G-Suite Agreement

This G-Suite Agreement (this “Agreement”) applies to the Services (defined below) that the person or entity identified on the related Order Form (“you”) is purchasing from Dominion Domains, LLC, a Virginia limited liability company (“Dominion”). By submitting an Order Form for the Services to Dominion, you agree to be bound by this Agreement and the Universal Terms of Service Agreement, which is incorporated herein by this reference.

1. Purchase of Services. On the terms and conditions set forth herein, you hereby purchase, and Dominion hereby agrees to provide during the Term (defined below), the Google G-Suite services indicated on the Order Form (the “Services”).

2. Third Party Service Providers. You acknowledge and agree that Dominion is acting as a reseller of the Services, and you authorize Dominion to enter into agreements on your behalf with third parties service providers as necessary for the provision of the Services. You further acknowledge and agree that your use of the Services is subject to the terms and conditions of Google’s Terms and Conditions, Google’s Privacy Policy and Google Apps for Business Agreement.

3. Subscription Fees; Payment. You agree to pay Dominion the fee(s) in the amount(s) and on the basis indicated on the Order Form (the “Subscription Fee”) during the Term beginning on the date that you purchase the Services. Timely payment of Subscription Fees is your responsibility. Dominion has no obligation to invoice you or otherwise notify you of any upcoming payment obligations under this Agreement.

4. Term and Termination.

(a) The initial term of this Agreement begins on the date of your purchase of the Services and continues for twelve (12) months. This Agreement shall automatically renew for additional twelve (12) month renewal terms unless either party delivers written notice of its intent not to renew this Agreement at least thirty (30) days in advance of the expiration of the then-current term (the initial term and each renewal term, the “Term”).

(b) Within thirty (30) days of Service initiation, Dominion may elect to terminate the Services and this Agreement for any or no reason by giving you notice. Thereafter, Dominion may suspend and/or terminate the Services and this Agreement at any time for cause, which, without limitation, includes (i) the filing of any petition or the commencement of any proceeding by or against you for any relief under any bankruptcy, insolvency or similar laws, (ii) your insolvency, (iii) the making by you of a general assignment for the benefit of creditors, (iv) failure to respond to inquiries from Dominion for over fifteen (15) calendar days, (v) any material breach by you of this Agreement or (vii) your use of the Services in a manner that subjects Dominion to any claim that Dominion has violated any third party’s rights or acceptable use policies, including, without limitation, the transmission of unsolicited email or the violation of any third party intellectual property right or other right. No refund will be made when there is a suspension or termination of Services for cause.

(c) At any time and for any reason or no reason, Dominion may at its option terminate the Services and this Agreement by giving you thirty (30) days’ notice of termination via mail or email, at Dominion’s option. In addition, Dominion may immediately terminate this Agreement in the event that any third party service provider alters its relationship with Dominion in a way that materially impacts Dominion’s ability to provide the Services.

5. Amendment. Dominion reserves the right to amend this Agreement from time to time by giving you notice via your email address of record. If you do not agree with any such amendment to this Agreement, your exclusive remedy is to cancel your Services. Your continued use of the Services following notification of an amendment indicates your consent to the amended Agreement. Unless otherwise specified by Dominion, any such amendment binds you (a) thirty (30) days after Dominion notifies you of the amendment, or (b) immediately, if such amendment is required by law or a third party service provider necessary for the provision of the Services.

6. Entire Agreement. This Agreement (including the Universal Terms of Service Agreement) constitutes the entire agreement of the parties hereto, and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties, with respect to the subject matter hereof.

7. Survival. In addition to your accrued payment obligations and your representations and warranties hereunder, Sections 4 to 7 of this Agreement will survive any expiration or termination of this Agreement. Further, the terms and conditions of the Universal Terms of Service Agreement will survive any expiration or termination of this Agreement.

BY EXECUTING AND/OR SUBMITTING THE ORDER FORM, THE PARTIES INTEND TO BE BOUND BY THIS AGREEMENT AND CONSENT TO THE USE OF THE SIGNATURES TO THE ORDER FORM (INCLUDING ANY DIGITAL SIGNATURES) AS PROOF THEREOF.

[END OF G-SUITE AGREEMENT – UPDATED JUNE 2018]