By and between Lonestar Interactive, a Texas company ("LSI"),
and you, the service recipient ("Customer").
In consideration of the mutual covenants herein, the parties agree to the
following, which shall apply during the term of this agreement:
- ORDER ACCEPTANCE, PAYMENT
- All orders are subject to acceptance by LSI at its
office in El Paso, Texas. An order will be deemed accepted by LSI
when LI sends confirmation (account details) to Customer.
- Payment and Terms: Payment shall be made to LSI into
the account designated by LSI, or as may otherwise be agreed in writing
by the parties. Payments are due upon invoice. If due to bank charges,
transfer fees, or the like, LSI should receive less than its invoice
amount, LSI will re-invoice Customer for the shortfall. Should payment
in full of any invoice (aside from such shortfalls) not be received by
LSI within ten (15) days after activation or renewal, LSI may discontinue
service and impose a debt service charge amounting to $6.25 (or such lesser amount as may be required by law) for each month or fraction there of the overdue amount remains unpaid.
In the event that any amount remains unpaid ten (15) days after
presentation of invoice, LSI may withhold or suspend services, and may
terminate this agreement pursuant to paragraph 10.C. below.
- All prices for Plans provided by LSI to Customer are in
- Customer shall be responsible for paying all taxes of any
nature which become due with regard to LSI's services, except for taxes
on LSI's income, irrespective of which party may be responsible for
reporting or collecting such taxes.
- SERVICES TO BE PROVIDED BY LSI
- During the term of this agreement, LSI will provide
services to Customer according to the Plan(s) accepted by Customer.
"Plan" means one of LSI's proposals for offering various services, as
listed on line at http://www.lstar.net/plans/.
The specific Plan(s) for services to be provided to
Customer shall be established by correspondence between LSI and Customer.
Such Plan(s) shall be deemed incorporated by reference into this agreement.
LSI and Customer shall retain copies of such Plan(s) for future reference.
On-line changes made by LSI to any Plan shall not change the terms of the
Plan(s) accepted by Customer, unless such changes do not adversely affect
the services provided to Customer under the prior Plan(s).
- At Customer's request, LSI will acquire an Internet
Second-Level Domain Name ("SLD"), from the US InterNIC or successor
registrar only, on behalf of Customer. Such a request by Customer
and/or Customer's acceptance or use of the SLD obtained by LSI shall in
all cases constitute Customer's waiver of any and all claims which it may
have, or which may later arise, against LSI for any loss, damage, claim
or expense arising out of, or related to, the acquisition, registration,
and/or use of such SLD. Any costs of LSI in obtaining or maintaining a
domain name for Customer or its customers shall be immediately reimbursed
to LSI upon invoice from LSI to Customer.
- RULES AND REGULATIONS
From time to time LSI may impose reasonable rules and
regulations regarding theuse of its services. Such rules and regulations
are currently called Acceptable Use Policies (AUPs) and are posted on the
Internet at http://www.lstar.net/support/policy/. Such AUPs are incorporated by reference into this agreement.
- DISCLAIMERS OF WARRANTY; LSIMITATIONS ON LSI'S OBLSIGATIONS AND LSIABILSITIES
- LSI's liability to Customer hereunder is limited to the
amount paid to and received by LSI for services not accepted. LSI is
proud of its record in providing state-of-the-art, reliable services, and
will use its best efforts to maintain performance at the high level to
which its customers have become accustomed, but LSI MAKES ABSOLUTELY NO
WARRANTIES WHATSOEVER, EXPRESS OR IMPLSIED, INCLUDING WARRANTIES OF NON-
INFRINGEMENT, MERCHANTABILSITY, OR FITNESS FOR A PARTICULAR PURPOSE. LSI
CANNOT GUARANTEE CONTINUOUS SERVICE, SERVICE AT ANY PARTICULAR TIME,
INTEGRITY OF DATA STORED OR TRANSMITED VIA ITS SYSTEM. NEITHER LSI NOR
ANYONE ELSE INVOLVED IN PROVIDING SERVICES PURSUANT TO THIS AGREEMENT WILL BE LSIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY CLAIMS OR DAMAGES OF ANY KIND (DIRECT, CONSEQUENTIAL, SPECIAL, OR ANY OTHER) THAT ARISE OUT OF THE
USE OR INABILSITY TO USE SUCH SERVICES, whether or not resulting from fault
or negligence on LSI's part, even if LSI has been advised as to the
possibility of such damages. Some jurisdictions may prohibit certain
disclaimers, so the above disclaimers may not apply. Customer's local
jurisdiction's laws will apply only to the extent they override this
- Customer will take all necessary measures to preclude LSI
from being made a party to any lawsuit or claim regarding LSI services
provided to Customer. Customerhereby agrees to indemnify and hold harmless
LSI from any and all such lawsuits or claims.
- PROPERTY RIGHTS
LSI owns all right, title and interest in and to LSI's trade
names, service marks, inventions, copyrights, trade secrets, patents, and
know-how relating to the design, function,or operation of Plans and of the
hardware and software systems and resources necessary to provide the
individual service elements of which they consist. This agreement does not
constitute a license to Customer to use LSI's trade names or service
marks. Any such license must be the subject of a separate written agreement.
- LSI will not sell, and will not knowingly disclose, its
customer lists or customer email or listserv address lists (although it
cannot guarantee that such information will never be found out). LSI will
cooperate with those attempting to minimize net abuse, and reserves the
right to institute "filters" or other mechanisms as part of its efforts to
reduce net abuse.
- LSI will not monitor or disclose Customer's private email
messages unless required to do so by court order or law, but LSI will
cooperate with law enforcement authorities and will notify such authorities
if it suspects that Customer is engaged in illegal activities.
Customer acknowledges that by reason of its relationship with LSI
hereunder, it may have access to certain information and materials relating
to LSI's business plans, customers, software technology, and marketing
strategies that is confidential and of substantial value to LSI, which
value would be impaired if such information were disclosed to third parties.
Customer agrees that it will not use in any way for its own account nor for
the account of any third party, nor disclose to any third party, any such
information revealed to it by LSI. Customer further agrees that it will
take every reasonable precaution to protect the confidentiality of such
information. In the event of termination of this agreement, Customer shall
not disclose any such confidential information in its possession, and shall
return all confidential materials to LSI or destroy them, at LSI's
option. The provisions of this section shall survive the termination of
this agreement. Upon any breach or threatened breach of this section, LSI
shall be entitled to injunctive relief.
- RELATIONSHIP OF THE PARTIES; NATURE OF AGREEMENT
The relationship between LSI and Customer is that of vendor and
vendee. The parties shall not be construed as being joint venturers,
franchiser/franchisee, or employer/employee. Even if Customer is an
individual, this agreement is a commercial agreement entered into for
business purposes, not a consumer agreement. Customer has no authority,
apparent or otherwise, to contract for or on behalf of LSI, or in any
other way legally bind LSI in any fashion, nor shall Customer be
authorized to make any representations about LSI or its services other
than to set forth the contents of this agreement, of any Plan(s) contracted
for, and of any rules and regulations promulgated by LSI from time to time.
- TERM, TERMINATION
- Initial term. Unless otherwise terminated as set forth herein,
this agreement shall be effective for the term stated in the initial order.
- Automatic renewal. This agreement shall be renewed
automatically for subsequent terms of the same length unless, at least
twenty (20) days prior to the next renewal date, one party gives notice of
non-renewal to the other. If, prior to the renewal date, LSI tenders to
Customer a copy of LSI's then-current Customer Agreement with notice that
renewal is conditioned on Customer's agreement thereto, any renewal by
customer will be deemed to be an acceptance of the terms contained in such
subsequent Customer Agreement, rather than a renewal pursuant to the terms
contained herein. Upon automatic renewal of this Agreement, the Plan(s)
accepted by Customer shall be deemed to be the then-current Plan(s) most
closely resembling Customer's prior accepted Plan(s), provided that such
subsequent Plan(s) shall be at least as favorable to Customer as any prior
- Termination. This agreement may be terminated in any of
the following ways:
- By LSI,
- upon thirty (30) days' written notice to
Customer, if in the sole judgment of LSI, Customer breaches any material
and substantial provision of this agreement and has not cured by the end of
the 30 days.
- immediately upon written notice to Customer,
in the event that
- Customer, in the sole judgment of
LSI, violates the AUPs, in which case LSI may either terminate this
agreement, or suspend it pending discussions with Customer.
- Any bank draft or check delivered
by Customer to LSI in payment for Products is returned unpaid and Customer
fails to remedy such nonpayment within five business days;
- Customer becomes more than sixty
(60) days in arrears in payment of its account with LSI;
- There are instituted bankruptcy
or insolvency proceedings against Customer, which are not vacated within
sixty (60) days from the date of filing;
- Customer institutes voluntary
bankruptcy or insolvency proceedings, or otherwise admits insolvency;
- Customer makes an assignment of
all or part of its assets for the benefit of creditors;
- Customer assigns or attempts to assign
all or any part of this Agreement without LSI's prior written approval; or
- Customer fails to inform LSI
in writing immediately on the happening of any event specified in this section;
- By Customer,
- immediately upon giving written notice to LSI, if
- There are instituted bankruptcy or
insolvency proceedings against LSI, which are not vacated within sixty (60)
days from the date of filing;
- LSI institutes voluntary bankruptcy or
insolvency proceedings, or otherwise admits insolvency;
- LSI makes an assignment of all or
part of its assets for the benefit of creditors; or
- LSI fails to inform Customer in
writing immediately on the happening of any event specified in this section.
The provisions of paragraph survive any termination of this
agreement. Should termination occur for any of the reasons set forth in
10.C.1.(a); or in 10.C.1.(b) (1), (2), or (3), Customer will be responsible
for paying the costs of enforcing any unpaid obligations to LSI, including
reasonable attorney fees.
Customer's rights and obligations under this agreement may not be
transferred or assigned directly or indirectly without the prior written
consent of LSI, which consent shall not be unreasonably refused. LSI's
rights and obligations under this agreement may be transferred and assigned
only if such transfer or assignment does not adversely affect the services
provided to Customer hereunder.
- PARTIAL INVALSIDITY
If any provision of this agreement is held to be invalid by a court
of competent jurisdiction, then the remaining provisionsshall nevertheless
remain in full force and effect. LSI and Customer agree to renegotiate
in good faith any term held invalid and to be bound by mutually agreed
- APPLSICABLE LAW, JURISDICTIONAL MATTERS
This agreement takes effect when accepted by LSI in Texas. It
is to be governed by and construed under the laws of the State of Texas
and the United States of America. The federal and state courts of the State
of Texas shall have exclusive jurisdiction to adjudicate any non-arbitrable
dispute arising out of this agreement. Customer hereby expressly consents to
(1) the jurisdiction of the courts of Texas and (2) service of process being
effective upon it by registered mail sent to the address set forth at the
beginning of this document, as may be changed from time to time by written
notice actually received by LSI. Unless prohibited by the law of Customer's
jurisdiction, Customer waives any requirement that service of process or of any
documents be made upon it pursuant to the provisions of the Hague Convention.
Except with respect to service of process as set forth in paragraph 14,
all notices may be sent by email, fax, or express mail to the email address,
fax number, or address most recently provided and will be effective upon
transmission. Evidence of successful transmission shall be retained.
- ENTIRE AGREEMENT; MODIFICATIONS
This agreement sets forth the entire agreement and understanding
between the parties and merges all prior discussion between them. LSI may
make changes to this agreement upon thirty (30) days' written notice to
Customer, advising of the change and the effective date thereof. Utilization
of LSI services by Customer and/or its Customers following the effective
date of such change shallconstitute acceptance by Customer of such change(s).
Otherwise,this agreement may not be modified except by the of written
consent of both parties.
Lonestar Interactive Customer Agreement v1.0