UNIVERSAL CUSTOMER AGREEMENT FOR LIMEDOMAINS.COM SOFTWARE AND SERVICES

This LimeDomains.com Universal Customer Agreement (the "Agreement") is between Lime Labs LLC a company organized under the laws of the United States of America and having its principal place of business at 377 Broadway, 11th Floor, New York, NY 10013, ("Lime Labs"), which owns and operates LimeDomains.com and each customer,, its heirs, agents, successors and assigns (collectively termed as "You" or "Your").

Lime Labs via Limedomains.com offers software ("Software") and services ("Services") related to but not limited to domain name registration and web hosting industry. You are desirous of purchasing the Software and Services of Lime Labs and as such have agreed to enter into this Agreement on the terms and conditions contained hereinafter. Lime Labs and You will also individually be referred to as "Party" and collectively as "Parties".

This Agreement shall become effective on the day of its electronic execution. In addition to laying down the terms and conditions of Your use of Lime Labs' Software and Services purchased by You, this Agreement also sets forth the respective obligations of each Party to the other Party.

This Agreement along with the policies of Lime Labs and all modifications thereto, constitute the entire and exclusive Agreement between You and Lime Labs with respect to Your use of Lime Labs' Software and Services, and supersede all prior proposals, agreements, understandings, representations or other communications. All Lime Labs policies and agreements specific to particular Software and Services are incorporated herein and made part of this Agreement by reference, including the Internet Corporation for Assigned Names and Numbers ("ICANN") Uniform Domain-Name Dispute Resolution Policy ("UDRP"). By purchasing Lime Labs' Software or Services, You acknowledge that You have read, understood, and agree to be bound by all terms and conditions of this Agreement and any other policies or agreements made part of this Agreement by reference, as well as any modifications or additions thereto or any new or additional policies which Lime Labs may establish from time to time. Additionally, You also agree to be bound by the terms of this Agreement for transactions entered into on Your behalf by anyone acting as Your Agent, and transactions entered into by anyone who uses the account You have established with Lime Labs, whether or not the transactions were entered into on Your behalf.

This Agreement is in two parts viz. Part A and Part B. Part A contains the general terms and conditions of this Agreement and is applicable to all customers of Lime Labs. Part B of this Agreement contains Software and Services specific agreements and is only applicable to customers who purchase those specific Software and Services.

A. GENERAL TERMS AND CONDITIONS

1. TERM OF AGREEMENT

Unless otherwise specified herein or as set out on Lime Labs' web site Limedomains.com, each Lime Labs Software or Service is provided for an initial specified period and renewable thereafter for specified period, as set forth during the renewal process.

2. MODIFICATIONS TO THE AGREEMENT

Except as otherwise provided herein, You agree that, during the term of this Agreement, Lime Labs may:

revise the terms and conditions of this Agreement (hereafter referred to as the "Revised Agreement"); and
change at any time, any part of the Services provided under this Agreement.

Any such revision of this Agreement or change in the Services will be binding and effective immediately upon posting of the Revised Agreement or change to the Services on Lime Labs' web site(s), or upon notification to You via e mail or mail of the Revised Agreement or change to the Services . In case You do not agree to the terms of the Revised Agreement, You may terminate this Agreement by providing Lime Labs with a notice of Your intention to do so by e-mail or mail at the address specified in Clause 16 and in accordance with Clause 17 below.

Notwithstanding anything to the contrary hereinabove, You agree that it is Your responsibility to review the web site(s) of Lime Labs from time to time to make Yourself aware of the posting of any Revised Agreement and/or notifications regarding any changes to the Services provided by Lime Labs.

By continuing to use the Services after posting of the Revised Agreement or change to the Services on Lime Labs' web site(s) or upon notification to You via e mail or mail of the Revised Agreement or change to the Services on Lime Labs' web site(s), You hereby agree to be bound by the Revised Agreement or the changes to the Services as the case may be.

You agree that Lime Labs may from time to time offer promotional schemes with different charges and features.

3. FEES AND PAYMENT

As consideration for the Software or Services You have elected to purchase, You agree to pay Lime Labs the applicable fees set forth on its web site at the time of Your order for such Software or Services unless otherwise contracted.. Unless otherwise expressly notified in writing by Lime Labs, all fees are non-refundable even if Lime Labs' Software or Services are suspended, terminated, or transferred prior to the end of the term of the Software or Services. Lime Labs expressly reserves its right to modify pricing of the Software or Services through e-mail and/or notice on its web site. Payment may be made by You through credit card or Pay by PayPal (defined hereinafter) (the "Payment Methods").

If You have signed up for a monthly payment plan, Your monthly billing date will be determined based on the day of the month You purchase the Software or Services. If You have signed up for an annual (or longer) payment plan, and You have elected the automatic renewal option, Lime Labs will automatically renew the Software and Services when they come up for renewal for the same period of time as the initial term and will take payment from the Payment Method You have on file with Lime Labs. Any renewal of Your Software and Services will be subject to Lime Labs' then prevailing rates.

If for any reason Lime Labs is unable to charge Your Payment Method for the full amount owed to it for the Software and Services provided, or if Lime Labs is charged a penalty for any fee it previously charged to Your Payment Method, Lime Labs may take all remedies available to collect fees owed including using Your credit card/cards on file, funds in Your account, or assume ownership of Your domain names if they are in unpaid status. If You pay by credit card and if for any reason Lime Labs is unable to charge Your credit card with the full amount of the Software and Services provided, or if Lime Labs is charged back for any fee it previously charged Your credit card, You agree that Lime Labs may pursue all available remedies in order to obtain payment. You agree that the remedies Lime Labs may pursue in order to effect payment shall include but not be limited to, immediate cancellation without notice to You of any domain name(s) registered or Software and Services renewed on Your behalf. Lime Labs reserves the right to charge a reasonable administrative fee for tasks outside the scope of its regular Services, including additional costs that it may incur in providing the Services to You. These include, but are not limited to, customer service issues that cannot be handled over e-mail but require personal service, fees incurred by third parties You have elected to use as payment methods including PayPal and disputes that require legal services. These charges will be billed to the Payment Method Lime Labs will have on file for You.

You agree that You are solely liable for arranging that Lime Labs' Software and Services are renewed, and that Lime Labs shall not be liable to You or any third party if it is unable to charge Your Payment Method in order to renew the Software and Services.

While all purchases are processed in United States (US) dollars, Lime Labs may provide an estimated conversion price to currencies other than US dollars. You acknowledge and agree that the pricing displayed during the checkout process is an estimate. Due to potential minimal time delays between actual purchase and the payment settlement, the actual price charged may fluctuate. Accordingly, Lime Labs makes no representations or warranties that the actual price will be the same or substantially similar to the actual price You will pay and You waive any and all claims based upon any discrepancy between the estimate and the actual price. In addition, You may be charged VAT based on the country indicated in Your billing address section. Any amounts to be charged will appear during the checkout process.

Pay by PayPal

You can purchase Lime Labs Software and Services by using the services of PayPal, Inc. ("Pay by PayPal"). In consideration for the Software and Services purchased by You and provided to You by Lime Labs, You agree to allow PayPal to debit the full amount of this transaction from Your PayPal account balance or the preferred funding source You established with PayPal, which is non-refundable.

It is Your responsibility to keep Your PayPal Account current, and to have available funds in it. You agree that PayPal and Lime Labs will not be responsible for payments that fail to go through as a result of Your funding source no longer existing, or holding insufficient funds. If for any reason PayPal is unable to withdraw the full amount owed for the Software and Services provided, You agree that PayPal and Lime Labs may pursue all available remedies in order to obtain payment from You.

By clicking the box labeled "I agree" to the Pay by PayPal terms, You authorize the information provided to be used for the creation of an electronic funds transfer (EFT), and You authorize a debit of the full amount of Your order from Your PayPal Account or preferred funding source.

4. ACCURATE INFORMATION

As further consideration for Lime Labs' Software and Services, You agree to: (1) provide true, current, complete and accurate information about You as required by the application or registration process; and (2) maintain and update the information You provided to Lime Labs when purchasing its Software and Services as needed to keep it current, complete and accurate. In the event there occurs a change in the information provided by You to Lime Labs in Your application for Lime Labs' Software and Services or as a part of the registration process, the same shall be notified by You to Lime Labs within five (5) business days from the date/day of such change in information. In case You fail to notify Lime Labs of any such change in Your Information within the time prescribed above and/or fail to respond to any inquiry made by Lime Labs to ascertain the authenticity and validity of the information as provided by You, such failure on Your part will constitute a material breach of this Agreement.

In the event the information supplied by You at the time of applying for Lime Labs' Services or Software including information supplied by You as a part of the registration process is found to be inaccurate, not current, false, misleading or incomplete or a situation so arises where Lime Labs is of the opinion that the information as supplied by You may be inaccurate, not current, false, misleading or incomplete, then Lime Labs will solely at its option have the right to terminate this Agreement and close Your account. Lime Labs shall rely upon the information/personal data supplied by You to intimate and send You important information regarding Your account, legal matters and its Services. Lime Labs shall not use the information/personal data provided by You in a manner inconsistent with the terms, purposes and other limitations set forth in its Privacy Policy and will take reasonable precautions to protect Your personal data from loss, misuse, unauthorized access, disclosure, alteration or destruction.

5. PRIVACY POLICY

Lime Labs' Privacy Policy is set out in Part B of this Agreement and is incorporated herein by reference. Lime Labs' Privacy Policy is applicable to all its Software and Services. The Privacy Policy sets forth Yours as well as Lime Labs' rights and responsibilities with regard to Your personal information. Lime Labs will not use Your information in any way inconsistent with the terms, purposes and limitations provided in the Privacy Policy.

You agree that Lime Labs, in its sole discretion, may modify its Privacy Policy. Lime Labs will post such revised Privacy Policy on its web site at least thirty (30) calendar days before it becomes effective. You agree that, by using Lime Labs' Services after modifications to the Privacy Policy become effective, You have agreed to these modifications. You acknowledge that if You do not agree to any such modification, You may terminate this Agreement in accordance with Clauses 16 and 17 below.

You represent and warrant that You have provided notice to, and obtained consent from, any third party individuals whose personal data You supply to Lime Labs with regard to:

the purposes for which such third party's personal data has been collected;
the intended recipients or categories of recipients of the third party's personal data;
which parts of the third party's data are obligatory and which parts, if any, are voluntary; and
how the third party can access and, if necessary, rectify the data held about them.

You further agree to provide such notice and obtain such consent with regard to any third party personal data You supply to Lime Labs in the future. Lime Labs is not responsible for any consequences resulting from Your failure to provide notice or receive consent from such individuals or for Your providing outdated, incomplete or inaccurate information.

6. ACCOUNT ESTABLISHMENT; SECURITY

By subscribing to or applying for Lime Labs' Software and Services, You agree to establish an account with Lime Labs for such Software and Services. When You register a domain name with Lime Labs or use any of its Software or Services You will be responsible for selecting and continuously managing Your customer number/login, password, credit card number, and PIN if provided. You are entirely responsible for managing the confidentiality of Your customer number/login, password, credit card number, and PIN if provided and further You are responsible for all consequences of voluntary disclosure any of the above account security information and any and all activities that occur under Your account.

Lime Labs specifically disclaims liability for any third party activity in Your account, whether authorized by You or not and shall not be held liable for any loss suffered or likely to be suffered by You in the event of any use of Your customer number/login, password, credit card number, and PIN if provided whether with or without Your knowledge.

When You use Your account or permit someone else to use Your account to purchase or otherwise acquire access to the Software and Services or to modify or cancel Your Software and Services (even if Lime Labs were not notified of such authorization), this Agreement as amended covers any such actions. Additionally, You agree that each person listed in Your account information as being associated with Your account for any Software and Services provided to You (including, but not limited to, domain name registration Services) is Your agent with full authority to act on Your behalf with respect to such Software and Services in accordance with the permissions granted, and that the primary contact and account administrative contact for Your account shall have the authority, without limitation, to terminate, transfer (where transfer is permitted by the Agreement), or modify such Software and Services or Your account information, or purchase additional Software and Services. Except as otherwise expressly set forth in this Agreement, You agree that if You list, directly or by default, Lime Labs as a contact for Your account and/or any of the Services in Your account, Lime Labs has the right, without notice, to remove its name and/or information from any such account or Service and to replace the same with the name and/or information provided by You for any other contact associated with that account or Service.

You shall immediately notify Lime Labs of any breach of security of Your account.

7. PROHIBITED CONDUCT

The following is a non exclusive list of actions that You are not permitted to carry out as a condition of Your use of Lime Labs Software and Services:

uploading, posting or otherwise transmitting any content on Lime Labs' website that is unlawful, harmful, vulgar, threatening, abusive, tortious, harassing, defamatory, obscene, libelous, invasive of another's privacy, hateful, racially or ethnically or otherwise objectionable, promoting or providing any information about illegal activities, promoting physical harm against any group or individual or promoting bestiality;
the impersonation of any entity or person including but not limited to a Lime Labs employee or official, or falsely stating or misrepresenting Your affiliation with any entity or person;
the uploading, posting or in any manner transmitting any content that You do not have the right to transmit under any law or under any contractual or fiduciary relationship (for example inside information, proprietary and confidential information learned and disclosed as a part of employment relationships or non disclosure agreements);
the uploading, posting or other transmitting of any content that infringes upon any patent, trademark, trade secret, copyright or other intellectual or proprietary rights of any party;
the uploading, posting or other transmitting of any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation;
intentionally or unintentionally violating any applicable local, state, federal and international laws, government rules or requirements including activities prohibited by the United States and foreign territories within which You conduct Your business; and
the uploading, posting or in any manner transmitting any content that contains software viruses or any other code, files or programs designed to interrupt or limit the functionality of any computer software or hardware or telecommunications equipment.

You further agree that Lime Labs reserves its right to terminate the use of its Software and Services in the event of Your carrying out any of the prohibited/illegal actions listed above, but not limited to the same. You will not be entitled to a refund of any fees paid to Lime Labs in the event of such termination by Lime Labs or if, for any reason, Lime Labs is compelled to take corrective action with respect to Your improper or illegal use of its Services.

You agree that:

Lime Labs reserves the right to terminate any account which it believes in its sole discretion is transmitting or connected with any spam or other unsolicited bulk email;
Lime Labs reserves the right to disclose any information in its sole discretion to any law enforcement agency or to comply with any regulation, legal process or government request, or to edit, refuse to post or to remove any information or materials in whole or in part on its website(s);
Lime Labs reserves the right to terminate its Services if usage of its Services results in, or is the subject of, any legal action or threatened legal action against it or any of its affiliates or partners;
You also agree that if Lime Labs is notified that a complaint has been filed with a governmental, administrative or judicial body, regarding a Traffic Facts account of Yours with Lime Labs, then Lime Labs, in its sole discretion, may take whatever action it deems necessary regarding further modification, assignment of and/or control of Your account to comply with the actions or requirements of the governmental, administrative or judicial body until such time as the dispute is settled; and
Lime Labs may review every account for excessive space and bandwidth utilization and to terminate or apply additional fees to those accounts that exceed allowed levels.

8. INTELLECTUAL PROPERTY RIGHTS

Except as specifically provided in this Agreement, all right, title and interest in and to all:

registered and unregistered trademarks, service marks and logos;
patents, patent applications, and patentable ideas, inventions, and/or improvements;
trade secrets, proprietary information, and know-how;
all divisions, continuations, reissues, renewals, and extensions thereof now existing or hereafter filed, issued, or acquired;
registered and unregistered copyrights including, without limitation, any forms, images, audiovisual displays, text, software and
all other intellectual property, proprietary rights or other rights related to intangible property which are used, developed, comprising, embodied in, or practiced in connection with any of the Software or Services (together "Lime Labs Intellectual Property Rights") are owned by Lime Labs or its licensors, and you agree to make no claim of interest in or ownership of any such Lime Labs Intellectual Property Rights. You acknowledge that no title to the Lime Labs Intellectual Property Rights is transferred to you, and that you do not obtain any rights, express or implied, in Lime Labs' Software or Services or its licensors' service, other than the rights expressly granted in this Agreement.

You shall ensure that You do not infringe any intellectual property rights or other rights of any person or entity while using Services under this Agreement. You acknowledge that Lime Labs cannot and does not check to see whether any Services or the use of such Services by You under this Agreement infringes the legal rights of third parties.

9. USE OF Lime Labs SOFTWARE

Subject to the conditions set forth hereinafter, Lime Labs reserves its rights to the Software provided and grants You a limited, non-exclusive, nontransferable and non-assignable license to use the Software only for such purposes as are in accordance with the terms of this Agreement.

You agree that You will not alter or modify the Software. You agree that You are not authorized to combine the Software with any other software program, create derivative works based upon the Software, integrate any plug-in or enhancement which uses or relies upon the Software. You further agree that You will not attempt to reverse engineer, decompile or otherwise attempt to uncover the source code of the Software.

Lime Labs provides the Software "AS IS" without warranty, including but not limited to warranties or conditions of merchantability or fitness for a particular purpose and cannot be held liable for any loss or damages arising thereof whether tangible or intangible arising from the use of the Software.

10. REPRESENTATIONS AND WARRANTIES

You, or the individuals who electronically execute this Agreement on Your behalf hereby represent and warrant that they have the right, power, legal capacity and appropriate authority to enter into this Agreement, and that they own and have not transferred to any other person or entity any of the rights, claims or interests that are the subject of this Agreement. As applicable, You represent and warrant that You are 18 years of age or older, or that You have an agent authorized by law to represent You who is 18 years of age or older who is entering into this Agreement on Your behalf. You warrant that each action You make is being done in good faith and that You have no knowledge of such action infringing upon or conflicting with the legal rights of a third party or a third party's intellectual property rights.

Lime Labs is not bound by nor should You rely upon any representation made by:

any agent, employee or representative of any third party that You may use for applying to the Software or Services of Lime Labs; or
any information of a general nature posted by Lime Labs on its web site.

Lime Labs expressly reserves the right to deny, cancel or transfer any domain name registration that it deems necessary, in its discretion, to protect the integrity and stability of the registry, to comply with any applicable laws, government rules or requirements, requests of law enforcement, in compliance with any dispute resolution process, or to avoid any liability, civil or criminal, on the part of Lime Labs, as well as its affiliates, subsidiaries, officers, directors and employees. Lime Labs also reserves the right to freeze a domain name during resolution of a dispute.

11. LIMITATION OF LIABILITY

You agree that Lime Labs' entire liability, and Your exclusive remedy, in law, in equity, or otherwise, with respect to any Lime Labs Software or Services provided under this Agreement and/or for any breach of this Agreement is limited solely to the amount You paid for such Software or Services during the term of this Agreement. In no event shall Lime Labs, its licensors and contractors (including, but not limited to, third parties providing services as part of the subscription service for websites from Lime Labs) be liable for any indirect, incidental, special or consequential damages even if Lime Labs has been advised of the possibility of such damages. To the extent that any state of the United States does not permit the exclusion or limitation of liability as set forth herein Lime Labs' liability is limited to the extent permitted by law in such states.

Lime Labs and its licensors and contractors disclaim any and all loss or liability resulting from, but not limited to:

loss or liability resulting from access delays or access interruptions;
loss or liability resulting from data non-delivery or data mis-delivery;
loss or liability resulting from acts of God (as set forth more fully in Clause 22 below);
loss or liability resulting from the unauthorized use or misuse of Your account number, login, password, security authentication option, credit card number or PIN if provided;
loss or liability resulting from errors, omissions, or misstatements in any and all information or Services provided under this Agreement;
loss or liability relating to the deletion of or failure to store e-mail messages;
loss or liability resulting from the development or interruption of Your web site or your Lime Labs web site;
loss or liability from Your inability to use Lime Labs' e-mail service, web site manager service or any component of the subscription service (for websites from Lime Labs);
loss or liability that You may incur in connection with Lime Labs' processing of Your application for its Services, Lime Labs' processing of any authorized modification to Your domain name record or Your agent's failure to pay any fees, including the initial registration fee or re-registration fee;
loss or liability that You may incur as a result of the application of ICANN's UDRP; or
loss or liability relating to limitations, incompatibilities, defects, or other problems inherent in any standard not under Lime Labs' sole control. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement or any of Lime Labs' Software or Services must be filed within one (1) year after such claim or cause of action arose or such claim shall be forever barred.

12. DISCLAIMER OF WARRANTIES

You agree that Your use of Lime Labs' Software or Services or Lime Labs' licensors' services is solely at Your own risk. You agree that all of such Software and Services are provided on an "AS IS, and "AS AVAILABLE" basis, except as otherwise noted in this Agreement. Lime Labs and its licensors expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Lime Labs nor its licensors make any warranty that Software or Services licensed hereunder will meet Your requirements, or that Software or Services will be uninterrupted, timely, secure, or error free; nor does Lime Labs or its licensors make any warranty as to the results that may be obtained from the use of the Software or Services or as to the accuracy or reliability of any information obtained through such Software or Services. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of Lime Labs' Software or Services is done at Your own discretion and risk and that You will be solely responsible for any damage to Your computer system or loss of data that results from the download of such material and/or data. Lime Labs makes no warranty regarding any goods or services purchased or obtained through any of our Software or Services or any transactions entered into through such Software or Services. No advice or information, whether oral or written, obtained by You from Lime Labs or through its Software or Services shall create any warranty not expressly made herein, You may not rely on any such information or advice. To the extent jurisdictions do not allow the exclusion of certain warranties, some of the above exclusions may not apply to You. Lime Labs is not responsible for and shall have no liability with respect to any products and/or services purchased by you from a third party.

13. INDEMNIFICATION

You agree to defend, indemnify and hold harmless Lime Labs and its contractors, agents, employees, officers, directors, shareholders, and affiliates from any loss, liability, damages or expense, including reasonable attorneys' fees, resulting from any third party claim, action, proceeding or demand related to Your (including Your agents, affiliates, or any third party using Your account, Software or Services with Lime Labs whether or not on Your behalf, and whether or not with Your permission) use of the Software or Services You purchased from Lime Labs or Your breach of this Agreement or incorporated agreements and policies. In addition, You agree to indemnify and hold Lime Labs harmless from any loss, liability, damages or expense, including reasonable attorneys' fees, arising out of any breach of any representation or warranty provided by You herein, any negligence or willful misconduct by You, or any allegation that Your account infringes a third person's copyright, trademark or proprietary or intellectual property right, or misappropriates a third person's trade secrets. This indemnification is in addition to any indemnification required of You elsewhere. Should Lime Labs be notified of a pending law suit, or receive notice of the filing of a law suit, Lime Labs may seek a written confirmation from You concerning Your obligation to indemnify Lime Labs. Your failure to provide such a confirmation may be considered a breach of this Agreement. You agree that Lime Labs shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify Lime Labs of any such claim promptly in writing and to allow Lime Labs to control the proceedings. You agree to cooperate fully with Lime Labs during such proceedings. You agree to cooperate fully with Lime Labs during such proceedings.

14. DISPUTE RESOLUTION

You agree to be bound by the current URDP, which can be respectively found at www.icann.org/udrp and is incorporated in this Agreement by reference (hereinafter referred as the "Dispute Policy"). Any disputes regarding the right to use Your domain name will be subject to the Dispute Policy. You agree that ICANN may modify the Dispute Policy in its sole discretion at any time. Your continued registration of Your domain name after modification to the Dispute Policy becomes effective constitutes Your acceptance of those modifications. If you do not agree to such modifications, You may cancel this Agreement. If You cancel this Agreement as a result of the modified or amended UDRP, no fees will be refunded to You.

You further agree that You will be subject to the provisions specified in the Dispute Policy in effect at the time Your domain name is challenged by a third party. You also agree that in the event a domain name dispute arises with any third party, You will indemnify and hold Lime Labs harmless pursuant to the terms and conditions contained in the Dispute Policy.

15. GOVERNING LAW; VENUE

This Agreement shall be deemed entered into in the State of New York. You agree that the laws and judicial decisions of the State of New York shall be used to determine the validity, construction, interpretation and legal effect of this Agreement. You agree that any action relating to or arising out of this Agreement shall be brought in the courts of the State of New York. For the adjudication of disputes concerning the use of any domain name registered with Lime Labs, You agree to submit to jurisdiction and venue in the courts of New York.

16. NOTICES

You agree that all notices (except for notices concerning breach of this Agreement) from Lime Labs to You may be posted on its web site. Notices concerning breach will be sent either to Your email or postal address that You have on file with Lime Labs. In either case, delivery shall be deemed to have been made five (5) days after the date on which the notice was sent.

Notices from You to Lime Labs shall be made either by e-mail, sent to the address provided on the Lime Labs web site, or first class mail to Lime Labs' address at:

377 Broadway
11th Floor
New York
NY 10013, U.S.A.

17. TERMINATION; EFFECT OF TERMINATION

You agree that You will be responsible for notifying Lime Labs should You desire to terminate Your use of Lime Labs' Services. Notification of Your intent to terminate must be provided to Lime Labs no earlier than ten (10) business days prior to Your billing date but no later than two (2) business days prior to Your billing date. Notice of Your intent to terminate will be effective on receipt and necessary and requisite processing by Lime Labs. In the event You terminate Your usage of the Service, Lime Labs will not refund any amounts You have paid. You will not incur any additional fee unless the same are owed to Lime Labs for any Services, whether or not expired, that are in unpaid status.

Lime Labs may terminate this Agreement or any part of the Services at any time in the event you breach any obligation hereunder or fail to respond within five (5) business days to an inquiry from Lime Labs concerning the accuracy or completeness of the information referred to in Clause 4 of this Agreement.

Except as otherwise expressly set forth herein or on Lime Labs' web site, Lime Labs will upon termination cease charging Your credit card, if applicable, for any monthly service fees as of the expiration of the monthly billing cycle in which the termination is effective. Unless otherwise specified in writing by Lime Labs, You will not receive any refund for payments already made by You as of the date of termination, and You may incur additional fees (in the case of a monthly or annual subscription being paid over time, as provided in various agreements set out in Section B below). If termination of this Agreement is due to Your default hereunder, You shall bear all costs of such termination, including any reasonable costs Lime Labs incurs in closing Your account. You agree to pay any and all costs incurred by Lime Labs in enforcing Your compliance with this Clause. Upon termination, You shall destroy any copy of the Software licensed to You hereunder and referenced herein. You agree that upon termination or discontinuance for any reason, Lime Labs may delete all information related to You and available with it, as applicable. In addition to the terms set forth herein, certain Lime Labs Services may have additional terms regarding termination, which are set forth in the applicable agreements in Section B.

18. HEADINGS

The headings in the Agreement are descriptive only and in the event of a conflict between a heading and the underlying terms of this Agreement, the terms of this Agreement shall prevail.

19. ENTIRE AGREEMENT

You agree that this Agreement including the policies and agreements it refers to constitute the complete and only Agreement between You and Lime Labs regarding the Software and Services contemplated herein.

20. SEVERABILITY

You agree that the terms of this Agreement are severable. If any part of this Agreement is determined to be unenforceable or invalid, that part of the agreement will be interpreted in accordance with applicable law as closely as possible, in line with the original intention of the Parties hereto. The remaining terms and conditions of the Agreement will remain in full force and effect.

21. WAIVER

The failure of Lime Labs to enforce any of the provisions of this Agreement or its incorporated agreements and policies against You or others shall not be construed to be a waiver of the Lime Labs' rights thereafter to enforce such provisions.

22. FORCE MAJEURE

Lime Labs will make every effort to keep its web site and Services operational. However, certain technical difficulties and other factors beyond its control may, from time to time, result in temporary Service interruptions. You agree not to hold Lime Labs liable for any of the consequences of such interruptions.

23. BINDING EFFECT

This Agreement shall be legally binding upon and inure to the benefit of both Parties and their respective successors and permitted assigns.

24. SURVIVAL

Clauses 8 (intellectual property rights), 10 (representations and warranties), 11 (limitation of liability), 12 (disclaimer of warranties), 13 (indemnification), 14 (dispute resolution), 15 (governing law and venue), 16 (notices), 17 (termination; effect of termination), shall survive any termination or cancellation of this Agreement.

25. NO THIRD PARTY BENEFICIARIES

Nothing in this Agreement, express or implied, is intended to confer upon any third party any rights, remedies, obligations, or liabilities under or by reason of this Agreement, except as expressly provided herein.

26. NO PARTNERSHIP

You, Lime Labs and its service providers are independent contractors and nothing in this Agreement shall create any partnership, joint venture, agency, franchise, and sales representative or employment relationship between You and Lime Labs and its service providers.

B. SOFTWARE AND SERVICES SPECIFIC AGREEMENTS

If You purchase Services from Lime Labs, the following Software and Services specific agreements shall apply and are incorporated within this Agreement in addition to Clauses 1-26:

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