC's sole discretion, the nature and severity of any abuses is severe enough, TeamMediaOnline LLC may terminate the Service Agreement immediately without written notification prior to termination. This may also be subject to a reconnection fee, however TeamMediaOnline LLC reserves the right to deny all future access upon termination.

12. Violation of any of TeamMediaOnline LLC's rules and regulations could result in a warning, suspension, or possible account termination.

13. TeamMediaOnline LLC reserves the right to suspend or terminate a Customer's (hereby defined as one who has an account with TeamMediaOnline LLC) the Services to the Customer and remove or prevent access to any material from the website at any time, without prior notice or liability, for any conduct that TeamMediaOnline LLC, in its sole discretion, believes violates this Agreement or is otherwise harmful to TeamMediaOnline LLC's interests or the interests of other accountholders.

14. TeamMediaOnline LLC reserves the right to comply with the take-down provisions of the DMCA and to seek injunctive, declaratory, interpleader or other judicial or equitable relief (and, pending such action, to suspend all access to the Customer's website) if any third-party claim is made that the Customer's website content or use violates any of the acceptable uses or the obligations or representations described in this Agreement.

15. LIMITATION OF LIABILITY: TeamMediaOnline LLC shall not be responsible for any claimed damages, including incidental and consequential damages, which may arise from servers going off-line or being unavailable for any reason whatsoever. Further, TeamMediaOnline LLC shall not be responsible for any claimed damages, including incidental or consequential damages, resulting from the corruption or deletion of any web site from one of TeamMediaOnline LLC servers. All damages shall be limited to the immediate termination of service. TeamMediaOnline LLC shall be the sole arbiter of what is and is not a violation of these acceptable use policies. TeamMediaOnline LLC reserves the right to terminate an account at any time and for any reason that causes harm to any customer's web sites. TeamMediaOnline LLC reserves the right to delete all content and files upon termination. TeamMediaOnline LLC reserves the right to withhold any pre-paid funds for any site removed for violations of these policies. TeamMediaOnline LLC reserves the right to refuse, cancel, or suspend service at our sole discretion. TeamMediaOnline LLC reserves the right to change these Policies without prior notice or warning. Non-enforcement of any part of these Policies does not constitute consent.

F. Reseller Policies
Reseller acknowledges that TeamMediaOnline LLC’s acceptance of this Agreement and all policies above (items A through E) and any application made by Reseller for services provided by TeamMediaOnline LLC will take place at TeamMediaOnline LLC’s offices located in Springfield, Missouri, USA.

1. TeamMediaOnline LLC grants the Reseller a non-exclusive, non-transferable license to resell the Services worldwide.

2. Reseller acknowledges that prices, discount rates and transaction fees are subject to change from time to time.

3.Reseller is responsible for all billing with respect to their clients. The Reseller is TeamMediaOnline LLC’s client and not the end user. Therefore the Reseller is responsible for all accounts payable to TeamMediaOnline LLC.

4.The Money Back Guarantee only applies to non-resold accounts.

5.Reseller agrees to hold TeamMediaOnline LLC harmless and to indemnify TeamMediaOnline LLC for and against transactions processed by the Reseller that are fraudulent in nature. These fraudulent transactions could result from, but are not limited to the use of stolen or misappropriated credit cards.

6. Refund Policy Reseller and Reseller’s customers are not entitled to any refunds of Service transactions.

7. Term This Agreement is in effect for one (1) year from the Effective Date of this contract and will automatically renew for one (1) year increments. Reseller agrees that TeamMediaOnline LLC may modify this agreement from time to time. Reseller agrees to be bound by any changes TeamMediaOnline LLC may reasonably make to this agreement when such changes become effective. Should Reseller elect to cancel Reseller’s agreement with TeamMediaOnline LLC, Reseller will not receive a refund for any fees Reseller may have paid to TeamMediaOnline LLC. Upon termination, all customers will default to TeamMediaOnline LLC.

8. Termination Either party may terminate this Agreement for a material breach of contract by the other party that has not been cured within 10 days. Either party must notify the other of such material breach in writing. Or, either party may terminate this Agreement with 30 days written notice. Upon termination, all customers will default to TeamMediaOnline LLC. Please see item D5 above.

9. Reseller agrees that TeamMediaOnline LLC, in its sole discretion and without liability to Reseller, may terminate this Agreement for if Reseller is found to be using TeamMediaOnline LLC Services in association with unsolicited commercial email (“spam”) or morally objectionable activities. Morally objectionable activities will include, but not be limited to: activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties; activities prohibited by the laws of the United States and/or foreign territories in which Reseller conducts business; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography; activities that are tortuous, vulgar, obscene, invasive of the privacy of a third party, racially, ethnically, or otherwise objectionable; activities designed to impersonate the identity of a third party; and activities designed to harm minors in any way. In the event TeamMediaOnline LLC terminates this Agreement for spam or morally objectionable activities, no refund will be issued.

10. Customer Agreements Reseller is required to ensure that Reseller’s customers agree to comply with the standard agreement for each product or service they purchase from Reseller.

11. Customer Notices If there are any recalls or retrofits of products, Reseller will assist TeamMediaOnline LLC in notifying Reseller’s customers.

12. Upon the discovery of any unauthorized use or copying of TeamMediaOnline LLC products or services, Reseller will immediately notify TeamMediaOnline LLC. If Reseller is at fault in any way, Reseller may be held responsible for the cost of the legal proceedings.

13. Terms of Confidentiality Reseller agrees that Reseller will exercise a reasonable level of care and discretion to prevent and restrain the use, disclosure, or reproduction of TeamMediaOnline LLC’s Confidential Information. “Confidential Information” means nonpublic information that TeamMediaOnline LLC designates as being confidential or which, under the circumstances surrounding disclosure, ought to be treated as confidential by Reseller. Confidential Information includes, but is not limited to, information in tangible or intangible form relating to and/or including released or unreleased products, the marketing or promotion of any of TeamMediaOnline LLC’s products, TeamMediaOnline LLC’s business policies or practices, and information received from others that TeamMediaOnline LLC is obligated to treat as confidential. Confidential Information does not include any information, however designated, that: is or subsequently becomes publicly available without Reseller’s breach of any obligation under this Agreement; became known to Reseller prior to disclosure under this Agreement; became known to Reseller from a source other than TeamMediaOnline LLC other than by the breach of an obligation of confidentiality owed to Reseller; or is independently developed by Reseller. This obligation shall last three (3) years after the termination of your reseller account with TeamMediaOnline LLC Domains.

14. Reseller agrees that Reseller will disclose to TeamMediaOnline LLC any conflicts of interest or potential conflicts of interest Reseller may have in a timely manner.

15. Bribing or offering gifts in exchange for purchases by customers is prohibited and will result in termination of your account.

16. Reseller agrees to be bound by the Privacy Policy of TeamMediaOnline LLC in its dealings with customers and others and to post the Privacy Policy provided to Reseller by TeamMediaOnline LLC on Reseller’s home page. Failure to comply with such Privacy Policy will be deemed a material breach of this Agreement.

17. TeamMediaOnline LLC authorizes Reseller to brand the services by using Reseller’s name and logo along with Reseller’s name and logo.

19. TeamMediaOnline LLC and TeamMediaOnline LLC related companies will not market TeamMediaOnline LLC branded products or services to Reseller’s customers. However, TeamMediaOnline LLC may market Reseller branded products and/or services to Reseller’s customers.

20. TeamMediaOnline LLC will provide technical support to reseller. At reseller’s option, TeamMediaOnline LLC will NOT provide technical support to its customers. If your customers call TeamMediaOnline LLC and ask for support TeamMediaOnline LLC will refer them to the Reseller

21. Reseller agrees that all notices (except for notices concerning breach of this Agreement) from TeamMediaOnline LLC to Reseller may be posted on our web 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 TeamMediaOnline LLC or mailed first class postage to the postal address Reseller has on file with TeamMediaOnline LLC. In both cases, delivery shall be deemed to have been made five (5) days after the date sent. Notices from Reseller to TeamMediaOnline LLC shall be made either by email, sent to the address we provide on our web site, or first class mail to our address at:

TeamMediaOnline LLC 
ATTN: Reseller Department 
1200-C Agora Drive #169
Bel Air, MD. 21014

Delivery shall be deemed to have been made by Reseller to TeamMediaOnline LLC five (5) days after the date sent.

22. Reseller agrees that it will NOT approach TeamMediaOnline LLC’s employees with proposals to hire them as its own employees or contractors. This also extends to former employees who are under agreements (Confidentiality / No Compete) with TeamMediaOnline LLC. If Reseller were to hire or sub contract to any of TeamMediaOnline LLC’s current or former employees, Reseller agrees to pay TeamMediaOnline LLC for each employee the greater amount of three years salary for that employee as Reseller is to pay such employee, or $200,000.

24. This Agreement and its Attachments are subject to change. Reseller will be notified of such changes as they occur via the email contact supplied during the reseller signup process, which may be modified using the Reseller’s site administration tool.

25. Reseller may not assign its rights or duties under this Agreement to another without the express written consent of TeamMediaOnline LLC, which will not be unreasonably withheld. TeamMediaOnline LLC may assign its rights and obligations under this Agreement without notice so long as the Service continues to operate as outlined in this Agreement.

26. Reseller agrees that TeamMediaOnline LLC and its parent and affiliate companies own all proprietary rights, including but not limited to copyrights, patents and trade secrets, trademarks, and service marks, in and to the API and that this Agreement does not transfer ownership of any of these rights. TeamMediaOnline LLC expressly reserves its rights in and to all such content and materials. TeamMediaOnline LLC shall own all proprietary rights in any modifications to the API, whether created by TeamMediaOnline LLC , Reseller, users, or a third party. Reseller hereby assigns to TeamMediaOnline LLC all proprietary rights, including copyright, patent and trade secret rights, to any modifications created by Reseller. No license or right under any copyright, patent, trademark, service mark or other proprietary right or license, except the limited license provided below in this section, is granted to Reseller or conferred upon Reseller by this Agreement or otherwise. Reseller will not use any of TeamMediaOnline LLC 's trademarks or other intellectual property unless specifically authorized by TeamMediaOnline LLC , nor will Reseller register any trademark that is substantially similar to one owned by TeamMediaOnline LLC . Reseller shall not use any of TeamMediaOnline LLC 's intellectual property in its advertising except as specifically authorized by TeamMediaOnline LLC . Reseller agrees not to use TeamMediaOnline LLC 's trademarks, including its web site URLs, as keyword terms in any online advertising agreements. 
Reseller 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. Reseller will not decompile, disassemble or otherwise reverse engineer the API or cause others to do so. Reseller will not modify or cause others to modify the API, without the prior written consent of TeamMediaOnline LLC . Except as otherwise explicitly agreed in writing, TeamMediaOnline LLC -owned content described in this document may be downloaded, displayed, reformatted and printed for Reseller's personal, non-commercial use only. Reseller agrees to prevent any unauthorized copying of the API. Content owned by TeamMediaOnline LLC advertisers, suppliers or licensors may be subject to additional restrictions. Reseller agrees to use the API and this document only within the scope of their intended business purposes.