OTHER BEEMAN MARKETING, LLC AGREEMENTS

I. CUSTOMER ACKNOWLEDGES AND AGREES TO THE TERMS OF THE BEEMAN MARKETING, LLC UNIVERSAL SERVICE AGREEMENT, BEEMAN MARKETING, LLC PRIVACY POLICY, BEEMAN MARKETING, LLC TERMS, AND BEEMAN MARKETING, LLC DIGITAL CONCIERGE AGREEMENT, EACH SEPARATE AGREEMENTS HEREBY INCORPORATED BY REFERENCE.

PARTICIPATION IN HOSTING SERVICES

I. CUSTOMER ACKNOWLEDGES AND AGREES THAT HOSTING SERVICES WILL ONLY BE PROVIDED IF (A) THE CUSTOMER IS CURRENTLY PARTICIPATING IN A BEEMAN DIGITAL CONCIERGE TIER AND IS IN GOOD PAYMENT STANDING OR (B) A STAND-ALONE HOSTING PLAN HAS BEEN PURCHASED FROM BEEMAN AND THE CUSTOMER IS IN GOOD PAYMENT STANDING.

II. CUSTOMER ACKNOWLEDGES AND AGREES THAT IF THEY ARE NO LONGER PARTICIPATING IN DIGITAL CONCIERGE, THEY ARE IN BAD PAYMENT STANDING FOR THEIR DIGITAL CONCIERGE TIER, AND/OR PAYMENT HAS NOT BEEN MADE FOR STAND-ALONE HOSTING PLAN, BEEMAN HAS THE RIGHT TO DISABLE HOSTING SERVICES FOR THE CUSTOMER WHICH WOULD RESULT IN THE CUSTOMER’S WEBSITE BECOMING INACTIVE/INACCESSIBLE TO THE GENERAL PUBLIC. IF CUSTOMER WANTS TO CANCEL DIGITAL CONCIERGE, THEY WILL BE PRESENTED WITH THE OPPORTUNITY TO PAY FOR A STAND-ALONE HOSTING PLAN TO KEEP THEIR WEBSITE ACTIVE/ACCESSIBLE. IF CUSTOMER DOES NOT OPT TO SIGN-UP/PAY FOR A NEW STAND-ALONE HOSTING SERVICE, THEIR WEBSITE WILL BECOME INACTIVE/INACCESSIBLE. IF PAYMENT IS OUTSTANDING, BEEMAN WILL DISABLE THE CUSTOMER’S WEBSITE UNTIL THE BALANCE OWED IS PAID; THE CUSTOMER’S WEBSITE WILL REMAIN INACTIVE/INACCESSIBLE UNTIL THEN.

OWNERSHIP / TRANSFER OF FILES

I. UNLESS OTHERWISE SPECIFIED, THE CUSTOMER RETAINS OWNERSHIP OF ALL WEBSITE FILES AND APPLICABLE WEBSITE DATA. CUSTOMER PROVIDES BEEMAN WITH AN INDEFINITE LEASE OF ALL WEBSITE DATA REGARDLESS OF CUSTOMER STATUS WITH BEEMAN. AS LONG AS THE CUSTOMER IS FULLY PAID-UP ON SERVICE(S) WITH BEEMAN, CUSTOMER RESERVES THE RIGHT TO RECEIVE A COPY OF ALL WEBSITE FILES AND WEBSITE DATA IF CUSTOMER DECIDES TO NO LONGER WORK WITH BEEMAN. IF CUSTOMER WANTS TO USE ANOTHER COMPANY AS A HOSTING PROVIDER, BEEMAN WILL PROVIDE SOME ASSISTANCE IN TRANSFERRING ASSETS TO THE NEW HOSTING PROVIDER SO LONG AS THE CUSTOMER IS IN GOOD PAYMENT STATUS. IF CUSTOMER WANTS TO USE ANOTHER COMPANY AS A HOSTING PROVIDER BUT A BALANCE IS OWED TO BEEMAN, BEEMAN RESERVES THE RIGHT TO WITHHOLD ACCESS TO FILES UNTIL THE BALANCE OWED IS PAID OFF.

HOSTING TERMINATION

I. EITHER PARTY MAY TERMINATE HOSTING SERVICES BY PROVIDING WRITTEN NOTICE TO THE OTHER NO LATER THAN 30 DAYS PRIOR THE DESIRED TERMINATION DATE. CUSTOMER ACKNOWLEDGES AND AGREES THAT IF THE REQUIRED WRITTEN NOTICE IS SENT TO BEEMAN WITH LESS THAN 30 DAYS BEFORE THE NEXT PAYMENT DATE, NO REFUNDS, ADJUSTMENTS OR PRORATIONS WILL BE PROVIDED.

INDEMNIFICATION

I. CUSTOMER ACKNOWLEDGES AND AGREES TO HOLD HARMLESS, DEFEND AND INDEMNIFY BEEMAN, BEEMAN’S PARTNERS AND BEEMAN’S AFFILIATES (HEREAFTER REFERRED TO AS “INDEMNIFIED PARTY”) FROM ANY/ALL LOSSES, LIABILITIES, ACTIONS, SUITS, DAMAGES, LEGAL OR ADMIN PROCEEDINGS, EXPENSES, OR LEGAL EXPENSES FILED BY A THIRD PARTY, INCLUDING PATIENTS OF THE CUSTOMER, AGAINST THE INDEMNIFIED PARTY ARISING OUT OF OR RELATING TO (A) CUSTOMER’S USE OF INDEMNIFIED PARTY’S PRODUCTS AND SERVICES, (B) ANY BREACH OF ANY REPRESENTATIONS, WARRANTIES, OR COVENANTS CONTAINED IN THESE TERMS MADE BY THE CUSTOMER, (C) ACTS OR OMISSIONS BY THE CUSTOMER, OR (D) VIOLATION THESE TERMS & CONDITIONS BY THE CUSTOMER.

II. CUSTOMER ACKNOWLEDGES AND AGREES THAT OCCASIONALLY SERVER ISSUES MAY ARISE WHICH COULD RESULT IN THE CUSTOMER’S WEBSITE BEING INACTIVE/INACCESSIBLE (HEREAFTER REFERRED TO AS “DOWNTIME”) TO TO THE GENERAL PUBLIC FOR A PERIOD OF TIME. BEEMAN WILL WORK DILIGENTLY TO RESOLVE ANY SERVER/WEBSITE ISSUES IF THEY ARISE, BUT THE DURATION OF DOWNTIME VARIES. CUSTOMER AGREES TO HOLD BEEMAN HARMLESS FOR ANY DAMAGES, EXPENSES AND/OR LOSS OF BUSINESS ASSOCIATED WITH WEBSITE DOWNTIME.