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Legal Statements

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This document was last updated on December 10, 2010.

Welcome to our Website (the “Website”). CorpNet, Incorporated (“CorpNet”, “CorpNet®,” “CorpNet®.com,” “we,” “us,” or “our”) provides the products and services available on the Website (including but not limited to business formation services, corporate compliance services, and corporate services and supplies, the “Services”) and the information contained on the Website (the “Information”) to you subject to the following terms and conditions (the “Terms and Conditions”). Specifically, CorpNet provides information, forms and services to help you complete and file documents with all 50 states or counties in the United States related to your business, including but not limited to forming your own Corporation or Limited Liability Company (LLC), filing a DBA/Fictitious Business Name, Foreign Qualification Filings, Registered Agent Representations, Corporate Compliance & Services consisting of Initial and Annual Report Filings, Amendments & Name Changes, Conversions, Mergers, Reinstatements, Dissolutions, IRS forms & filings and corporate kits and supplies. By submitting an order form for Services to CorpNet®, you agree that you are at least 18 years old and that you are legally able to enter into a contract with us for Services, and that you are authorizing us to help you prepare documents and file them on your behalf. By accessing or using the Website, or placing an order for any of the Services you are acknowledging that you have read, understand, and agree, without limitation or qualification, to be bound by these Terms and Conditions. If you do not agree to the terms and conditions of this agreement, you should immediately cease all usage of this Website. Please also refer to our Privacy Policy and our Guarantee, which are incorporated by reference herein.

No Legal Services Provided
CorpNet® is a document filing service and CANNOT provide you with legal, tax or financial advice.  CorpNet® is not a law firm.  We are not your attorney nor are we your accountant, nor are we a substitute for an attorney or an accountant, or any other professional service provider.  We are simply a document filing company that provides assistance to you in representing yourself.  No attorney – client relationship is formed between you and CorpNet® or any of CorpNet’s® shareholders, subsidiaries, affiliates, directors, officers, employees, independent contractors, representatives, or agents, regardless of whether any of those individuals are attorneys.  The Information provided on the Web Site is general information only regarding entity formation and related topics and should not be relied upon by you as legal advice.  Although we review your documents for completeness, spelling, grammar and internal consistency, we do not review your documents for legal sufficiency nor do we provide any substantive legal review or make legal recommendations.  When you use our Services, you are acting as your own attorney.  Setting up a business can be complex and failing to obtain advice from licensed professionals can be costly.  We strongly recommend that you seek the advice of an attorney, an accountant and any other service provider as needed to review your individual facts and circumstances to make sure you are making the best choices for your business.
 
Disclaimer of Warranties
The Website, Information and Services are provided by CorpNet® on an “as is” and on an “as available” basis.  To the fullest extent permitted by applicable law, neither CorpNet® nor any of CorpNet’s® shareholders, subsidiaries, affiliates, employees, independent contractors, representatives, or agents, makes any representations or warranties of any kind, express or implied, regarding the use or the results of this Website or the Services in terms of its correctness, accuracy, reliability, or otherwise.  We also cannot guarantee that the Information on the site is accurate, complete or up-to-date, and it should never be relied upon for legal advice.  CorpNet® shall have no liability for any interruptions in the use of this Website.  CorpNet® hereby disclaims all warranties with regard to the Information and Services provided, including the implied warranties of merchantability and fitness for a particular purpose, and non-infringement.  Some jurisdictions do not allow the exclusion of implied warranties; in such jurisdictions the above-referenced exclusion is inapplicable.

Limitation of Liability
CorpNet’s® liability shall be limited in all cases to only those amounts paid to CorpNet® for Services as outlined in the CorpNet® 100% Satisfaction Guarantee.
NEITHER CorpNet® NOR ANY OF ITS SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, INDEPENDENT CONTRACTORS, AGENTS AND EMPLOYEES SHALL be liable for any damages whatsoever, and in particular they shall not be liable for any special, indirect, consequential, or incidental damages, or damages for lost profits, loss of revenue, or loss of use, arising out of or related to THE SERVICES, this web site, or the information contained in it, whether such damages arise in contract, negligence, tort, under statute, in equity, at law, or otherwise, even if CorpNet® has been advised of the possibility of such damages.  SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE certain OF THE ABOVE LIMITATIONS may be INAPPLICABLE.
We are not responsible for advising you with respect to your obligations to maintain your legal entity, or to comply with corporate formalities, or to remind you when you have annual reports, tax returns, or any other filing or document due.  Our sole responsibility is to provide assistance to you in preparing your form and filing it with the appropriate governmental body.

Indemnification
You agree to indemnify and hold CorpNet®, its shareholders, subsidiaries, affiliates, directors, officers, independent contractors, agents and employees, harmless from any claim or demand, including reasonable attorneys’ fees and costs, made by any third party due to or arising out of (i) your use of the Services, the Website, or any of the Information contained therein, (ii) a violation of this Agreement, or (iii) infringement by you, or other user of the Services using your computer, of any intellectual property or any other right of any person or entity.

Refunds and Returns
Refunds will be issued only pursuant to the CorpNet® 100% Satisfaction Guarantee and the terms of this Agreement.  If you are not satisfied for any reason with our Services, you may request a refund of our service fees.  If we make an error in filing your documents, we will promptly correct the error at no additional cost to you.  The CorpNet® 100% Satisfaction Guarantee is limited to the refund of CorpNet’s® service fees and does not include refunds for government fees, whether state, federal or local, payments made to any third parties in connection with the Services provided (such as payments to newspapers for publication requirements or notary fees), or shipping and handling fees.  You agree that refunds will only be issued if a request for a refund is made within 60 days of purchasing the Service and that no refunds will be issued if the request for a refund is made more than 60 days from the date the Service is purchased.  No refunds will be issued for any reason if documentation was sent to you for your signature and you did not return it within 60 days of the date we sent it.  If there is a physical product received as part of the purchase, the product must be returned to us at CorpNet®, Incorporated, Attn. Returns Department, 340 N. Westlake Blvd. Ste. 210, Westlake Village, CA 91362, within 60 days of the original product ship date to qualify for a refund. 

User Account
Users of the Website may provide information to establish an account and password.  If you establish an account, you are entirely responsible for any and all activities which occur under your account whether authorized or not authorized. You agree to notify CorpNet® of any unauthorized use of your account or any other breach of security that is known or should be known to you. Your right to use the Services is personal to you and you agree not to resell or make any commercial use of the Services or the Information without the express written consent of CorpNet®. 

Right to Refuse to Provide Service
CorpNet® reserves the right to cancel any account and refuse to provide services to any one, for any reason, at any time.

Returned Checks
A fee of $25 will be added to all checks returned to CorpNet® or that fail to clear due to non-sufficient funds within an account or a closed account.  This is in addition to any fees your bank may impose.

Your Information and E-Mail Transmissions
Please do not send us any information that is proprietary or confidential.  Except as otherwise provided in our Privacy Policy, we are under no obligation to keep anything you send to us confidential.  When you send us an e-mail, you do so at your own risk.  When we send you an e-mail, we do not use encryption software and you agree to bear any risk of interception of such messages.

Agents
You agree that if you are an Agent acting on behalf of a client in any capacity, including but not limited to as an attorney, an accountant, or otherwise, that you are bound by this Agreement.  If you are the client of an Agent who is using this site to purchase Services on your behalf, then you agree that you are bound by this Agreement as if you were making the purchase directly.

Modifications and Interruption to Service
CorpNet® reserves the right to modify or discontinue the Website or the Services with or without notice to you. We shall not be liable to you or any third party should we exercise our right to modify or discontinue the Website or the Services at any time. You acknowledge and accept that CorpNet® does not guarantee continuous, uninterrupted or secure access to our Website and operation of our Website may be interfered with or adversely affected by numerous factors or circumstances outside of our control.

Third-Party Sites
Our Website may include links to other sites on the Internet that are owned and operated by online merchants and other third parties.  You acknowledge that we are not responsible for the availability of, or the content located on or through, any third-party site.  You should contact the site administrator or webmaster for those third-party sites if you have any concerns regarding such links or the content located on such sites.  Your use of those third-party sites is subject to the terms of use and privacy policies of each site, and we are not responsible for such third-party sites’ compliance thereto. We encourage you to review said terms of use and privacy policies of third-parties’ sites.

Governing Jurisdiction of the Courts of the State of California
Our Website is operated and provided in the State of California.  As such, we are subject to the laws of the State of California, and such laws will govern this Terms of Use, without giving effect to any choice of law rules.  We make no representation that our Website or other Services are appropriate, legal or available for use in other locations.  Accordingly, if you choose to access our site you agree to do so subject to the internal laws of the State of California.  You submit to the exclusive jurisdiction of the state and federal courts in the County of Los Angeles in the State of California, and you waive any objections to jurisdiction, venue or forum.  If you bring a lawsuit against us and lose, then you will be required to pay our attorneys’ fees and costs.

Compliance with Laws
You assume all knowledge of applicable law and are responsible for compliance with any such laws.  You may not use the Services in any way that violates applicable state, federal, or international laws, regulations or other government requirements. You further agree not to transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national, or international law or regulation.

FREE Corporate Name Search Users
CorpNet® conducts a name check to determine the name availability for state and/or county registration or filing. This name check is usually performed by comparing your desired business name against the relevant state or county database to determine whether the governmental processing office will allow your desired name to be registered as a corporation, LLC, or DBA (“doing business as” or “fictitious business name”) as the case may be.

As a participant in CorpNet’s FREE Corporate Name Search service, you hereby acknowledge, authorize, and agree to the following:

--You agree that you are responsible for the spelling of the name you have provided and that you have double-checked it and it is the spelling you desire.

--We are NOT RESEARCHING YOUR TRADEMARK RIGHTS and we are not rendering an opinion as to whether use of your desired business name may infringe upon the rights of others. We cannot and do not check to see whether the name you select, or the use you make of such name, infringes on the legal rights of others.  When you submit your FREE Corporate name search request, you hereby represent that such name does not infringe the rights of others and that the name is not being registered for an unlawful purpose. You agree to hold us harmless against claims or liability made by any third parties regarding the name. Whether a trademark infringes upon the rights of others can be a legally complex matter. We encourage you to seek the advice of counsel to investigate whether the name you select or its use infringes on the rights of others.

--We cannot guarantee that the name will be available at any time during the process, even if you have reserved it. You acknowledge that registering or reserving a name does not guarantee that the name will ultimately be available or that it will not be challenged by a third party. You may not rely on the name of your entity or even that your entity has been formed until you receive original, state-issued and approved, entity formation documents. As such, we strongly urge you to hold off on printing any form of marketing or promotional collateral including company business cards and/or brochures until you receive physical confirmation of original, state-issued and approved, entity formation documents, such as Articles of Incorporation/ Organization.

--The phone number and email address information that you provide to us in the submission form will be used by a CorpNet representative to contact you and follow up with you regarding your name availability results. Phone communication will be attempted at least 3 times and email communication will be attempted at least 4 times with no further communication unless you are subscribed within our CorpNet Small Business Newsletter.

If you wish to unsubscribe yourself from any CorpNet® marketing email campaign and/or communication including being appraised of your name availability results via phone or email, you may contact Toll-Free at: 1.888.892.0311 or email your inquiries to our support team at support@CorpNet.com with your unsubscribe requests.

Trademark Search and Registration Users and Customers

Corpnet.com updates its databases with the latest trademark information available from the United States Patent and trademark Office (USPTO). The accuracy and integrity of the data is NOT insured. Corpnet and its affiliates, agents, licensors and third party providers hereby disclaim all representations and warranties, express, implied or stautory, with regard to its products and services, including but not limited to any implied warranty of merchantability, fitness for a particular purpose and non-infringement. In no event will Corpnet or its affiliates, agents, licensors or third party providers be liable for any direct, indirect, special, incidental, punitive or consequential damages, even if advised In advance of the possibility of such damages. Any liability arising from the use or our website or of the preparation of a trademark search report is limited to a refund of the search fee paid (if any).
Many factors determine whether a mark may be successfully registered with the USPTO. Such factors include whether the mark : 1. is used “in-commerce”, 2. properly identifies the source of the goods or services, 3. is confusingly similar to or dilutes other marks, 4. Is generic or merely descriptive, and/or 5. May infringe upon an unregistered or common law mark.
Corpnet DOES NOT interpret your search results to determine whether your trademark is available for use or registration or whether its use may infringe upon the rights of others. Such a determination may only be decided by you or your attorney. Corpnet is NOT A LAW FIRM and CANNOT ADVISE YOU regarding your desired mark. Only an attorney qualified to practice before the USPTO may advise you regarding the use of a trademark.
Use of this website and its tools constitutes an acceptance of these terms, conditions and limitations.

Entity Formation Authorization and Release

Corporate Formations (C-Corps, S-Corps, & Non-Profits):  I hereby authorize CorpNet, Incorporated and any of it employees, agents, or other designees to act as Incorporator of this corporation on my behalf.  I, under penalty of perjury, solemnly swear that the information I am submitting herein is true to the best of my knowledge and that I have no intent to deceive or defraud Corpnet or any other third parties.  I further acknowledge that the individual designated by Corpnet, Incorporated as the Incorporator of this corporation is NOT a shareholder, director, officer, or other interested party and has no real liability, on-going duty, or other significance.  The sole function of the person designated as Incorporator of the Corporation is merely to file Articles Of Incorporation with the appropriate state office.

Please Note: All CorpNet Incorporation packages are limited to providing us with up to 4 directors/shareholder information. Each additional director/shareholder information submitted will be subject to a $5.00 charge per each additional entry.

LLC Formations:  I hereby authorize CorpNet, Incorporated and any of it employees, agents, or other designees to act as Organizer of this LLC on my behalf.  I, under penalty of perjury, solemnly swear that the information I am submitting herein is true to the best of my knowledge and that I have no intent to deceive or defraud Corpnet or any other third parties.  I further acknowledge that the individual designated by Corpnet, Incorporated as the Organizer of this LLC is NOT a member, manager, or other interested party and has no real liability, on-going duty, or other significance.  The sole function of the person designated as Organizer of the LLC is merely to file Articles Of Organization with the appropriate state office.

Please Note: All CorpNet LLC Formation packages are limited to providing us with up to 4 members’ information. Each additional member information submitted will be subject to a $5.00 charge per each additional entry.

Government Filing Requirements
CorpNet® is not responsible for advising you or reminding you of any requirements or obligations of any governmental body, whether federal, state or local.  This includes but is not limited to any obligations to make filings or pay required taxes or fees.  Our sole obligation is to make the filing as requested by you in your purchase of Services from us.  You will need to educate yourself or seek professional assistance regarding ongoing maintenance requirements and corporate formalities.

Copyright and Trademark Information
All content included or available on this site, including site design, text, graphics, interfaces, and the selection and arrangements thereof is ©2009 CorpNet®, with all rights reserved, or is the property of CorpNet® and/or third parties protected by intellectual property rights.    Any use of materials on the Website, including reproduction for purposes other than those noted above, modification, distribution, or replication, any form of data extraction or data mining, or other commercial exploitation of any kind, without prior written permission of an authorized officer of CorpNet® is strictly prohibited.  You agree that you will not use any robot, spider, or other automatic device, or manual process to monitor or copy our Web pages or the content contained therein without prior written permission of an authorized officer of CorpNet®.
CorpNet® and CorpNet.com® are proprietary marks of CorpNet®.  Our trademarks may not be used in connection with any product or service that is not provided by CorpNet®, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits CorpNet®.
All other trademarks displayed on our Website are the trademarks of their respective owners, and constitute neither an endorsement nor a recommendation of any product or service of those owners.  In addition, such use of trademarks or links to the Websites of third parties is not intended to imply, directly or indirectly, that those third parties endorse or have any affiliation with CorpNet®.

Amendments
We reserve the right, at any time, to modify, alter, or update the terms and conditions of this agreement without prior notice.  Modifications shall become effective immediately upon being posted at CorpNet.com®.  Your continued use of the Website or the Services after amendments are posted constitutes an acknowledgement and acceptance of the Agreement and its modifications. Except as provided in this paragraph, this Agreement may not be amended.

Severability
If any provision of this Terms of Use Agreement shall be unlawful, void or unenforceable for any reason, the other provisions (and any partially-enforceable provision) shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent. 

Assignment
You agree that this Terms of Use Agreement and any other agreements referenced herein may be assigned by CorpNet®, in our sole discretion, to a third party in the event of a merger or acquisition. 

Waiver
Waiver of any provision herein shall not be deemed a waiver of any other provision herein, nor shall waiver of any breach of this Agreement be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.  Neither failure nor delay on the part of CorpNet® to exercise any right, remedy, power or privilege hereunder nor course of dealing between the parties shall operate as a waiver thereof, or of the exercise of any other right, remedy, power or privilege.

Entire Agreement
This Terms of Use Agreement constitutes the entire agreement between us in relation to your participation as a user of the Services or an account holder and supersedes all prior communications, understandings and agreements relating to the subject matter hereof, whether oral or written.
BY ACCESSING OR USING THE WEBSITE, OR PLACING AN ORDER FOR ANY OF THE SERVICES YOU ARE ACKNOWLEDGING THAT YOU HAVE READ, UNDERSTAND, AND AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU SHOULD IMMEDIATELY CEASE ALL USAGE OF THIS WEBSITE. 

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