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AmeriCommerce Auto SSL (DV)





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Price: $5/Month per domain value
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User Agreement


Please agree to the following terms

COMODO CERTIFICATE SUBSCRIBER AGREEMENT

IMPORTANT — PLEASE READ THIS CERTIFICATE SUBSCRIBER AGREEMENT CAREFULLY BEFORE APPLYING FOR, ACCEPTING, OR USING A COMODO CERTIFICATE. BY USING, APPLYING FOR, OR ACCEPTING A COMODO CERTIFICATE OR BY CLICKING ON "I AGREE", YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO ITS TERMS. IF YOU DO NOT ACCEPT THIS AGREEMENT, DO NOT APPLY FOR, ACCEPT, OR USE A COMODO CERTIFICATE AND DO NOT CLICK "I AGREE".

This agreement is between you ("Subscriber") and Comodo CA Limited ("Comodo"), a United Kingdom company. The agreement governs your application for and use of an SSL Certificate issued from Comodo. You and Comodo agree as follows:

  1. Subscription Service.

    1. Issuance. Upon Comodo's acceptance of Subscriber's application for a Certificate, Comodo shall attempt to validate the application information in accordance with the Comodo CPS and, for EV Certificates, the EV Guidelines. If Comodo chooses to accept the application and can validate Subscriber to Comodo's satisfaction, Comodo shall issue the ordered Certificate(s) to Subscriber. Comodo may refuse an application for any reason.
    2. Multiple Certificates. This agreement applies to multiple future Certificate request and any resulting Certificates, regardless of when the Certificate is requested or issued.
    3. License. After issuance, Comodo grants Subscriber a revocable, non-exclusive, nontransferable license to use the issued Certificates on the server hosting the domain name(s) listed in the Certificate. Comodo also grants Subscriber a non-exclusive, non-transferable, and revocable license to use Comodo's EV AUTO-Enhancer and EV Enhancer technology in connection with Comodo EV Certificates. All rights not expressly granted herein to Subscriber are reserved to Comodo.
    4. TrustLogos. Comodo grants Subscriber a license to display purchased TrustLogos on domain(s) secured by a Comodo Certificate. When revoking a Certificate, Comodo may also revoke any TrustLogos issued to the same site. Subscriber shall not modify a TrustLogo in any manner. Subscriber shall not display or use a TrustLogo 1) to represent that Comodo guarantees any non-Comodo products or services, 2) on a site that is misleading, defamatory, libelous, disparaging, obscene or otherwise objectionable to Comodo, or 3) in a way that harms Comodo's rights to its trademarks or harms Comodo's business reputation.
    5. Fee. Subscriber shall pay all applicable fees for the Certificate before it issues. Certificate fees are provided to Subscriber during the application process. All payments are nonrefundable, except that the Certificate's seller will refund a payment if, before twenty (20) business days after the Certificate's issuance, the Subscriber has 1) not used the Certificate and 2) made a written request to Comodo for the Certificate's revocation.
    6. Subscriber Obligations. Subscriber shall:
      • use the Certificates only for the purposes listed in the Comodo CPS;
      • only install an issued Certificate on the servers accessible at the domain name(s) listed in the Certificate and only use an issued Certificate for authorized business of the Subscriber;
      • be responsible for any computer hardware, telecommunications hardware, and software necessary to use the Certificate;
      • obtain and maintain any authorization or license necessary to use the Certificate;
      • bind every Relying Party to Comodo's Relying Party Agreement;
      • keep Confidential Information confidential and uncompromised, and immediately inform Comodo and request revocation of any affected Certificates if Subscriber reasonably believes that Confidential Information is likely to be disclosed or compromised;
      • ensure that all information provided to Comodo is complete and accurate and does not include any information that would be unlawful, contrary to public interest, or otherwise likely to damage the business or reputation of Comodo if used in any way;
      • immediately cease using a Certificate and associated Private Key 1) if the Private Key is compromised or 2) after the Certificate is expired or revoked,
      • immediately notify Comodo of 1) any a breach of this agreement or 2) any information provided to Comodo changes, ceases to be accurate, or becomes inconsistent with the warranties made by Subscriber herein, and
      • comply with all applicable local and international laws when receiving or using a Certificate, including all export laws. Subscriber shall not export or re-export, either directly or indirectly, any Certificate to a country or entity under United Kingdom or United States restrictions. SUBSCRIBER ASSUMES ALL LIABILITY FOR ITS VIOLATION OF EXPORT LAWS.
    7. Restrictions. Subscriber shall not:
      • impersonate or misrepresent Subscriber's affiliation with any entity,
      • modify, license, create a derivative work of, or transfer any Certificate (except as required to use the Certificate) or Private Key;
      • install or use an issued Certificate until after Subscriber has reviewed and verified the Certificate data's accuracy;
      • upload or distribute any files or software that may damage the operation of another's computer,
      • use the Services to 1) engage in conduct that is offensive, abusive, contrary to public morality, indecent, defamatory, obscene, or menacing, 2) breach the confidence of a third party, 3) cause Comodo or a third party distress, annoyance, denial of any service, disruption or inconvenience, 4) send or receive unsolicited bulk correspondence or 5) create a Private Key that is substantially similar to a Comodo or third party's Private Key,
      • make representations regarding the Service to any third party except as agreed to in writing by Comodo.
  2. Warranties and Representations. Subscriber warrants that:

    • for EV Certificates, the subject named in the Certificate has exclusive control of the domain name(s) listed in the Certificate;
    • it has full power and authority to enter into this agreement and perform its obligations hereunder;
    • for EV Certificates, the individual accepting the Agreement is expressly authorized by Subscriber to sign the agreement for Subscriber. SSL Subscriber Agreement – click - 082009 3
  3. Revocation. Comodo may revoke a Certificate if Comodo believes that:

    • Subscriber requested revocation of the Certificate;
    • Subscriber did not authorize the Certificate and has not retroactively granted authorization;
    • Subscriber breached this Agreement;
    • Confidential Information related to the Certificate has been disclosed or compromised;
    • the Certificate has been 1) misused, 2) used contrary to law, rule, or regulation or 3) used, directly or indirectly, for illegal or fraudulent purposes;
    • information in the Certificate is inaccurate or misleading,
    • for EV Certificates, Subscriber loses exclusive control over a domain name listed in the Certificate;
    • the Certificate was not issued or used in accordance with Comodo's CPS, industry standards, or, for EV Certificates, the EV Guidelines;
    • Comodo 1) ceased operations or 2) is no longer allowed to issue the Certificate, and no other certificate authority has agreed to provide revocation support for the Certificate;
    • Subscriber is added as a denied party or prohibited person to a blacklist, or is operating from a prohibited destination under the laws of Comodo's jurisdiction of operation;
    • the Certificate was issued to publishers of malicious software;
    • the CPS authorizes revocation of the Certificate; or
    • the Certificate, if not revoked, will compromise the trust status of Comodo. After revoking the Certificate, Comodo may, in its sole discretion, reissue the Certificate to Subscriber or terminate the agreement.
  4. Intellectual Property Rights.

    1. Comodo IP Rights. Comodo retains, and Subscriber shall not obtain or claim, all title, interest, and ownership rights in:
      • the Services, including issued Certificates,
      • all copies or derivative works of the Services, regardless of who produced, requested, or suggested the copy or derivative work,
      • all documentation and materials provided by Comodo, and
      • all of Comodo's copyrights, patent rights, trade secret rights and other proprietary rights.
    2. Trademarks. Subscriber shall not use a Comodo trademark without Comodo's written consent. Comodo consents to use of trademarks in connection with provided TrustLogos.
    3. Other Rights. EV AUTO-Enhancerâ„¢ for Windows uses Microsoft Detours Professional 2.1. Detours is Copyright 1995-2004, Microsoft Corporation. Portions of the Detours package may be covered by patents owned by Microsoft corporation. Microsoft, MS-DOS, Windows, Windows NT, Windows 2000, Windows XP, and DirectX are registered trademarks or trademarks of Microsoft Corporation in the U.S. and other countries.
  5. Indemnification.

    1. Indemnification. Subscriber shall indemnify Comodo and its affiliates and their respective directors, officers, employees, and agents (each an "Indemnified Person") against all liabilities, losses, expenses, or costs (including reasonable attorney's fees) (collectively "Losses") that, directly or indirectly, are based on Subscriber's breach of this agreement, information provided by Subscriber, or Subscriber's or its customers' infringement on the rights of a third party.
    2. Indemnification Procedure. Comodo shall notify Subscriber promptly of any demand for indemnification. However, Comodo's failure to notify will not relieve Subscriber from its indemnification obligations except to the extent that the failure to provide timely notice materially prejudices Subscriber. Subscriber may assume the defense of any action, suit, or proceeding giving rise to an indemnification obligation unless assuming the defense would result in potential conflicting interests as determined by the Indemnified Person in good faith. Subscriber may not settle any claim, action, suit or proceeding related to this agreement unless the settlement also includes an unconditional release of all Indemnified Persons from liability.
    3. Additional Liability. The indemnification obligations of Subscriber are not Comodo's sole remedy for Subscriber's breach and are in addition to any other remedies Comodo may have against Subscriber under this agreement. Subscriber's indemnification obligations survive the termination of this agreement.
  6. Term and Termination.

    1. Term. Unless otherwise terminated as allowed herein, this agreement is effective upon Subscriber's acceptance and lasts for as long as a Certificate issued under the agreement is valid.
    2. Termination. Either party may terminate the agreement with 20 business days notice for convenience. Comodo may terminate this agreement immediately without notice if
      • Subscriber materially breaches this agreement,
      • if Comodo revokes a Certificate as allowed herein,
      • if Comodo rejects Subscriber's Certificate application,
      • Comodo cannot satisfactorily validate Subscriber in accordance with section 1.1, or
      • if industry standards change in a way that affects the validity of the Certificates ordered by Subscriber.
    3. Events Upon Termination. After termination, Comodo may revoke any other Certificate's issued to Subscriber without further notice. Subscriber shall pay any amounts still owed for the Certificates. Comodo is not obligated to refund any payment made by Subscriber upon termination of this Agreement.
  7. Disclaimers and Limitation of Liability.

    1. Relying Party Warranties. Subscriber acknowledges that the Relying Party Warranty is only for the benefit of Relying Parties. Subscriber does not have rights under the warranty, including any right to enforce the terms of the warranty or make a claim under the warranty.
    2. Exclusion of Warranties. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE". COMODO EXPRESSLY DISCLAIMS ALL IMPLIED AND EXPRESS WARRANTIES IN THE SERVICES. THIS DISCLAIMER INCLUDES ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT AND IS EFFECTIVE TO THE MAXIMUM EXTENT ALLOWED BY LAW. COMODO DOES NOT GUARANTEE THAT 1) THE SERVICES WILL MEET SUBSCRIBER'S REQUIREMENTS OR EXPECTATIONS OR 2) THAT ACCESS TO THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
    3. Limitation on Liability. SUBJECT TO SECTION 7.4, THE TOTAL LIABILITY OF COMODO AND ITS AFFILIATES, AND EACH OF THEIR OFFICERS, DIRECTORS, PARTNERS, EMPLOYEES, AND CONTRACTORS, RESULTING FROM OR CONNECTED TO THIS AGREEMENT IS LIMITED TO THE AMOUNT PAID BY SUBSCRIBER FOR THE SERVICES GIVING RISE TO THE LIABILITY. SUBSCRIBER WAIVES ALL LIABILITY FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES. THIS WAIVER INCLUDES ALL DAMAGES FOR LOST PROFITS, REVENUE, USE, OR DATA AND APPLIES EVEN IF COMODO IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES. These limitations apply to the maximum extent permitted by law regardless of 1) the reason for or nature of the liability, including tort claims, 2) the number of any claims, 3) the extent or nature of the damages, and 4) whether any other provisions of this agreement have been breached or proven ineffective.
    4. Exception. Nothing in this agreement excludes or limits the liability of either party for death or personal injury resulting from the negligence of that party or for any statements made fraudulently by either party.
  8. Remedy.

    1. Injunctive Relief. Subscriber acknowledges that its breach of this agreement will result in irreparable harm to Comodo that cannot adequately be redressed by compensatory damages. Accordingly, in addition to any other legal remedies which may be available, Comodo may seek and obtain an injunctive order against a breach or threatened breach of the agreement by Subscriber.
    2. Limitation on Actions. Except for actions and claims related to a party's indemnification and confidentiality obligations, all claims and actions arising from this agreement must be brought within one (1) year from the date when the cause of action occurred.
    3. Remedy. Subscriber's sole remedy for a defect in the Services is to have Comodo use reasonable efforts to correct the defect. Comodo is not obligated to correct a defect if (i) the Service was misused, damaged, or modified, (ii) Subscriber did not immediately report the defect to Comodo, or (iii) Subscriber breached any provision of this agreement.
  9. Confidentiality. Except as allowed herein, a party ("Receiving Party") shall not use or disclose any Confidential Information provided by the other party (the "Disclosing Party") other than for the purpose of performing its obligations under this agreement. The Receiving Party shall take reasonable measures to prevent unauthorized disclosure and shall ensure that any person receiving Confidential Information complies with the restrictions in this section. The Receiving Party may disclose Confidential Information if the information:

    • is already possessed by the Receiving Party before receipt from the Disclosing Party; SSL Subscriber Agreement – click - 082009 6
    • is or becomes public domain without fault of the Receiving Party;
    • is received by the Receiving Party from a third party who is not under an obligation of confidentiality or a restriction on the use and disclosure of the information,
    • is disclosed in response to the requirements of a law, governmental order, regulation, or legal process and the Receiving Party first gives prior notice to the Disclosing Party of the requirement to disclose the information, or
    • is disclosed under operation of law to the public without a duty of confidentiality. A party asserting one of the exceptions to Confidential Information above shall prove the assertion using verifiable documentary evidence. The restrictions contained in this section apply for the duration of the agreement plus five years after its termination.
  10. Privacy.

    • Comodo shall follow the privacy policy posted on its website when receiving and using information from the Subscriber. Comodo may amend the privacy policy at any time by posting the amended privacy policy on its website. Subject to Section 10(ii), Comodo shall use reasonable efforts in protecting Subscriber's information. Subscriber acknowledges that risks remain that are beyond Comodo's reasonable control and waives all liability of Comodo for these risks.
    • Subscriber consents to 1) Comodo disclosing Subscriber's information publicly by embedding the information in issued Certificates and 2) Comodo disclosing and transferring Subscriber's information to third parties located outside of the European Union as necessary to validate and issue Certificates.
    • Subscriber may opt-out of having information used for purposes not directly related to the Services by emailing a clear notice to optout@comodo.com. By clicking "I AGREE", Subscriber affirmatively consents to receiving Comodo's and its affiliates marketing material.
  11. Miscellaneous.

    1. Force Majeure and Internet Frailties. Other than for payment obligations by Subscriber, neither party will be liable for a delay or failure to perform an obligation to the extent that the delay or failure is caused by an occurrence beyond the party's reasonable control. Each party acknowledges that the operation of the Internet is beyond the other party's reasonable control, and neither party will be liable for a delay or failure caused by an interruption or failure of telecommunication or digital transmission links, Internet slow-downs or failures, or other such transmission failure.
    2. Notices. You shall send all notices to Comodo by first class mail in English writing, with return receipt requested, to Comodo CA Limited, 26 Office Village, 3rd Floor, Exchange Quay, Trafford Road, Salford, Manchester M5 3EQ, United Kingdom. Comodo shall send all notices to Subscriber's contact information listed on its Certificate application. Comodo may send notices by mail, email, or facsimile.
    3. Entire Agreement. This agreement and all documents referred to herein constitutes the entire agreement between the parties, superseding all other agreements that may exist with respect to the subject matter. Section headings are for reference and convenience only and are not part of the interpretation of this agreement. SSL Subscriber Agreement – click - 082009 7
    4. Amendments. Comodo may amend this agreement, the CPS, the Relying Party Agreement, the Relying Party Warranty, its website, and any documents listed in its Repository at any time by posting either the amendment or the amended document in the Repository. Subscriber shall periodically review the Repository to be aware of any changes. Subscriber may terminate the agreement if Subscriber does not agree to the amendment. Subscriber's continued use of the Services after an amendment is posted constitutes Subscriber's acceptance of the amendment.
    5. Waiver. A party's failure to enforce a provision of this agreement will not waive the party's right to enforce the same provision later or right to enforce any other provision of this agreement. To be effective, all waivers must be both in writing and signed by the party benefiting form the waived provision.
    6. Assignment. Subscriber may not assign any of its rights or obligations under this agreement without the prior written consent of Comodo. Any transfer without consent is void. Comodo may assign its rights and obligations without Subscriber's consent.
    7. Governing Law and Venue. The laws of England and Wales govern the interpretation, construction, and enforcement of this agreement and all proceedings arising out of it, including tort claims, without regard to any conflicts of law principles. All proceedings or legal action arising from this agreement must be commenced in the courts of England and Wales. Both parties agree to the exclusive venue and jurisdiction of these courts.
    8. Severability. Any provision determined invalid or unenforceable by rule of law will be reformed to the minimum extent necessary to make the provision valid and enforceable. If reformation is not possible, the provision is deemed omitted and the balance of the agreement remains valid and enforceable.
    9. Survival. All provisions of the agreement related to confidentiality, proprietary rights, indemnification, and limitations of liability survive the termination of the agreement.
    10. Rights of Third Parties. The Certificate Beneficiaries are express third party beneficiaries of Subscriber's obligations and warranties in this agreement.
  12. Definitions.

    1. "Certificate" means a digitally signed electronic data file issued by Comodo to a person or entity seeking to conduct business over a communications network which contains the identity of the person authorized to use the Digital Signature, a copy of their Public Key, a serial number, a time period during which the data file may be used, and a Digital Signature issued by Comodo.
    2. "CPS" refers to the documents explaining Comodo's polices and procedures when operating its PKI infrastructure.
    3. "Confidential Information" means all material, data, systems, technical operations, and other information concerning Comodo's business operations that is not known to the general public, including all information about the Certificate issuance services (such as all Private Keys, personal identification numbers and passwords).
    4. "Certificate Beneficiaries" means the Subscriber, the Subject named in the Certificate, any third parties with whom Comodo has entered into a contract for inclusion of its root certificate, and all Relying Parties that actually rely on such Certificate during the period when it is valid.
    5. "Digital Signature" means an encrypted electronic data file which is attached to or logically associated with other electronic data and which identifies and is uniquely linked to the signatory of the electronic data, is created using the signatory's Private Key and is linked in a way so as to make any subsequent changes to the electronic data detectable.
    6. "EV AUTO-Enhancer" means Comodo's patent-pending process and software to enable EV functionality on web browsing computers using a modified Apache configuration file or the Comodo developed IIS plug-in.
    7. "EV Certificate" means a Certificate signed to Comodo's EV root certificate that is designed for use with an SSL v3 or TLS v 1.0 enabled web browse and that complies with the EV Guidelines.
    8. "EV Enhancer" means the process and software used by Comodo to enable EV functionality on web browsing computers by pointing the web browser on the web browsing computer to a beacon website designed to download and install a new EV root certificate.
    9. "EV Guidelines" refers to the official, adopted guidelines governing EV Certificates as established by the CA/Browser Forum that are available online at http://www.cabforum.org.
    10. "Private Key" means a confidential encrypted electronic data file designed to interface with a Public Key using the same encryption algorithm and which may be used to create Digital Signatures, and decrypt files or messages which have been encrypted with a Public Key.
    11. "Public Key" means a publicly available encrypted electronic data file designed to interface with a Private Key using the same encryption algorithm and which may be used to verify Digital Signatures and encrypt files or messages.
    12. "Relying Party" means an entity that acts in reliance on a Certificate or a Digital Signature.
    13. "Relying Party Agreement" refers to an agreement located on the Comodo Repository that governs a Relying Party's use of the Certificate when transacting business with the Subscriber's website.
    14. "Relying Party Warranty" refers to a warranty offered by Comodo to a Relying Party under the terms and conditions found in the Comodo Relying Party Agreement in connection with the Relying Party's use of a Certificate.
    15. "Repository" means a publicly available collection of information and databases relating to Comodo's Certificate practices and which is available at http://www.comodo.com/repository.
    16. "Services" means the Certificates ordered hereunder along with any related TrustLogos, software, and documentation.
    17. "TrustLogo" means a logo provided by Comodo for use on a Subscriber's site in connection with an issued Certificate.

ACCEPTANCE

BY CLICKING "I AGREE", YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND THAT YOU AGREE TO COMPLY WITH ITS TERMS. DO NOT CLICK "I AGREE" IF YOU DO NOT ACCEPT THIS AGREEMENT.

SSL Subscriber Agreement – click - 082009

I agree to the terms above

SSL CERTIFICATE SUBSCRIBER AGREEMENT

THIS SSL CERTIFICATE SUBSCRIBER AGREEMENT ("AGREEMENT") IS ENTERED INTO BETWEEN SYMANTEC AND ITS AFFILIATES ("COMPANY") AND THE ENTITY YOU REPRESENT IN EXECUTING THIS AGREEMENT ("SUBSCRIBER" OR "YOU"). THIS AGREEMENT SETS FORTH THE TERMS AND CONDITIONS APPLICABLE TO SUBSCRIBER IN USING THE SERVICE. BY CLICKING "ACCEPT" OR BY USING THE SERVICE, SUBSCRIBER REPRESENTS AND WARRANTS THAT IT HAS FULL AUTHORITYTO ENTER INTO THIS AGREEMENT AND FULLY PERFORM ITS OBLIGATIONS HEREUNDER, AND SUBSCRIBER AGREES TO BECOME A PARTY TO, AND BE BOUND BY, THESE TERMS. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT APPLY FOR, ACCEPT, OR USE ANY SSL CERTIFICATE ISSUED UNDER THIS AGREEMENT.

IF YOU IS A CUSTOMER OF A RESELLER (AS DEFINED HEREIN), SUBSCRIBER REPRESENTS AND WARRANTS THAT IT AUTHORIZES SUCH RESELLER TO APPLY FOR, ACCEPT, INSTALL, MAINTAIN, RENEW, AND, IF NECESSARY, REVOKE THE CERTIFICATE ON SUBSCRIBER'S BEHALF. BY AUTHORIZING THE RESELLER TO USE YOUR CERTIFICATE, SUBSCRIBER AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

IF YOU ARE A RESELLER AND ARE ACTING AS THE AUTHORIZED REPRESENTATIVE OF A SUBSCRIBER IN APPLYING FOR A CERTIFICATE, RESELLER AGREES TO THE REPRESENTATIONS AND WARRANTIES AS SET FORTH IN THIS AGREEMENT. IF YOU ARE A RESELLER, BUT ARE SOLELY APPLYING FOR YOUR OWN CERTIFICATE, THIS AGREEMENT APPLIES TO YOU AS A SUBSCRIBER IN ITS ENTIRETY, EXCLUDING THE RESELLER-SPECIFIC OBLIGATIONS.

Part I — SERVICE-SPECIFIC TERMS AND CONDITIONS

  1. Processing the Certificate Application.

    • Company will perform the authentication procedures for the SSL Certificate that You have requested, upon receipt of the applicable payment, and subsequently process any Certificate Application.
    • Upon approval of the Certificate Application, prior to the issuance of the SSL Certificate, Subscriber must submit a Certificate Signing Request ("CSR") in a format specified by Company. If Company does not receive a CSR within twelve (12) months from the day the Certificate Application is approved and a Certificate is otherwise ready for issuance, the Certificate Application approval will automatically expire.
    • Subscriber must review the information in the Certificate and promptly notify Company of any errors. Upon receipt of such notice, Company may revoke the Certificate and issue a corrected Certificate.
  2. Use and Restrictions.

    • A Certificate is intended to only be installed on servers that are accessible at the subjectAltName(s) listed in the Certificate.
    • A Certificate may not be used: (i) for or on behalf of any other organization; (ii) to perform private or public key operations in connection with any domain and/or organization name other than the one submitted on the Certificate Application; (iii) on more than one physical server or device at a time, unless Subscriber has purchased the Licensed Certificate Option, or unless Subscriber has purchased a Certificate that explicitly includes additional or unlimited server licenses; nor (iv) for use as control equipment in hazardous circumstances or for uses requiring fail-safe performance such as the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control systems, or weapons control systems, where failure could lead directly to death, personal injury, or severe environmental damage. If Subscriber is using the Licensed Certificate Option, Subscriber acknowledges and agrees that this option can result in increased security risks to a network and that Company expressly disclaims any liability for breaches of security that result from the distribution of a single key across multiple devices. COMPANY CONSIDERS THE UNLICENSED USE OF A CERTIFICATE ON A DEVICE THAT RESIDES ABOVE A SERVER OR SERVER FARM PIRACY AND WILL PURSUE VIOLATORS TO THE FULLEST EXTENT OF THE LAW.
    • If Subscriber chooses to display the Seal, it must install and display such seal only in accordance with the seal license agreement published in the Repository.
    • Subscriber may not use the OCSP in a manner that is not reasonable with respect to the services it has purchased. Company reserves the right to charge additional fees for excessive usage of the OCSP.
  3. Reporting and Revocation. Upon discovery of, or if there is reason to believe that there has been, a compromise of the private key provided under this Agreement, or the information within a Certificate is, or has become, incorrect or inaccurate, or if Subscriber's organization name and/or domain name registration has changed, Subscriber must immediately cease using the Certificate and its associated private key, and must promptly request that Company revoke the subject Certificate(s). If Company discovers or has reason to believe that there has been a compromise of the private key or misuse of a Certificate, Subscriber must respond to Company's instructions within the time specified by Company. Company retains the right to revoke a Certificate at any time without notice if: (i) Company discovers that the information within the Certificate is no longer valid; (ii) Subscriber violates or fails to perform its obligations under the terms of this Agreement or the seal license agreement; or (iii) Company determines in its sole discretion that the continued use of the Certificate may compromise the security or integrity of the PKI or the Company. Company may also revoke a Certificate for non-payment.

  4. Obligations Upon Revocation or Expiration. Upon expiration or notice of revocation of a Certificate, Subscriber shall promptly remove the Certificate from all devices on which it is installed and shall not use it for any purpose thereafter. If Subscriber has installed a Seal in conjunction with the revoked Certificate, then Subscriber shall remove such Seal from any web site.

  5. Related Services. Subscriber may receive additional, related Services such as, but not limited to: (i) daily scanning of a web site for malicious code; (ii) vulnerability assessment of a network environment; (iii) Seal services; and/or (iv) access to the account management features and functionality through a web-based console. Provision of such Services may be subject to prerequisites and additional terms and conditions imposed at Company's sole discretion.

  6. Company Representations and Warranties. Company represents and warrants that (i) there are no errors introduced by Company in the Certificate information as a result of Company's failure to use reasonable care in creating the Certificate; (ii) its issuance of Certificates shall comply in all material respects with its Certification Practices Statement (CPS); and (iii) its revocation services and use of a Repository conform to its CPS in all material aspects.

  7. Subscriber Representations and Warranties. Subscriber represents and warrants to Company and Relying Parties that:

    • all information material to the issuance of a Certificate You provide to Company in each Certificate Application is accurate and complete;
    • Subscriber will inform Company if the representations made to Company in a Certificate Application changed or are no longer valid;
    • the Certificate information that Subscriber provided (including any email address) does not infringe the Intellectual Property Rights of any third party;
    • the Certificate information that Subscriber provided (including any email address) has not been and will not be used for any unlawful purpose;
    • Subscriber, or someone explicitly authorized by Subscriber, has been (since the time of its creation) and will remain the only person(s) possessing the private key, or any challenge phrase, PIN, software, or hardware mechanism protecting the private key, and no unauthorized person has had or will have access to such materials or information;
    • Subscriber will use the Certificate exclusively for authorized and lawful purposes consistent with this Agreement;
    • Subscriber will use each Certificate as an end user and not as a Certification Authority to issue Certificates, certification revocation lists, or otherwise;
    • each digital signature created using the private key is the Subscriber's digital signature, and the Certificate has been accepted and is operational (not expired or revoked) at the time the digital signature is created;
    • Subscriber enters into this Agreement as a condition of obtaining a Certificate; and
    • Subscriber will not monitor, interfere with, or reverse engineer (save to the extent that it cannot be prohibited from so doing under applicable law) the technical implementation of the PKI, except with the prior written approval from Company, and shall not otherwise intentionally compromise the security of the PKI. Subscriber further represents and warrants that it has sufficient information to make an informed decision as to the extent to which it chooses to rely on a digital certificate issued within the PKI, that Subscriber is solely responsible for deciding whether or not to rely on such information, and that Subscriber shall bear the legal consequences of any failure to perform any obligation Subscriber might have as a Relying Party under the applicable Relying Party Agreement.
    • If the Services received include malware and/or vulnerability assessment, Subscriber further represents and warrants to Company that it has the corporate power and authority to give Company consent to proceed with the assessment; if the subject web site is managed and/or hosted by a third-party service provider, Subscriber warrants that it has obtained the consent and authorization from the service provider necessary for Company to perform the assessment.
  8. Reseller Representations and Warranties. Reseller represents and warrants to Company and Relying Parties that (i) it has obtained the authority of its customer to enter into this Agreement on behalf of its customer and/or to bind its customer to this Agreement; and (ii) it shall comply with and procure its customer's compliance with this Agreement.

  9. Refund Policy. If You are not completely satisfied with the Certificate or with the Services for any reason, You may request, within thirty (30) days of Certificate Application approval, that Company revoke the Certificate (if issued), terminate the Services, and provide You with a refund. Following the initial 30-day period, You are entitled to a refund only if Company has breached a warranty or other material obligation under this Agreement. For RapidSSL Certificates, the above Refund Policy shall apply except that that the initial refund request period is seven (7) days from Certificate Application approval. This entire Section does not apply to You if You have purchased Your Certificate from a Reseller.

  10. Privacy. For the purposes of this Section, references to "You"/"Your" shall include Your network administrator(s) or any designated member of Your organization, as applicable. You agree to the use of Your data and information in accordance with the following: Company will treat and process the data and information You provide in Your Certificate Application and/or enrollment process in accordance with the Company's privacy statement specific to these Services ("Privacy Statement"), as amended from time to time and accessible from the home page of the Company's website. You agree and consent that Company may place in Your Certificate and in the Seal, if applicable, information that You provide in Your Certificate Application. Company may also (i) publish Your Certificate, Seal, and information contained therein in the Repository and other third-party sites; and (ii) use such information for the purposes set out in this Agreement and in the Privacy Statement.

    • Automatically Collected, Transmitted and Stored Data. The Services collect from Your environment and automatically transmit to and store data with Company, which may include, without limitation, user or server IP addresses, browser information, and operating system information ("Transmitted and Stored Information"). The Transmitted and Stored Information will be used primarily for the purpose of account administration, security and analytics.
    • Additional Information Collected. In the course of the Services, Company will collect the information that You provide while enrolling in the Services (e.g., business/administrator contact names and designation, telephone numbers, business e-mail/addresses, payment information, domain names, machine and keystore passwords, and security questions and answers), and will treat and process the information in accordance with the Agreement.
    • Purposes of data collection. The information collected will be used for the purpose of configuring and providing You access to the Services and enabling and optimizing the performance of the Services; for internal research and development, including improving Company's products and services; for statistical analysis of product deployment, including analysis of trends and comparison in the aggregated install base; for responding to customer inquiries and requests; and/or for product updates and renewals. You agree that the information collected may also be used to provide You with information about products and services which may be of interest to You, including information about updates, upgrades, discounts and/or features.
    • Technical Support. In the event that You provide any information to Company in connection with a technical support request ("Technical Support Information"), such information will be processed and used by Company for the purpose of providing the requested technical support, including performing error analysis.
    • Sharing and Transfer. In order to promote awareness, detection and prevention of internet security risks, Company may share certain information collected through the Services and/or the Technical Support Information (the "Collected Information") with research organizations and other security software vendors. Company may also use statistics derived from the Collected Information through the Services or submitted by You, to track and publish reports on security risk trends. The Collected Information may be transferred to Company, its affiliates and contractors in the United States or other countries that may have less protective data protection laws than the region in which You are situated (including the European Union) and will be stored and processed manually and electronically through global systems and tools for the purposes above. The Collected Information may be accessible by Company employees or contractors on a need-to-know basis, exclusively to be used in accordance with the purposes described above. For the same purposes the Collected Information may be shared with partners and vendors that process information on behalf of Company, including payment service providers. Company has taken steps so that the Collected Information, if transferred, receives an adequate level of protection.
    • Your Obligation to Personal Information. It is Your responsibility to ensure that any disclosure by You to Company of personal information of Your users or third parties is in compliance with national laws governing the collection, use and protection of personal information applicable to Your country or region of operation. In particular, it is Your responsibility to inform users and third parties that You are providing their information to Company, to inform them of how it will be used and to gather appropriate consents required for such transfer and use.
    • Disclosures to Law Enforcement. Subject to applicable laws, Company reserves the right to cooperate with any legal process and any law enforcement or other government inquiry related to Your use of the Services. This means that Company may provide documents and information relevant to a court subpoena or to a law enforcement or other government investigation.
    • Contacting us about Your Privacy. For further information on processing of customer data, please see our applicable Privacy Statement. For any inquiry about the Collected Information or about Company's privacy policies, please contact us at privacy@symantec.com.
    • Resellers. If You are a Reseller acting on behalf of a customer, You warrant that You have all necessary rights (including consents) to provide your customer information to Company. You are aware that Company will process and/or transfer the information You provide in your Certificate Application in the United States and in other jurisdictions where Company maintains a presence. For further information on processing of customer data, please see our applicable Privacy Statement.
    • Your Consent. By using the Services, You acknowledge and agree that Company may collect, transmit, store, disclose and analyze such Collected Information for the purposes set out above.
  11. Indemnity. You agree to indemnify, defend and hold harmless Company, its directors, shareholders, officers, agents, employees, successors and assigns from any and all third party claims, suits, proceedings, judgments, damages, and costs (including reasonable attorney's fees and expenses) arising from (i) the breach of any of Your warranties, representations and obligations under this Agreement, (ii) any falsehoods or misrepresentations of fact You make on the Certificate Application, (iii) any infringement of an Intellectual Property Right of any person or entity in information or content provided by you, (iv) failure to disclose a material fact on the Certificate Application if the misrepresentation or omission was made negligently or with intent to deceive any party, or (v) failure to protect the private key, or use a trustworthy system, or to take the precautions necessary to prevent the compromise, loss, disclosure, modification or unauthorized use of the private key under the terms of this Agreement. Company shall promptly notify you of any such claim, and You shall bear full responsibility for the defense of such claim (including any settlements); provided however, that (a) You keep Company informed of, and consult with Company in connection with the progress of such litigation or settlement; (b) You shall not have any right, without Company's written consent, which consent shall not be unreasonably withhold, to settle any such claim if such settlement arises from or is part of any criminal action, suit or proceeding or contains a stipulation to or admission or acknowledgement of, any liability or wrongdoing (whether in contract, tort, or otherwise) on the part of Company, or requires any specific performance or non-pecuniary remedy by Company; and (c) Company shall have the right to participate in the defense of a claim with counsel of its choice at its own expense. The terms of this Section 15 will survive any termination of this Agreement. As a Relying Party, You agree to indemnify, defend and hold harmless Company, its directors, shareholders, officers, agents, employees, successors and assigns from any and all third party claims, suits, proceedings, judgments, damages, and costs (including reasonable attorney's fees and expenses) arising from (i) Your failure to perform the obligations of a Relying Party as set forth in the applicable Relying Party Agreement; (ii) Your reliance on a Certificate is not reasonable under the circumstances; or (iii) Your failure to check the status of such Certificate to determine whether the certificate is expired or revoked.

  12. Protection Plan. Subscriber may be covered by the most current version of the Protection Plan, the details of which are published in the Repository. Under this Protection Plan, Company will pay Subscriber for certain damages arising from the breach by Company of one or more of the limited warranties in the Protection Plan, up to the limits set forth therein. Certificates provided free of charge or in connection with a Company trial offer are not covered by the Protection Plan.

  13. Disclaimers of Warranties. IF THE SERVICES INCLUDE WEB SITE OR NETWORK SCANNING, (1) COMPANY DOES NOT WARRANT THAT SUCH SCAN(S) WILL DETECT ALL MALWARE AND/OR VULNERABILITIES, OR THAT ANY REPORT PROVIDED IN CONJUNCTION WITH SUCH SCAN(S) WILL BE COMPLETE OR ERROR-FREE; AND (2) YOU ACKNOWLEDGE THAT THERE ARE RISKS INHERENT TO HAVING YOUR WEB SITE SCANNED, AND YOU HAVE CHOSEN TO ACCEPT SUCH RISK.

  14. Limitations of Liability.

    1. IF THE CERTIFICATE YOU PURCHASED IS COVERED UNDER THE PROTECTION PLAN, THE MOST THAT COMPANY MUST PAY YOU UNDER THE PROTECTION PLAN IS THE AMOUNT DETERMINED BY THE PROTECTION PLAN. ADDITIONALLY, THE LIMITATIONS ON DAMAGES AND PAYMENTS IN THIS SECTION DO NOT APPLY TO REFUND PAYMENTS. THE LIABILITY LIMITATIONS PROVIDED IN THE AGREEMENT SHALL BE THE SAME REGARDLESS OF THE NUMBER OF DIGITAL SIGNATURES, TRANSACTIONS, OR CLAIMS RELATED TO THIS AGREEMENT. THIS SECTION DOES NOT LIMIT REFUND PAYMENTS OR PAYMENTS UNDER THE PROTECTION PLAN.
  15. Third Party Beneficiary Rights. For GeoTrust/RapidSSL Certificates, You agree that Microsoft, Inc. shall be an express third party beneficiary of the obligations contained in this Agreement.

  16. Symantec may update the Service at any time in order to maintain the effectiveness of the Service.

  17. The Service may be accessed and used globally, subject to applicable export compliance limitations and technical limitations in accordance with the then-current Symantec standards.

Part II — GENERAL TERMS AND CONDITIONS

  1. Term and Termination

    • Term and Termination. Unless earlier terminated in accordance with the terms hereof, this Agreement shall continue until the term of the Service purchased hereunder expires. In the event of a material breach of this Agreement (excluding any breaches for which an exclusive remedy is expressly provided), the non-breaching party may terminate this Agreement if such breach is not cured within thirty (30) days after written notice thereof.
    • Subscriber shall cease using the Service upon termination for any reason. Further, any termination of this Agreement shall not relieve either party of any obligations that accrued prior to the date of such termination. The terms that by their nature are intended to survive beyond the termination, cancellation, or expiration shall survive.
  2. Fees, Payments and Taxes Applicable fees will be as set forth on the web site at the time of purchase or in the applicable invoice ("Service Fees"). All Service Fees are due immediately and are non-refundable, except as may otherwise be stated in the Agreement. All sums due and payable that remain unpaid after any applicable cure period herein will accrue interest as a late charge of 1.5% per month or the maximum allowed by law. The Service Fees stated are exclusive of tax. All taxes, duties, fees and other governmental charges of any kind (including sales, services, use, and value-added taxes, but excluding taxes based on the net income of Symantec) which are imposed by or under the authority of any government on the Service Fees shall be borne by Subscriber and shall not be considered a part of, a deduction from or an offset against such Service Fees. All payments due to Symantec shall be made without any deduction or withholding on account of any tax, duty, charge, penalty, or otherwise except as required by law in which case the sum payable by Subscriber in respect of which such deduction or withholding is to be made shall be increased to the extent necessary to ensure that, after making such deduction or withholding, Symantec receives and retains (free from any liability in respect thereof) a net sum equal to the sum it would have received but for such deduction or withholding being required. This Section does not apply to You if You purchased the Service from a Reseller.

  3. Proprietary Rights "Intellectual Property Rights" means any and all now known or hereafter existing rights associated with intangible property, including, but not limited to, registered and unregistered, United States and foreign copyrights, trade dress, trade names, corporate names, logos, inventions, patents, patent applications, software, know-how and all other intellectual property and proprietary rights. Subscriber acknowledges that Symantec and its licensors retain all Intellectual Property Rights and title in and to all of their Confidential Information or other proprietary information, products, services, and the ideas, concepts, techniques, inventions, processes, software or works of authorship developed, embodied in, or practiced in connection with the Service provided by Symantec hereunder, including without limitation all modifications, enhancements, derivative works, configurations, translations, upgrades, and interfaces thereto (all of the foregoing "Symantec Works"). Symantec Works do not include Subscriber pre-existing hardware, software, or networks. Nothing in this Agreement shall create any right of ownership or license in and to the other party's Intellectual Property Rights and each party shall continue to independently own and maintain its Intellectual Property Rights.

  4. Confidential Information "Confidential Information" means material, data, systems and other information concerning the operation, business, projections, market goals, financial affairs, products, services, customers and Intellectual Property Rights of the other party that may not be accessible or known to the general public. Confidential Information shall include, but not be limited to, the terms of this Agreement, and any information that concerns technical details of operation of any of Symantec's services, software or hardware offered or provided hereunder. The parties acknowledge that by reason of their relationship under this Agreement, they may have access to and acquire Confidential Information of the other party. Each party receiving Confidential Information (the "Receiving Party") agrees to maintain all such Confidential Information received from the other party (the "Disclosing Party"), both orally and in writing, in confidence and agrees not to disclose or otherwise make available such Confidential Information to any third party without the prior written consent of the Disclosing Party; provided, however, that the Receiving Party may disclose the terms of this Agreement to its legal and business advisors if such third parties agree to maintain the confidentiality of such Confidential Information under terms no less restrictive than those set forth herein. The Receiving Party further agrees to use the Confidential Information only for the purpose of performing this Agreement. Notwithstanding the foregoing, the obligations set forth herein shall not apply to Confidential Information which: (i) is or becomes a matter of public knowledge through no fault of or action by the Receiving Party; (ii) was lawfully in the Receiving Party's possession prior to disclosure by the Disclosing Party; (iii) subsequent to disclosure, is rightfully obtained by the Receiving Party from a third party who is lawfully in possession of such Confidential Information without restriction; (iv) is independently developed by the Receiving Party without resort to the Confidential Information; or (v) is required by law or judicial order, provided that the Receiving Party shall give the Disclosing Party prompt written notice of such required disclosure in order to afford the Disclosing Party an opportunity to seek a protective order or other legal remedy to prevent the disclosure, and shall reasonably cooperate with the Disclosing Party's efforts to secure such a protective order or other legal remedy to prevent the disclosure.

  5. Privacy By providing Personal Information, as defined below, Subscriber consents, for itself, its users and contacts, to the following: Subscriber may be required to provide certain personal information of individuals ("Personal Information"), which will be processed and accessible on a global basis by Symantec, its affiliates, agents and subcontractors for the purposes of providing the Service, to generate statistical information about the Service, for internal research and development, including in countries that may have less protective data protection laws than the country in which You or Your users are located. Symantec may disclose the collected Personal Information as required or permitted by law or in response to a subpoena or other legal process. The Personal Information which Subscriber may be required to provide, and which is necessary to provide the Service, may include, but is not limited to, names, email address, IP address and contact details of designated users and contacts for the Service, Personal Information provided during configuration of the Service or any subsequent service call and other Personal Information as described herein. Contact the following for any questions or to access Subscriber's Personal Information: Symantec Corporation — Privacy Program Office, 350 Ellis Street, PO Box 7011, Mountain View, CA 94043, U.S.A. Email: privacy@symantec.com.

  6. Intellectual Property Infringement Indemnification (a) Symantec's Intellectual Property Indemnification Obligation. To the extent any third party claim, suit, proceeding or judgment is based on a claim that the Services infringe any United States patent, copyright or trade secret (an "Infringement Claim"), Symantec shall defend and hold harmless Subscriber and its directors, officers, agents, employees, successors and assigns from such Infringement Claim, and indemnify Subscriber for damages finally awarded against Subscriber to the extent such damages are attributable to direct infringement by the Services or agreed to in settlement by Symantec, plus costs (including reasonable attorneys' fees and expenses). In the event of any Infringement Claim, Symantec shall have the right, at its sole option, to obtain the right to continue use of the affected Service or to replace or modify the affected Service so that they may be provided by Symantec and used by Subscriber without infringement of third party United States patent, copyright or trade secret rights. If neither of the foregoing options is available to Symantec on a commercially reasonable basis, Symantec may terminate the Service immediately upon written notice to Subscriber, and within thirty (30) days after such termination Symantec shall pay a termination fee equal to the prorated portion of any Service Fees (excluding installation and any other non-recurring fees) paid in advance commensurate with the remaining portion of the Service period for which such Service Fees were assessed and paid. The foregoing indemnity shall not apply to any infringement resulting from: (i) any open source or third party components or products; (ii) any use of the Service not in accordance with the Agreement; (iii) any use of the Services in combination with other services, software or hardware not supplied by Symantec if the alleged infringement would not have occurred but for such combination; (iv) any modification of the Services not performed by Symantec if the alleged infringement would not have occurred but for such modification; or (v) use of an allegedly infringing version of the Service if the alleged infringement could be avoided by the use of a more current version of the Service made available to Subscriber. NOTWITHSTANDING ANY OTHER PROVISION OF THE AGREEMENT, THE RIGHTS AND REMEDIES SET FORTH IN THIS SECTION CONSTITUTE THE ENTIRE OBLIGATION OF SYMANTEC AND YOUR EXCLUSIVE REMEDIES WITH RESPECT TO THE SUBJECT MATTER THEREOF. (b) Subscriber shall promptly notify Symantec of any claim for indemnity by providing written notice pursuant to this Agreement. When notifying an Infringement Claim, any such notice shall: (i) identify the United States patent, copyright or trade secret asserted by a third party and the Service potentially impacted by the third party claim; and (ii) identify, initially and on an ongoing basis, any other potential indemnitor to whom Subscriber has provided notice of the third party claim and the Service supplied to Subscriber by such other potential indemnitor. After receipt of such notice, Symantec shall have a reasonable time to investigate whether the third party claim might fall within the scope of the indemnification prior to assuming the defense of such claim. With respect to any claim for which such notification is provided or otherwise within the scope of the indemnity, Symantec shall have the right to control and bear full responsibility for the defense of such claim (including any settlements); provided however, that: (i) Symantec shall keep Subscriber informed of, and consult with Subscriber in connection with the progress of such litigation or settlement; (ii) Symantec shall not have any right, without Subscriber's written consent, which consent shall not be unreasonably withheld, to settle any such claim if such settlement arises from or is part of any criminal action, suit or proceeding or contains a stipulation to or admission or acknowledgment of, any liability or wrongdoing (whether in contract, tort or otherwise) on Subscriber's part, or requires any specific performance or non-pecuniary remedy by Subscriber; and (iii) Subscriber shall have the right to participate in the defense of a claim with counsel of its choice at its own expense.

  7. Limitation Of Liability NEITHER PARTY WILL BE LIABLE UNDER ANY CIRCUMSTANCES WHATSOEVER FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS OR REVENUES, WHETHER FORESEEABLE OR UNFORESEEABLE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR LIABILITY ARISING UNDER: (I) SECTION 2.4 (CONFIDENTIAL INFORMATION); (II) SECTION 2.6(A) (SYMANTEC'S INTELLECTUAL PROPERTY INDEMNIFICATION OBLIGATION); OR (III) DEATH OR SERIOUS BODILY INJURY, EACH PARTY'S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS UNDER THE AGREEMENT SHALL NOT EXCEED TWO (2) TIMES THE AMOUNTS PAID OR PAYABLE BY SUBSCRIBER TO SYMANTEC DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO SUCH CLAIMS, UP TO A MAXIMUM OF ONE MILLION DOLLARS ($1,000,000). EXCEPT FOR THE EXPRESS LIMITED WARRANTY AS MAY BE SET FORTH IN THE SERVICE-SPECIFIC TERMS AND CONDITIONS ABOVE, SYMANTEC DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTION OF SUBSCRIBER REQUIREMENTS, NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE. SYMANTEC DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS, WARRANTIES OR GUARANTEES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY.

  8. General Provisions

    • Notices Subscriber shall make all notices, demands or requests to Symantec with respect to this Agreement in writing (excluding email) to the "Contact" address listed on the website from which Subscriber purchased the Services, with a copy to the General Counsel — Legal Department, Symantec Corporation, 350 Ellis Street, Mountain View, CA 94043, USA.
    • Entire Agreement. This Agreement (including any applicable Service Description) (if You are a Reseller, also including the Reseller agreement with Symantec) constitutes the entire understanding and agreement between Company and Subscriber with respect to the Services purchased hereunder, and supersedes any and all prior or contemporaneous oral or written representation, understanding, agreement or communication relating thereto. Terms and conditions in any purchase orders that are not included in or that conflict with this Agreement are null and void.
    • Amendments and Waiver. Except as provided below, any term or provision of this Agreement may be amended, and the observance of any term of this Agreement may be waived, only by a writing in the form of a non-electronic record referencing this Agreement and signed by the parties to be bound thereby, and this Agreement may not be modified or extended solely by submission of a purchase order or similar instrument referencing this Agreement. Notwithstanding the foregoing, Company may revise the terms of this Agreement at any time for the following reasons: (i) it becomes necessary due to applicable laws or industry standards, including, without limitation, any change of the foregoing; (ii) it becomes necessary for technological reasons when any changes is made without materially degrading the Service functionality; (iii) it becomes necessary to maintain the operation of the Service when any change is made without materially degrading the Service functionality; or (iv) changes are in favor of the Subscriber. Any such change will be binding and effective thirty (30) days after publication of the change on Symantec's website, or upon notification to Subscriber by email. If Subscriber does not agree with the change, it may terminate this Agreement at any time by notifying Symantec and requesting a partial refund of fees paid, prorated from the date of termination to the end of the Service term. By continuing to use the Service after such change, Subscriber agrees to abide by and be bound thereby.
    • Force Majeure. Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder (excluding payment obligations) due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar events beyond the reasonable control of such party, provided that the party relying upon this provision: (i) gives prompt written notice thereof, and (ii) takes all steps reasonably necessary to mitigate the effects of the force majeure event; provided further, that in the event a force majeure event extends for a period in excess of thirty (30) days in the aggregate, either party may immediately terminate this Agreement upon written notice.
    • Severability. In the event that any provision of this Agreement should be found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained shall not, in any way, be affected or impaired thereby.
    • Compliance with Law. Each party shall comply with all applicable federal, state and local laws and regulations in connection with its performance under this Agreement. Subscriber hereby acknowledges and agrees that the Services and any related download or technology ("Controlled Technology") may be subject to applicable export control, trade sanction, and physical or electronic import laws, regulations, rules and licenses, and that Subscriber is hereby notified of the information published by Company on http://www.symantec.com/about/profile/policies/legal.jsp, or successor website, and will comply with the foregoing, and with such further export restrictions that may govern individual Services, as specified in the relevant Service Descriptions. Company shall have the right to suspend performance of any of its obligations under this Agreement, without any prior notice being required and without any liability to Subscriber, if You fail to comply with this provision.
    • Assignment. Subscriber may not assign the rights granted hereunder or this Agreement, in whole or in part and whether by operation of contract, law or otherwise, without Company's prior express written consent. Such consent shall not be unreasonably withheld or delayed.
    • Independent Contractors. The parties to this Agreement are independent contractors. Neither party is an agent, representative, joint venturer, or partner of the other party. Neither party shall have any right, power or authority to enter into any Agreement for or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other party. Each party shall bear its own costs and expenses in performing this Agreement.
    • Governing Law. This Agreement and any disputes relating to the Services provided hereunder shall be governed and interpreted according to each of the following laws, respectively, without regard to its conflicts of law provisions: (a) the laws of the State of California, if Subscriber is located in North America or Latin America; or (b) the law of England, if Subscriber is located in Europe, Middle East or Africa; or (c) the laws of Singapore, if Subscriber is located in Asia Pacific including Japan. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
    • Dispute Resolution. To the extent permitted by law, before Subscriber files suit or initiates an administrative claim with respect to a dispute involving any aspect of this Agreement, Subscriber shall notify Company, and any other party to the dispute for the purpose of seeking business resolution. Both Subscriber and Company shall make good faith efforts to resolve such dispute via business discussions. If the dispute is not resolved within sixty (60) days after the initial notice, then a party may proceed as permitted under applicable law as specified under this Agreement.
    • English Version. If this Agreement is translated in any language other than the English language, and in the event of a conflict between the English language version and the translated version, the English language version shall prevail in all respects.
  9. Additional Provisions The section entitled Privacy reflects the general privacy practice of Symantec, which is supplemented by further details that are unique to the provision of the Service. See the Section entitled Privacy in the applicable Service Description for more information. The Section entitled Limitation of Liability reflects the general limitation of Symantec's liability, which is supplemented by further details that are unique to the provision of the Service. See Section entitled Service Conditions in the Service Description for more information. Except as otherwise specified in the Service Description, the Service, and any software provided therewith, may use open source and other third party materials that are subject to a separate license. Please see the applicable Third Party Notice at http://www.symantec.com/about/profile/policies/eulas/.

Part III — DEFINITIONS

"Certificate" means a message that, at least, states a name or identifies the CA, identifies the Subscriber, contains the Subscriber's public key, identifies the Certificate's Operational Period, contains a Certificate serial number, and is digitally signed by the CA.

"Certificate Applicant" means an individual or organization that requests the issuance of a Certificate by a CA.

"Certificate Application" means a request from a Certificate Applicant (or authorized agent of the Certificate Applicant) to a CA for the issuance of a Certificate.

"Certification Authority" or "CA" means an entity authorized to issue, manage, revoke, and renew Certificates in the PKI. For purposes of this Agreement, CA shall mean Symantec and its affiliates, as applicable.

"Certification Practice Statement" or "CPS" means a statement of the practices that a CA or RA employs in approving or rejecting Certificate Applications and issuing, managing, and revoking Certificates. The CPS is published in the Repository.

"Licensed Certificate Option" means the service option that grants a Subscriber the right to use a Certificate on one physical device (the "Initial Physical Device") and obtain additional Certificate licenses for (i) additional physical servers or physical devices that are secured by the Initial Physical Device, including, but not limited to, servers that are secured with a load balancer on which the Certificate is installed; or (ii) additional physical servers on which replicated Certificates are installed. This option may not be available to You.

"Operational Period" means the period starting with the date and time a Certificate is issued (or on a later date and time certain if stated in the Certificate) and ending with the date and time on which the Certificate expires or is earlier revoked.

"Protection Plan" means the extended warranty program offered by Company and as detailed in the Repository. Symantec's Protection Plan is entitled "NetSure Protection Plan"; GeoTrust and Rapid SSL's Protection Plan is entitled "GeoSure Protection Plan"; and Thawte's Protection Plan is entitled "Thawte Protection Plan".

"Public Key Infrastructure" or "PKI" means the Certificate-based public key infrastructure governed by the Company's certificate policies, which enables the worldwide deployment and use of Certificates by Company, its affiliates, their respective customers, Subscribers, and Relying Parties. Symantec's PKI is entitled "Symantec Trust Network" or "STN"; GeoTrust and RapidSSL's PKI is entitled "GeoTrust PKI"; and Thawte's PKI is entitled "Thawte PKI".

"Registration Authority" or "RA" means an entity approved by a CA to assist Certificate Applicants in applying for Certificates, and to approve or reject Certificate Applications, revoke Certificates, or renew Certificates. "Relying Party" means an individual or organization that acts in reliance on a Certificate and/or a digital signature.

"Relying Party Agreement" means the agreement under which the CA sets forth the terms and conditions under which an individual or organization acts as a Relying Party, specifically the Relying Party Agreement published in the Repository.

"Repository" means the collection of documents located at the link for the repository, which may be accessed from the website of Company from which You applied for Your Certificate, such as www.symantec.com, www.thawte.com, www.geotrust.com and www.rapidssl.com.

"Reseller" means An entity authorized by Company to resell the Certificates or Services governed by this Agreement.

"Seal" means an electronic image featuring a Symantec™ and/or Norton™ mark (or, as applicable, a GeoTrust®, Thawte®, or RapidSSL™ mark), which when displayed by You on Your website indicates that You have purchased Company Service(s) and, when clicked on, indicates certain information about the Services and whether such Services are active.

"Seal License Agreement" means the agreement executed between Subscriber and Company that governs the Subscriber's use and obligations related to the Symantec™ and/or Norton™ Seal (or, as applicable, the GeoTrust®, Thawte®, or RapidSSL™ Seal).

"Services" mean, collectively, the digital certificate service and any related product, benefit, or utility that Company makes available to You through Your purchase of the SSL Certificate.

"SSL Certificate" means a Certificate used to support SSL sessions between a web browser (or another client) and a web server that uses encryption.

"Subscriber" means in the case of an individual Certificate, a person who is the Subject of, and has been issued, a Certificate. In the case of an organization Certificate, an organization that owns the equipment or device that is the Subject of, and that has been issued, a Certificate. A Subscriber is capable of using, and is authorized to use, the private key that corresponds to the public key listed in the Certificate.

"Symantec Trust Network" or "STN" means the Certificate-based Public Key Infrastructure governed by the Symantec Trust Network CPS, which enables the worldwide deployment and use of Certificates by Symantec and its affiliates, and their respective customers, Subscribers, and Relying Parties.

SSL Certificate Subscriber Agreement Version 10.0 (April 2014)

I agree to the terms above

GeoTrust® SSL Certificate Subscriber Agreement

YOU MUST READ THIS GEOTRUST SSL CERTIFICATE SUBSCRIBER AGREEMENT ("AGREEMENT") BEFORE APPLYING FOR, ACCEPTING, OR USING A GEOTRUST ENTERPRISE SSL, ENTERPRISE SSL PREMIUM, ENTERPRISE SSL WILDCARD, QUICKSSL, QUICKSSL PREMIUM, TRUE BUSINESSID, TRUE BUSINESSID WILDCARD, TRUE BUSINESSID WITH EXTENDED VALIDATION, POWER SERVER ID, OR POWER SERVER ID WILDCARD, (EACH, A "CERTIFICATE"). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT APPLY FOR, ACCEPT, OR USE THE CERTIFICATE. BY CLICKING "ACCEPT" BELOW OR BY ACCEPTING OR USING A CERTIFICATE, YOU AGREE TO BECOME A PARTY TO, AND BE BOUND BY, THESE TERMS.

ALL REFERENCES TO "GEOTRUST" IN THIS AGREEMENT SHALL MEAN THE SPECIFIC GEOTRUST ENTITY SPECIFIED ON THE HOMEPAGE OF THE WEBSITE ON WHICH YOU APPLIED FOR YOUR CERTIFICATE. IF YOU ARE A CUSTOMER OF A RESELLER (AS DEFINED HEREIN), YOU REPRESENT AND WARRANT THAT YOUR RESELLER IS AUTHORIZED TO APPLY FOR, ACCEPT, INSTALL, MAINTAIN, RENEW, AND, IF NECESSARY, REVOKE THE CERTIFICATE ON YOUR BEHALF. BY AUTHORIZING YOUR RESELLER TO USE YOUR CERTIFICATE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, CONTACT GEOTRUST IMMEDIATELY AT THE TELEPHONE NUMBER SET FORTH IN SECTION 24 BELOW AND GEOTRUST WILL REVOKE THE CERTIFICATE.

IF YOU ARE A RESELLER AND ARE ACTING AS THE AUTHORIZED REPRESENTATIVE OF A CUSTOMER IN APPLYING FOR A CERTIFICATE, YOU REPRESENT AND WARRANT AS SET FORTH IN SECTIONS 8.2 AND 8.3. IF YOU ARE A RESELLER AND ARE APPLYING FOR YOUR OWN CERTIFICATE, THIS AGREEMENT APPLIES TO YOU IN ITS ENTIRETY, EXCEPT FOR SECTION 8.3.

  1. Definitions.
    • "Certification Authority" or "CA" means an entity authorized to issue, suspend, or revoke Certificates. For purposes of this Agreement, CA shall mean GeoTrust.
    • "Certificate Application" means a request to a CA for the issuance of a Certificate.
    • "Certification Practice Statement" or "CPS" means a document, as revised from time to time, representing a statement of the practices a CA employs in issuing Certificates. GeoTrust's CPS is published at http://www.geotrust.com/resources/repository/legal.asp.
    • "Intellectual Property Rights" means any and all now known or hereafter existing rights associated with intangible property, including, but not limited to, registered and unregistered, United States and foreign copyrights, trade dress, trade names, corporate names, logos, inventions, patents, patent applications, software, know-how and all other intellectual property and proprietary rights (of every kind and nature throughout the universe and however designated).
    • "GeoSure Protection Plan" shall mean the extended warranty program offered by GeoTrust, as detailed in the Repository.
    • "Relying Party" shall mean an individual or organization that acts in reliance on a Certificate and/or a digital signature.
    • "Relying Party Agreement" shall mean an agreement used by a CA setting forth the terms and conditions under which an individual or organization acts as a Relying Party, such as the GeoTrust Relying Party Agreement published in the Repository.
    • "Repository" shall mean the collection of documents located at the link for the repository which may be accessed from the homepage of the website from which you applied for your Certificate.
    • "Reseller" shall mean an internet service provider, a systems integrator, a web host, a technical consultant, an application service provider, or other entity that obtains Certificates for re-sale.
    • "Subscriber" means a person, organization, or entity who is the owner of or has the right to the device that is the subject of, and has been issued a Certificate, and is capable of using, and is authorized to use, the private key that corresponds to the public key listed in the Certificate at issue.
    • "GeoTrust Seal" shall mean an electronic image featuring a GeoTrust mark, which when displayed by you on your website indicates that you have purchased GeoTrust service(s).
    • "GeoTrust PKI" or "PKI" shall mean the Certificate-based public key infrastructure governed by the GeoTrust PKI certificate policies, which enables the worldwide deployment and use of Certificates by GeoTrust, its affiliates, their respective customers, Subscribers, and Relying Parties.
  2. Description of the Certificate. The following applies to GeoTrust True BusinessID, True BusinessID Wildcard, Enterprise SSL, Enterprise SSL Premium, and Enterprise SSL Wildcard Certificates only: The Certificate for which you have applied on behalf of your organization is a fully-authenticated certificate within the GeoTrust PKI. These Certificates are issued to devices to provide authentication; message, software, and content integrity; and confidentiality encryption. Fully-authenticated Certificates provide assurances of the identity of the Subscriber based on a confirmation that the Subscriber organization does in fact exist. The Certificate also provides assurances that the Subscriber is entitled to use the domain name listed in the Certificate Application, if a domain name is listed in such Certificate Application. The following applies to GeoTrust QuickSSL, QuickSSL Premium, Power Server ID, and Power Server ID Wildcard Certificates only: The Certificate for which you have applied on behalf of your organization is not a fully-authenticated Certificate within the GeoTrust PKI. These Certificates are issued to devices to provide validation of the domain (unless issued to an Intranet Server); message, software, and content integrity; and confidentiality encryption. These Certificates provide assurances of the validity of the domain (unless issued to an Intranet Server) and that the domain administrator has authorized the Certificate Application. No organization authentication is performed on the owner of the domain. If you have applied for an Extended Validation Certificate, then GeoTrust will authenticate your Certificate according to the Extended Validation Certificate guidelines.
  3. Processing the Certificate Application. Upon GeoTrust's receipt of the necessary payment and upon completion of authentication procedures required for the Certificate you have selected, GeoTrust will process your Certificate Application. If your Certificate Application is approved, GeoTrust will issue you a Certificate for your use in accordance with this Agreement. After you pick up or otherwise install your Certificate, you must review the information in it and promptly notify GeoTrust of any errors. Upon receipt of such notice, GeoTrust may revoke your Certificate and issue you a corrected Certificate.
  4. Use Restrictions. You are prohibited from using your Certificate (i) for or on behalf of any other organization; (ii) to perform private or public key operations in connection with any domain and/or organization name other than the one you submitted on your Certificate Application; and (iii) for use as control equipment in hazardous circumstances or for uses requiring fail-safe performance such as the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control systems, or weapons control systems, where failure could lead directly to death, personal injury, or severe environmental damage. If you choose to display the GeoTrust Seal, you must install and display such seal only in accordance with the applicable GeoTrust Seal License Agreement published in the Repository.
  5. Revocation. If you discover or have reason to believe there has been a compromise of your private key, or the information within your Certificate is incorrect or has changed, or if your organization name and/or domain name registration has changed, you must immediately notify GeoTrust. GeoTrust retains the right to revoke your Certificate at any time without notice if (i) GeoTrust discovers that the information within your Certificate is no longer valid; (ii) you fail to perform your obligations under the terms of this Agreement; or (iii) in GeoTrust's sole discretion, you have engaged in activities which GeoTrust determines are harmful to the PKI.
  6. Obligations Upon Revocation or Expiration. Upon expiration or notice of revocation of your Certificate, you shall permanently remove your Certificate from all devices on which it is installed and shall not use it for any purpose thereafter. If you have installed a GeoTrust Seal in conjunction with the revoked Certification, then you shall remove such seal from your website.
  7. Term of Service. This Agreement shall remain in effect until your Certificate has expired or is earlier revoked.
  8. Representations and Warranties.
    1. GeoTrust Representations and Warranties. GeoTrust represents and warrants that (i) there are no errors introduced by GeoTrust in the Certificate information as a result of GeoTrust's failure to use reasonable care in creating the Certificate; (ii) its issuance of Certificates shall comply in all material respects with its CPS; and (iii) its revocation services and use of a Repository conform to its CPS in all material aspects.
    2. Your Representations and Warranties. You represent and warrant to GeoTrust and Relying Parties that (i) all information material to the issuance of a Certificate you provide to GeoTrust in your Certificate Application is accurate; (ii) you will inform GeoTrust if the representations you made to GeoTrust in your Certificate Application changed or are no longer valid; (iii) the Certificate information you provided (including your e-mail address) does not infringe the Intellectual Property Rights of any third party; (iv) the Certificate information you provided (including your email address) has not been and will not be used for any unlawful purpose; (v) you have been (since the time of its creation) and will remain the only person possessing your private key, or any challenge phrase, PIN, software, or hardware mechanism protecting the private key, and no unauthorized person has had or will have access to such materials or information; (vi) you will use your Certificate exclusively for authorized and legal purposes consistent with this Agreement; (vii) you will use your Certificate as an end user and not as a Certification Authority to issue Certificates, certification revocation lists, or otherwise; (viii) each digital signature created using your private key is the Subscriber's digital signature, and the Certificate has been accepted and is operational (not expired or revoked) at the time the digital signature is created; (ix) you manifest assent to this Agreement as a condition of obtaining a Certificate; and (x) you will not monitor, interfere with, or reverse engineer (save to the extent that you can not be prohibited from so doing under applicable law) the technical implementation of the PKI, except with the prior written approval from GeoTrust, and shall not otherwise intentionally compromise the security of the PKI. You further represent and warrant that you have sufficient information to make an informed decision as to the extent to which you choose to rely on a digital certificate issued within the PKI, that you are solely responsible for deciding whether or not to rely on such information, and that you shall bear the legal consequences of your failure to perform any obligation you might have as a Relying Party under the applicable Relying Party Agreement.
    3. Reseller Representations and Warranties. Further to section 8.2, Reseller represents and warrants to GeoTrust and Relying Parties that (i) it has obtained the authority of its customer to enter into this Agreement on behalf of its customer and/or to bind its customer to this Agreement; and (ii) it shall comply with and procure its customer's compliance with this Agreement.
  9. Fees and Payment Terms. As consideration for the Certificate you have purchased, you shall pay GeoTrust the applicable service fees set forth on our website at the time of your selection, or, if applicable, upon receipt of an invoice from GeoTrust. All fees are due immediately and are non-refundable, except as otherwise stated below. All taxes, duties, fees and other governmental charges of any kind (including sales, services, use, and value-added taxes, but excluding taxes based on the net income of GeoTrust) which are imposed by or under the authority of any government on the service fees charged herein shall be borne by you and shall not be considered a part of, a deduction from or an offset against such service fees. All payments due to GeoTrust shall be made without any deduction or withholding on account of any tax, duty, charge, penalty, or otherwise except as required by law in which case the sum payable by you in respect of which such deduction or withholding is to be made shall be increased to the extent necessary to ensure that, after making such deduction or withholding, GeoTrust receives and retains (free from any liability in respect thereof) a net sum equal to the sum it would have received but for such deduction or withholding being required. This section does not apply to you if you purchased your Certificate from a Reseller.
  10. Refund Policy. GeoTrust shall provide refunds pursuant to its Refund Policy published on its web site.
  11. Proprietary Rights. You acknowledge that GeoTrust and its licensors retain all Intellectual Property Rights and title in and to all of their confidential information or other proprietary information, products, services, and the ideas, concepts, techniques, inventions, processes, software or works of authorship developed, embodied in, or practiced in connection with the services provided by GeoTrust hereunder, including without limitation all modifications, enhancements, derivative works, configurations, translations, upgrades, and interfaces thereto (all of the foregoing, "GeoTrust Works"). The GeoTrust Works do not include your pre-existing hardware, software, or networks. Except as otherwise expressly provided herein, nothing in this Agreement shall create any right of ownership or license in and to the other party's Intellectual Property Rights, and each party shall continue to independently own and maintain its Intellectual Property Rights.
  12. Modifications to Subscriber Agreement. GeoTrust may (i) revise the terms of this Agreement; and/or (ii) change part of the services provided herein at any time. Any such change will be binding and effective thirty (30) days after publication of the change on GeoTrust's websites, or upon notification to you by e-mail. If you do not agree with the change, you may terminate this Agreement at any time by notifying GeoTrust and requesting a partial refund of fees paid, prorated from the date of termination to the end of the service period. By continuing to use GeoTrust services after such change, you agree to abide by and be bound thereby.
  13. Privacy. You agree to the use of your data and information in accordance with the following: GeoTrust will treat and process the data you provide in your Certificate Application in accordance with the privacy statement specific to these Services ("GeoTrust Privacy Statement or "Privacy Statement"), as amended from time to time and accessible from the home page of the website from which you enrolled for your Certificate. GeoTrust may place in your Certificate information that you provide in your Certificate Application. GeoTrust may also (i) publish your Certificate and information about its status in the Repository; and (ii) use such information for the purposes set out in this Agreement and in the GeoTrust Privacy Statement. If you are a Reseller acting on behalf of a customer, you warrant that you have all necessary rights (including consents) to provide your customer information to GeoTrust. You are aware that GeoTrust will process and/or transfer the information you provide in your Certificate Application in the United States and in other jurisdictions where GeoTrust maintains a presence. For further information on processing of customer data, please see our applicable Privacy Statement.
  14. Disclaimers of Warranties. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES CONTAINED IN SECTION 8 OR THE GEOSURE PROTECTION PLAN, GEOTRUST DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTION OF CUSTOMER REQUIREMENTS, NONINFRINGEMENT, AND ANY WARRANTY ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE. TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS, WARRANTIES OR GUARANTEES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
  15. Indemnity. You agree to indemnify, defend and hold harmless GeoTrust, its directors, shareholders, officers, agents, employees, successors and assigns from any and all third party claims, suits, proceedings, judgments, damages, and costs (including reasonable attorney's fees and expenses) arising from (i) the breach of any of your warranties, representations and obligations under this Subscriber Agreement, (ii) any falsehoods or misrepresentations of fact you make on the Certificate Application, (iii) any infringement of an Intellectual Property Right of any person or entity in information or content provided by you, (iv) failure to disclose a material fact on the Certificate Application if the misrepresentation or omission was made negligently or with intent to deceive any party, or (v) failure to protect the private key, or use a trustworthy system, or to take the precautions necessary to prevent the compromise, loss, disclosure, modification or unauthorized use of the private key under the terms of this Agreement. GeoTrust shall promptly notify you of any such claim, and you shall bear full responsibility for the defense of such claim (including any settlements); provided however, that (a) you keep GeoTrust informed of, and consult with GeoTrust in connection with the progress of such litigation or settlement; (b) you shall not have any right, without GeoTrust's written consent, which consent shall not be unreasonably withheld, to settle any such claim if such settlement arises from or is part of any criminal action, suit or proceeding or contains a stipulation to or admission or acknowledgement of, any liability or wrongdoing (whether in contract, tort, or otherwise) on the part of GeoTrust, or requires any specific performance or non-pecuniary remedy by GeoTrust; and (c) GeoTrust shall have the right to participate in the defense of a claim with counsel of its choice at its own expense. The terms of this Section 15 will survive any termination of this Agreement. As a Relying Party, you agree to indemnify, defend and hold harmless GeoTrust, its directors, shareholders, officers, agents, employees, successors and assigns from any and all third party claims, suits, proceedings, judgments, damages, and costs (including reasonable attorney's fees and expenses) arising from (i) your failure to perform the obligations of a Relying Party as set forth in the applicable Relying Party Agreement; (ii) your reliance on a Certificate that is not reasonable under the circumstances; or (iii) your failure to check the status of such Certificate to determine whether the certificate is expired or revoked.
  16. Limitations of Liability.
    1. THE MOST THAT GEOTRUST MUST PAY YOU UNDER THE GEOSURE PROTECTION PLAN IS THE AMOUNT DETERMINED UNDER THE PLAN. THE LIMITATIONS ON DAMAGES AND PAYMENTS IN THIS SECTION 16.1 DO NOT APPLY TO REFUND PAYMENTS.
    2. THIS SECTION 16.2 APPLIES TO LIABILITY UNDER CONTRACT (INCLUDING BREACH OF WARRANTY), TORT (INCLUDING NEGLIGENCE AND/OR STRICT LIABILITY), AND ANY OTHER LEGAL OR EQUITABLE FORM OF CLAIM. IF YOU INITIATE ANY CLAIM, ACTION, SUIT, ARBITRATION, OR OTHER PROCEEDING SEPARATE FROM A REQUEST FOR PAYMENT UNDER THE GEOSURE PROTECTION PLAN RELATING TO SERVICES PROVIDED UNDER THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, GEOTRUST SHALL NOT BE LIABLE FOR (I) ANY LOSS OF PROFIT, BUSINESS, CONTRACTS, REVENUE OR ANTICIPATED SAVINGS, OR (II) ANY INDIRECT OR CONSEQUENTIAL LOSS. GEOTRUST'S TOTAL LIABILITY FOR DAMAGES SUSTAINED BY YOU AND ANY THIRD PARTY FOR ANY USE OR RELIANCE ON A CERTIFICATE SHALL BE LIMITED, IN THE AGGREGATE, TO ONE HUNDRED THOUSAND U.S. DOLLARS (US$100,000) OR THE EQUIVALENT IN LOCAL CURRENCY. THE LIABILITY LIMITATIONS PROVIDED IN THIS SECTION 16.2 SHALL BE THE SAME REGARDLESS OF THE NUMBER OF DIGITAL SIGNATURES, TRANSACTIONS, OR CLAIMS RELATED TO SUCH CERTIFICATE. THIS SECTION 16.2 DOES NOT LIMIT REFUND PAYMENTS OR PAYMENTS UNDER THE GEOSURE PROTECTION PLAN. NOTWITHSTANDING THE FOREGOING, GEOTRUST'S LIABILITY SHALL NOT BE LIMITED UNDER THIS SECTION 16 IN CASES OF PERSONAL INJURY OR DEATH ARISING FROM GEOTRUST'S NEGLIGENCE OR TO ANY OTHER LIABILITY WHICH CANNOT BE EXCLUDED BY APPLICABLE LAW (INCLUDING MANDATORY LAWS OF ANY APPLICABLE JURISDICTION). TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN LIABILITY LIMITATIONS, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
  17. Force Majeure. Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder (excluding payment obligations) due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar events beyond the reasonable control of such party, provided that the party relying upon this Section 17 (i) gives prompt written notice thereof; and (ii) takes all steps reasonably necessary to mitigate the effects of the force majeure event; provided further, that in the event a force majeure event extends for a period in excess of thirty (30) days in the aggregate, either party may immediately terminate this Agreement upon written notice.
  18. Compliance with Law, Export Requirements, and Foreign Reshipment Liability. Both parties shall comply with all applicable federal, state and local laws, regulations, and export requirements in connection with their obligations under this Agreement. Without limiting the generality of the foregoing, each party agrees to comply with all export requirements ("Export Control"). Regardless of any disclosure you make to GeoTrust of an ultimate destination of any Certificates, software, hardware, or technical data (or portions thereof) supplied by GeoTrust ("GeoTrust Technology") and, notwithstanding anything contained in this Agreement to the contrary, you will not: (i) modify, export, or re-export, either directly or indirectly, any GeoTrust Technology to any destination restricted or prohibited by Export Control, without first obtaining any and all necessary licenses from the United States government or any other country that imposes Export Control; (ii) provide GeoTrust Technology to any proscribed party on the United States Treasury Department's Office of Foreign Asset Control list of "specially designated nationals and blocked persons", the United States Commerce Department's "denied parties list", the United States Commerce Departments "BIS Entity List" or such other applicable lists; or (iii) export or re-export GeoTrust Technology, directly or indirectly, for nuclear, missile, or chemical/biological weaponry end uses prohibited by Export Control. GeoTrust shall have the right to suspend performance of any of its obligations under this Agreement, without any prior notice being required and without any liability to you, if you fail to comply with this provision.
  19. Severability. If any provision of this Agreement should be found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained shall not, in any way, be affected or impaired thereby.
  20. Governing Law. This Agreement and any disputes relating to the services provided hereunder shall be governed and interpreted according to each of the following laws, respectively, without regard to its conflicts of law provisions: (a) the laws of the State of California, if you are located in North America or Latin America; or (b) the law of England, if you are located in Europe, Middle East or Africa; or (c) the laws of Singapore, if you are located in Asia Pacific including Japan. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
  21. Dispute Resolution. To the extent permitted by law, before you file suit or initiate an administrative claim with respect to a dispute involving any aspect of this Agreement, you shall notify GeoTrust, and any other party to the dispute for the purpose of seeking a business resolution. Both you and GeoTrust shall make good faith efforts to resolve such dispute via business discussions. If the dispute is not resolved within sixty (60) days after the initial notice, then a party may proceed as permitted under applicable law as specified under this Agreement.
  22. GeoSure Protection Plan. You may be covered by the most current version of the GeoSure Protection Plan, the details of which are published in the Repository. Under this Plan, GeoTrust will pay you for certain damages arising from the breach by GeoTrust of one or more of the limited warranties in the GeoSure Protection Plan, up to the limits set forth therein.
  23. Assignment. You may not assign the rights granted hereunder or this Agreement, in whole or in part and whether by operation of contract, law or otherwise, without GeoTrust's prior express written consent. Such consent shall not be unreasonably withheld or delayed.
  24. Notices and Communications. You will make all notices, demands or requests to GeoTrust with respect to this Agreement in writing to the "Contact" address listed on the website from where you purchased your Certificate, with a copy to: General Counsel "“ Legal Department, GeoTrust, Inc., 350 Ellis Street, Mountain View, California, USA 94043. References to telephone numbers above shall mean 1-650-527-8000.
  25. Entire Agreement. This Agreement, the Seal Agreement (if you choose to display a Seal), and if you are a Reseller, your Reseller agreement with GeoTrust, constitute the entire understanding and agreement between GeoTrust and you with respect to the transactions contemplated, and supersedes any and all prior or contemporaneous oral or written representation, understanding, agreement or communication relating thereto. Terms and conditions in any purchase orders that are not included in or that conflict with this Agreement are null and void.
  26. Third Party Beneficiary Rights. You agree that Microsoft, Inc. shall be an express third party beneficiary of the obligations contained in this Agreement.

GeoTrust SSL Certificate Subscriber Agreement version 3.0 (August 2010)

I agree to the terms above

GeoTrust® SSL Certificate Subscriber Agreement

YOU MUST READ THIS GEOTRUST SSL CERTIFICATE SUBSCRIBER AGREEMENT ("AGREEMENT") BEFORE APPLYING FOR, ACCEPTING, OR USING A GEOTRUST ENTERPRISE SSL, ENTERPRISE SSL PREMIUM, ENTERPRISE SSL WILDCARD, QUICKSSL, QUICKSSL PREMIUM, TRUE BUSINESSID, TRUE BUSINESSID WILDCARD, TRUE BUSINESSID WITH EXTENDED VALIDATION, POWER SERVER ID, OR POWER SERVER ID WILDCARD, (EACH, A "CERTIFICATE"). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT APPLY FOR, ACCEPT, OR USE THE CERTIFICATE. BY CLICKING "ACCEPT" BELOW OR BY ACCEPTING OR USING A CERTIFICATE, YOU AGREE TO BECOME A PARTY TO, AND BE BOUND BY, THESE TERMS.

ALL REFERENCES TO "GEOTRUST" IN THIS AGREEMENT SHALL MEAN THE SPECIFIC GEOTRUST ENTITY SPECIFIED ON THE HOMEPAGE OF THE WEBSITE ON WHICH YOU APPLIED FOR YOUR CERTIFICATE. IF YOU ARE A CUSTOMER OF A RESELLER (AS DEFINED HEREIN), YOU REPRESENT AND WARRANT THAT YOUR RESELLER IS AUTHORIZED TO APPLY FOR, ACCEPT, INSTALL, MAINTAIN, RENEW, AND, IF NECESSARY, REVOKE THE CERTIFICATE ON YOUR BEHALF. BY AUTHORIZING YOUR RESELLER TO USE YOUR CERTIFICATE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, CONTACT GEOTRUST IMMEDIATELY AT THE TELEPHONE NUMBER SET FORTH IN SECTION 24 BELOW AND GEOTRUST WILL REVOKE THE CERTIFICATE.

IF YOU ARE A RESELLER AND ARE ACTING AS THE AUTHORIZED REPRESENTATIVE OF A CUSTOMER IN APPLYING FOR A CERTIFICATE, YOU REPRESENT AND WARRANT AS SET FORTH IN SECTIONS 8.2 AND 8.3. IF YOU ARE A RESELLER AND ARE APPLYING FOR YOUR OWN CERTIFICATE, THIS AGREEMENT APPLIES TO YOU IN ITS ENTIRETY, EXCEPT FOR SECTION 8.3.

  1. Definitions.
    • "Certification Authority" or "CA" means an entity authorized to issue, suspend, or revoke Certificates. For purposes of this Agreement, CA shall mean GeoTrust.
    • "Certificate Application" means a request to a CA for the issuance of a Certificate.
    • "Certification Practice Statement" or "CPS" means a document, as revised from time to time, representing a statement of the practices a CA employs in issuing Certificates. GeoTrust's CPS is published at http://www.geotrust.com/resources/repository/legal.asp.
    • "Intellectual Property Rights" means any and all now known or hereafter existing rights associated with intangible property, including, but not limited to, registered and unregistered, United States and foreign copyrights, trade dress, trade names, corporate names, logos, inventions, patents, patent applications, software, know-how and all other intellectual property and proprietary rights (of every kind and nature throughout the universe and however designated).
    • "GeoSure Protection Plan" shall mean the extended warranty program offered by GeoTrust, as detailed in the Repository.
    • "Relying Party" shall mean an individual or organization that acts in reliance on a Certificate and/or a digital signature.
    • "Relying Party Agreement" shall mean an agreement used by a CA setting forth the terms and conditions under which an individual or organization acts as a Relying Party, such as the GeoTrust Relying Party Agreement published in the Repository.
    • "Repository" shall mean the collection of documents located at the link for the repository which may be accessed from the homepage of the website from which you applied for your Certificate.
    • "Reseller" shall mean an internet service provider, a systems integrator, a web host, a technical consultant, an application service provider, or other entity that obtains Certificates for re-sale.
    • "Subscriber" means a person, organization, or entity who is the owner of or has the right to the device that is the subject of, and has been issued a Certificate, and is capable of using, and is authorized to use, the private key that corresponds to the public key listed in the Certificate at issue.
    • "GeoTrust Seal" shall mean an electronic image featuring a GeoTrust mark, which when displayed by you on your website indicates that you have purchased GeoTrust service(s).
    • "GeoTrust PKI" or "PKI" shall mean the Certificate-based public key infrastructure governed by the GeoTrust PKI certificate policies, which enables the worldwide deployment and use of Certificates by GeoTrust, its affiliates, their respective customers, Subscribers, and Relying Parties.
  2. Description of the Certificate. The following applies to GeoTrust True BusinessID, True BusinessID Wildcard, Enterprise SSL, Enterprise SSL Premium, and Enterprise SSL Wildcard Certificates only: The Certificate for which you have applied on behalf of your organization is a fully-authenticated certificate within the GeoTrust PKI. These Certificates are issued to devices to provide authentication; message, software, and content integrity; and confidentiality encryption. Fully-authenticated Certificates provide assurances of the identity of the Subscriber based on a confirmation that the Subscriber organization does in fact exist. The Certificate also provides assurances that the Subscriber is entitled to use the domain name listed in the Certificate Application, if a domain name is listed in such Certificate Application. The following applies to GeoTrust QuickSSL, QuickSSL Premium, Power Server ID, and Power Server ID Wildcard Certificates only: The Certificate for which you have applied on behalf of your organization is not a fully-authenticated Certificate within the GeoTrust PKI. These Certificates are issued to devices to provide validation of the domain (unless issued to an Intranet Server); message, software, and content integrity; and confidentiality encryption. These Certificates provide assurances of the validity of the domain (unless issued to an Intranet Server) and that the domain administrator has authorized the Certificate Application. No organization authentication is performed on the owner of the domain. If you have applied for an Extended Validation Certificate, then GeoTrust will authenticate your Certificate according to the Extended Validation Certificate guidelines.
  3. Processing the Certificate Application. Upon GeoTrust's receipt of the necessary payment and upon completion of authentication procedures required for the Certificate you have selected, GeoTrust will process your Certificate Application. If your Certificate Application is approved, GeoTrust will issue you a Certificate for your use in accordance with this Agreement. After you pick up or otherwise install your Certificate, you must review the information in it and promptly notify GeoTrust of any errors. Upon receipt of such notice, GeoTrust may revoke your Certificate and issue you a corrected Certificate.
  4. Use Restrictions. You are prohibited from using your Certificate (i) for or on behalf of any other organization; (ii) to perform private or public key operations in connection with any domain and/or organization name other than the one you submitted on your Certificate Application; and (iii) for use as control equipment in hazardous circumstances or for uses requiring fail-safe performance such as the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control systems, or weapons control systems, where failure could lead directly to death, personal injury, or severe environmental damage. If you choose to display the GeoTrust Seal, you must install and display such seal only in accordance with the applicable GeoTrust Seal License Agreement published in the Repository.
  5. Revocation. If you discover or have reason to believe there has been a compromise of your private key, or the information within your Certificate is incorrect or has changed, or if your organization name and/or domain name registration has changed, you must immediately notify GeoTrust. GeoTrust retains the right to revoke your Certificate at any time without notice if (i) GeoTrust discovers that the information within your Certificate is no longer valid; (ii) you fail to perform your obligations under the terms of this Agreement; or (iii) in GeoTrust's sole discretion, you have engaged in activities which GeoTrust determines are harmful to the PKI.
  6. Obligations Upon Revocation or Expiration. Upon expiration or notice of revocation of your Certificate, you shall permanently remove your Certificate from all devices on which it is installed and shall not use it for any purpose thereafter. If you have installed a GeoTrust Seal in conjunction with the revoked Certification, then you shall remove such seal from your website.
  7. Term of Service. This Agreement shall remain in effect until your Certificate has expired or is earlier revoked.
  8. Representations and Warranties.
    1. GeoTrust Representations and Warranties. GeoTrust represents and warrants that (i) there are no errors introduced by GeoTrust in the Certificate information as a result of GeoTrust's failure to use reasonable care in creating the Certificate; (ii) its issuance of Certificates shall comply in all material respects with its CPS; and (iii) its revocation services and use of a Repository conform to its CPS in all material aspects.
    2. Your Representations and Warranties. You represent and warrant to GeoTrust and Relying Parties that (i) all information material to the issuance of a Certificate you provide to GeoTrust in your Certificate Application is accurate; (ii) you will inform GeoTrust if the representations you made to GeoTrust in your Certificate Application changed or are no longer valid; (iii) the Certificate information you provided (including your e-mail address) does not infringe the Intellectual Property Rights of any third party; (iv) the Certificate information you provided (including your email address) has not been and will not be used for any unlawful purpose; (v) you have been (since the time of its creation) and will remain the only person possessing your private key, or any challenge phrase, PIN, software, or hardware mechanism protecting the private key, and no unauthorized person has had or will have access to such materials or information; (vi) you will use your Certificate exclusively for authorized and legal purposes consistent with this Agreement; (vii) you will use your Certificate as an end user and not as a Certification Authority to issue Certificates, certification revocation lists, or otherwise; (viii) each digital signature created using your private key is the Subscriber's digital signature, and the Certificate has been accepted and is operational (not expired or revoked) at the time the digital signature is created; (ix) you manifest assent to this Agreement as a condition of obtaining a Certificate; and (x) you will not monitor, interfere with, or reverse engineer (save to the extent that you can not be prohibited from so doing under applicable law) the technical implementation of the PKI, except with the prior written approval from GeoTrust, and shall not otherwise intentionally compromise the security of the PKI. You further represent and warrant that you have sufficient information to make an informed decision as to the extent to which you choose to rely on a digital certificate issued within the PKI, that you are solely responsible for deciding whether or not to rely on such information, and that you shall bear the legal consequences of your failure to perform any obligation you might have as a Relying Party under the applicable Relying Party Agreement.
    3. Reseller Representations and Warranties. Further to section 8.2, Reseller represents and warrants to GeoTrust and Relying Parties that (i) it has obtained the authority of its customer to enter into this Agreement on behalf of its customer and/or to bind its customer to this Agreement; and (ii) it shall comply with and procure its customer's compliance with this Agreement.
  9. Fees and Payment Terms. As consideration for the Certificate you have purchased, you shall pay GeoTrust the applicable service fees set forth on our website at the time of your selection, or, if applicable, upon receipt of an invoice from GeoTrust. All fees are due immediately and are non-refundable, except as otherwise stated below. All taxes, duties, fees and other governmental charges of any kind (including sales, services, use, and value-added taxes, but excluding taxes based on the net income of GeoTrust) which are imposed by or under the authority of any government on the service fees charged herein shall be borne by you and shall not be considered a part of, a deduction from or an offset against such service fees. All payments due to GeoTrust shall be made without any deduction or withholding on account of any tax, duty, charge, penalty, or otherwise except as required by law in which case the sum payable by you in respect of which such deduction or withholding is to be made shall be increased to the extent necessary to ensure that, after making such deduction or withholding, GeoTrust receives and retains (free from any liability in respect thereof) a net sum equal to the sum it would have received but for such deduction or withholding being required. This section does not apply to you if you purchased your Certificate from a Reseller.
  10. Refund Policy. GeoTrust shall provide refunds pursuant to its Refund Policy published on its web site.
  11. Proprietary Rights. You acknowledge that GeoTrust and its licensors retain all Intellectual Property Rights and title in and to all of their confidential information or other proprietary information, products, services, and the ideas, concepts, techniques, inventions, processes, software or works of authorship developed, embodied in, or practiced in connection with the services provided by GeoTrust hereunder, including without limitation all modifications, enhancements, derivative works, configurations, translations, upgrades, and interfaces thereto (all of the foregoing, "GeoTrust Works"). The GeoTrust Works do not include your pre-existing hardware, software, or networks. Except as otherwise expressly provided herein, nothing in this Agreement shall create any right of ownership or license in and to the other party's Intellectual Property Rights, and each party shall continue to independently own and maintain its Intellectual Property Rights.
  12. Modifications to Subscriber Agreement. GeoTrust may (i) revise the terms of this Agreement; and/or (ii) change part of the services provided herein at any time. Any such change will be binding and effective thirty (30) days after publication of the change on GeoTrust's websites, or upon notification to you by e-mail. If you do not agree with the change, you may terminate this Agreement at any time by notifying GeoTrust and requesting a partial refund of fees paid, prorated from the date of termination to the end of the service period. By continuing to use GeoTrust services after such change, you agree to abide by and be bound thereby.
  13. Privacy. You agree to the use of your data and information in accordance with the following: GeoTrust will treat and process the data you provide in your Certificate Application in accordance with the privacy statement specific to these Services ("GeoTrust Privacy Statement or "Privacy Statement"), as amended from time to time and accessible from the home page of the website from which you enrolled for your Certificate. GeoTrust may place in your Certificate information that you provide in your Certificate Application. GeoTrust may also (i) publish your Certificate and information about its status in the Repository; and (ii) use such information for the purposes set out in this Agreement and in the GeoTrust Privacy Statement. If you are a Reseller acting on behalf of a customer, you warrant that you have all necessary rights (including consents) to provide your customer information to GeoTrust. You are aware that GeoTrust will process and/or transfer the information you provide in your Certificate Application in the United States and in other jurisdictions where GeoTrust maintains a presence. For further information on processing of customer data, please see our applicable Privacy Statement.
  14. Disclaimers of Warranties. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES CONTAINED IN SECTION 8 OR THE GEOSURE PROTECTION PLAN, GEOTRUST DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTION OF CUSTOMER REQUIREMENTS, NONINFRINGEMENT, AND ANY WARRANTY ARISING OUT OF A COURSE OF PERFORMANCE, DEALING OR TRADE USAGE. TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS, WARRANTIES OR GUARANTEES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
  15. Indemnity. You agree to indemnify, defend and hold harmless GeoTrust, its directors, shareholders, officers, agents, employees, successors and assigns from any and all third party claims, suits, proceedings, judgments, damages, and costs (including reasonable attorney's fees and expenses) arising from (i) the breach of any of your warranties, representations and obligations under this Subscriber Agreement, (ii) any falsehoods or misrepresentations of fact you make on the Certificate Application, (iii) any infringement of an Intellectual Property Right of any person or entity in information or content provided by you, (iv) failure to disclose a material fact on the Certificate Application if the misrepresentation or omission was made negligently or with intent to deceive any party, or (v) failure to protect the private key, or use a trustworthy system, or to take the precautions necessary to prevent the compromise, loss, disclosure, modification or unauthorized use of the private key under the terms of this Agreement. GeoTrust shall promptly notify you of any such claim, and you shall bear full responsibility for the defense of such claim (including any settlements); provided however, that (a) you keep GeoTrust informed of, and consult with GeoTrust in connection with the progress of such litigation or settlement; (b) you shall not have any right, without GeoTrust's written consent, which consent shall not be unreasonably withheld, to settle any such claim if such settlement arises from or is part of any criminal action, suit or proceeding or contains a stipulation to or admission or acknowledgement of, any liability or wrongdoing (whether in contract, tort, or otherwise) on the part of GeoTrust, or requires any specific performance or non-pecuniary remedy by GeoTrust; and (c) GeoTrust shall have the right to participate in the defense of a claim with counsel of its choice at its own expense. The terms of this Section 15 will survive any termination of this Agreement. As a Relying Party, you agree to indemnify, defend and hold harmless GeoTrust, its directors, shareholders, officers, agents, employees, successors and assigns from any and all third party claims, suits, proceedings, judgments, damages, and costs (including reasonable attorney's fees and expenses) arising from (i) your failure to perform the obligations of a Relying Party as set forth in the applicable Relying Party Agreement; (ii) your reliance on a Certificate that is not reasonable under the circumstances; or (iii) your failure to check the status of such Certificate to determine whether the certificate is expired or revoked.
  16. Limitations of Liability.
    1. THE MOST THAT GEOTRUST MUST PAY YOU UNDER THE GEOSURE PROTECTION PLAN IS THE AMOUNT DETERMINED UNDER THE PLAN. THE LIMITATIONS ON DAMAGES AND PAYMENTS IN THIS SECTION 16.1 DO NOT APPLY TO REFUND PAYMENTS.
    2. THIS SECTION 16.2 APPLIES TO LIABILITY UNDER CONTRACT (INCLUDING BREACH OF WARRANTY), TORT (INCLUDING NEGLIGENCE AND/OR STRICT LIABILITY), AND ANY OTHER LEGAL OR EQUITABLE FORM OF CLAIM. IF YOU INITIATE ANY CLAIM, ACTION, SUIT, ARBITRATION, OR OTHER PROCEEDING SEPARATE FROM A REQUEST FOR PAYMENT UNDER THE GEOSURE PROTECTION PLAN RELATING TO SERVICES PROVIDED UNDER THIS AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, GEOTRUST SHALL NOT BE LIABLE FOR (I) ANY LOSS OF PROFIT, BUSINESS, CONTRACTS, REVENUE OR ANTICIPATED SAVINGS, OR (II) ANY INDIRECT OR CONSEQUENTIAL LOSS. GEOTRUST'S TOTAL LIABILITY FOR DAMAGES SUSTAINED BY YOU AND ANY THIRD PARTY FOR ANY USE OR RELIANCE ON A CERTIFICATE SHALL BE LIMITED, IN THE AGGREGATE, TO ONE HUNDRED THOUSAND U.S. DOLLARS (US$100,000) OR THE EQUIVALENT IN LOCAL CURRENCY. THE LIABILITY LIMITATIONS PROVIDED IN THIS SECTION 16.2 SHALL BE THE SAME REGARDLESS OF THE NUMBER OF DIGITAL SIGNATURES, TRANSACTIONS, OR CLAIMS RELATED TO SUCH CERTIFICATE. THIS SECTION 16.2 DOES NOT LIMIT REFUND PAYMENTS OR PAYMENTS UNDER THE GEOSURE PROTECTION PLAN. NOTWITHSTANDING THE FOREGOING, GEOTRUST'S LIABILITY SHALL NOT BE LIMITED UNDER THIS SECTION 16 IN CASES OF PERSONAL INJURY OR DEATH ARISING FROM GEOTRUST'S NEGLIGENCE OR TO ANY OTHER LIABILITY WHICH CANNOT BE EXCLUDED BY APPLICABLE LAW (INCLUDING MANDATORY LAWS OF ANY APPLICABLE JURISDICTION). TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN LIABILITY LIMITATIONS, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
  17. Force Majeure. Neither party shall be deemed in default hereunder, nor shall it hold the other party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder (excluding payment obligations) due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar events beyond the reasonable control of such party, provided that the party relying upon this Section 17 (i) gives prompt written notice thereof; and (ii) takes all steps reasonably necessary to mitigate the effects of the force majeure event; provided further, that in the event a force majeure event extends for a period in excess of thirty (30) days in the aggregate, either party may immediately terminate this Agreement upon written notice.
  18. Compliance with Law, Export Requirements, and Foreign Reshipment Liability. Both parties shall comply with all applicable federal, state and local laws, regulations, and export requirements in connection with their obligations under this Agreement. Without limiting the generality of the foregoing, each party agrees to comply with all export requirements ("Export Control"). Regardless of any disclosure you make to GeoTrust of an ultimate destination of any Certificates, software, hardware, or technical data (or portions thereof) supplied by GeoTrust ("GeoTrust Technology") and, notwithstanding anything contained in this Agreement to the contrary, you will not: (i) modify, export, or re-export, either directly or indirectly, any GeoTrust Technology to any destination restricted or prohibited by Export Control, without first obtaining any and all necessary licenses from the United States government or any other country that imposes Export Control; (ii) provide GeoTrust Technology to any proscribed party on the United States Treasury Department's Office of Foreign Asset Control list of "specially designated nationals and blocked persons", the United States Commerce Department's "denied parties list", the United States Commerce Departments "BIS Entity List" or such other applicable lists; or (iii) export or re-export GeoTrust Technology, directly or indirectly, for nuclear, missile, or chemical/biological weaponry end uses prohibited by Export Control. GeoTrust shall have the right to suspend performance of any of its obligations under this Agreement, without any prior notice being required and without any liability to you, if you fail to comply with this provision.
  19. Severability. If any provision of this Agreement should be found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained shall not, in any way, be affected or impaired thereby.
  20. Governing Law. This Agreement and any disputes relating to the services provided hereunder shall be governed and interpreted according to each of the following laws, respectively, without regard to its conflicts of law provisions: (a) the laws of the State of California, if you are located in North America or Latin America; or (b) the law of England, if you are located in Europe, Middle East or Africa; or (c) the laws of Singapore, if you are located in Asia Pacific including Japan. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
  21. Dispute Resolution. To the extent permitted by law, before you file suit or initiate an administrative claim with respect to a dispute involving any aspect of this Agreement, you shall notify GeoTrust, and any other party to the dispute for the purpose of seeking a business resolution. Both you and GeoTrust shall make good faith efforts to resolve such dispute via business discussions. If the dispute is not resolved within sixty (60) days after the initial notice, then a party may proceed as permitted under applicable law as specified under this Agreement.
  22. GeoSure Protection Plan. You may be covered by the most current version of the GeoSure Protection Plan, the details of which are published in the Repository. Under this Plan, GeoTrust will pay you for certain damages arising from the breach by GeoTrust of one or more of the limited warranties in the GeoSure Protection Plan, up to the limits set forth therein.
  23. Assignment. You may not assign the rights granted hereunder or this Agreement, in whole or in part and whether by operation of contract, law or otherwise, without GeoTrust's prior express written consent. Such consent shall not be unreasonably withheld or delayed.
  24. Notices and Communications. You will make all notices, demands or requests to GeoTrust with respect to this Agreement in writing to the "Contact" address listed on the website from where you purchased your Certificate, with a copy to: General Counsel – Legal Department, GeoTrust, Inc., 350 Ellis Street, Mountain View, California, USA 94043. References to telephone numbers above shall mean 1-650-527-8000.
  25. Entire Agreement. This Agreement, the Seal Agreement (if you choose to display a Seal), and if you are a Reseller, your Reseller agreement with GeoTrust, constitute the entire understanding and agreement between GeoTrust and you with respect to the transactions contemplated, and supersedes any and all prior or contemporaneous oral or written representation, understanding, agreement or communication relating thereto. Terms and conditions in any purchase orders that are not included in or that conflict with this Agreement are null and void.
  26. Third Party Beneficiary Rights. You agree that Microsoft, Inc. shall be an express third party beneficiary of the obligations contained in this Agreement.

GeoTrust SSL Certificate Subscriber Agreement version 3.0 (August 2010)

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