Reseller Master Agreement
PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.
Last Revised: 10-04-2020
This Reseller Agreement (this “Agreement”) is entered into by and between Garanntor HostingLtd, a Nigerian private limited company (“Garanntor”) (“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 Garanntor’s Reseller program(s) (“Reseller Program(s)”) for the purpose of selling some of Garanntor’s products and services (the “Services”) to your own customers, and represents the entire agreement between you and Garanntor 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 Garanntor. 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.
2. DESCRIPTION OF SERVICES
Reseller Packages. The Services available for resale may not include all of the Services that we offer for sale. The Reseller Program allows you to resell cPanel Shared Hosting accounts to your own customers with hard disk space and bandwidth limitations.
Subject to the terms and conditions of this Agreement, we grant you a non-exclusive, non-transferable license to resell the Services. 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 Package, you want to cancel your Reseller account for any reason, you are entitled to a full refund.
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 Panel. 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 Package.
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. If we determine that You have breached any term of this Agreement, we may terminate this Agreement. If you open further reseller accounts with us, they will be cancelled.
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 Garanntor 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 Garanntor or its parent or affiliate entities, and will not register or maintain any internet domain names containing trademarked terms owned by Garanntor or its parent or affiliate companies (or domain names confusingly similar thereto). You shall not use any of Garanntor’s or its parent’s or affiliates’ intellectual property in your advertising except as specifically authorized by us. You further agree not to use Garanntor’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 Resellers, is granted to you or conferred upon you by this Agreement.
6. PROVISIONS SPECIFIC TO RESELLER PACKAGES
Hosting. Your Reseller site and your clients’ sites will be hosted by us and will be subject to the terms and conditions of our Hosting Agreement.
Customer Support. By default, we will provide 24/7 ticketing and email customer support services to you directly. Your customers will have to contact you for support.
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 Package includes a custom domain name feature, allowing you to link your Reseller site to a domain name registered by you.
Term and Termination. In the absence of notification from you, we will automatically continue providing access to the Reseller Package indefinitely and will charge the Payment Method you have on file at our then current rates. You agree that you will be responsible for notifying us should you desire to terminate your use of the Reseller Package. 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 Package. 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 setup 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.
7. 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.
8. 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.