Home > Partner Programs > SIGN UP   > REFERRAL PROGRAM   > RESELLER PROGRAM   You will be issued a Minerva Partner Username and Password via email on approval of application.       First Name required Last Name required Company Street Address required City required State/Province required Zip Code required Country required Phone (i.e. 703-263-0796) Fax (i.e. 703-263-0799) Email required Web Site Which Partner Program do you wish to sign up for? Referral   (more info) Reseller   (more info) How did you hear about the Minerva Partner Program? Magazine Minerva Sales Rep Minerva Web Site A Colleague Other: Services offered by your company: LAN Integration Network Security Integration Web Site Development Database/App. Development WAN Integration Telecom Integration Web Hosting Internet Service Provider Other: Current hosting company: Exodus UUNet/MCI Worldcom XO Verio Other: List other hosting partner programs you are involved in, if any. If you are currently working with a Minerva sales rep, please enter his/her name. Comments/Questions Minerva Referral Agreement By clicking the button below marked "I AGREE", you ("Member") agree to become a member of the Minerva Referral Program (the "Program") and provide Minerva and its affiliates ("minerva.net") with customer leads for sales of certain Minerva Services, subject to the terms and conditions of this Agreement (the "Agreement") and the Program rules and procedures which are currently located at www.minerva.net/referral, and are incorporated in this Agreement by reference ("Rules and Procedures"). This Agreement shall not be effective unless Minerva activates Member's identification number (the "Minerva ID"). The date of activation of the Minerva ID would be deemed the Effective Date of the Agreement. 1. Definitions a. Rules and Procedures: The rules and procedures for Minerva's Referral Program that are adopted from time to time by Minerva, and are currently located at www.minerva.net/referral b. Services: The Minerva services and product offerings set forth in the Rules and Procedures. c. Web Site: The web site located at www. minerva.net. 2. Customer Referrals a. Member shall refer potential customers of the Services ("Referred Customers") to Minerva in accordance with the Rules and Procedures. Member authorizes Minerva to use Member's name to promote the Services to Referred Customers. b. Member shall ensure that only authorized persons have access to its Minerva ID. Minerva will be entitled to rely on the authority of any person using the Minerva ID to bind Member hereunder. c. Member shall not make any representations or warranties regarding, or use any materials referencing, Minerva or the Services that have not been expressly and specifically approved in writing by Minerva. d. Member is not authorized to, and shall not, accept orders or make contracts in Minerva's name or transact any business in the name of Minerva or assume or create any obligation or responsibility binding upon Minerva in any matter whatsoever. 3. Compensation. Minerva will compensate Member for referrals provided under this Agreement during the term of this Agreement in accordance with and as set forth in the Rules and Procedures. Minerva reserves the right, and Member acknowledges that Minerva maintains the right, to modify at any time the compensation schedule or Rules and Procedures, the referral procedures, or the Services covered by this Agreement immediately upon notice, which notice may be provided electronically, in writing or by posting on the Web Site. Member agrees to regularly check the Web Site for updates and revisions. 4. Term and Termination a. This Agreement shall be effective as of the Effective Date and will continue on a month-to-month basis, unless terminated earlier as provided for herein. b. Each party may terminate this Agreement at any time without cause upon ten (10) days' prior notice (which notice may be provided electronically). c. This Agreement shall terminate automatically at such time, if any, that Member becomes an employee of Minerva or an authorized agent of any of the Services. Member shall notify Minerva immediately in either case. d. Either party may terminate this Agreement effective immediately by written notice if it is discovered that the other party has: intentionally or in a willful, wanton or reckless manner, made any material, false representation, report or claim relative hereto; violated the other party's copyright or trademark; become insolvent, invoked as a debtor any laws relating to the relief of debtors' or creditors' rights, or has had such laws invoked against it; become involved in any liquidation or termination of business; been adjudicated bankrupt; or been involved in an assignment for the benefit of its creditors. Minerva may terminate this Agreement effective immediately by written notice if Member engages in any deceptive trade practices under the laws of any jurisdiction. 5. Publicity and Marks a. No public statements or announcements relating to this Agreement shall be issued by Member without the prior written consent of Minerva. b. Except as set forth in Section 2.a., each party agrees not to display or use, in advertising or otherwise, any of the other's trademarks, trade names, service marks, insignia, and symbols without the other's prior written consent which may be revoked at any time. c. Each party acknowledges that any failure to fully abide by any of the terms of this Section shall cause irreparable harm to the other and shall entitle Minerva to immediate injunctive relief. 6. Limitation of Liability a. THE EXCLUSIVE REMEDIES OF MEMBER AGAINST MINERVA FOR ALL LOSS, LIABILITY, EXPENSE OR DAMAGE ARISING FROM OR RELATED TO THIS AGREEMENT SHALL BE (I) .FOR BODILY INJURY OR DEATH TO ANY PERSON NEGLIGENTLY CAUSED BY MINERVA, MEMBER'S RIGHT TO DIRECT PROVEN DAMAGES; AND (II) FOR ALL OTHER CLAIMS, DIRECT PROVEN DAMAGES, WHICH IN THE AGGREGATE FOR ALL CLAIMS UNDER THIS AGREEMENT SHALL NOT EXCEED $500. b. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, MINERVA SHALL IN NO EVENT BE LIABLE FOR: (I) ANY INDIRECT, INCIDENTAL, RELIANCE, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) SUSTAINED OR INCURRED IN CONNECTION WITH THIS AGREEMENT; OR (II) DAMAGES DUE TO CAUSES BEYOND THE REASONABLE CONTROL OF MINERVA OR OMISSIONS OF ANY PERSON OTHER THAN MINERVA; OR (III) DAMAGES OR LOST COMMISSIONS RELATING TO MINERAVA’S REFUSAL, INABILITY OR FAILURE TO PROVIDE OR IMPROPER PROVISION OF ANY SERVICES TO ANY CUSTOMER OR FOR ANY DELAYS IN THE PROVISION OF ANY SUCH SERVICES TO ANY CUSTOMER OR IN THE EVENT OF DISCONTINUATION OF ANY OR ALL OF THE SERVICES. c. THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, WARRANTY, STRICT LIABILITY, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OF ANY KIND) OR OTHERWISE); AND WHETHER OR NOT MINERVA HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR WHETHER THEY WERE OTHERWISE FORESEEABLE. 7. General a. Under this Agreement, each party retains its status as an independent contractor. This Agreement does not create any agency, employment, partnership, joint venture, franchise, or other special relationship between the parties. b. Each party shall be solely responsible for all costs and expenses associated with the performance of its obligations under this Agreement and shall not be reimbursed therefore. c. Member shall not assign any right or interest under this Agreement. MINERVA may assign this Agreement, in whole or in part, to any affiliate, successor-in-interest or successor provider of the Services. Any attempted assignment or delegation in contravention of the above provisions shall be void and ineffective. f. The construction, interpretation and performance of this Agreement shall be governed by the law of the Commonwealth of Virginia, excluding its choice of law provisions. Litigation or arbitration concerning this Agreement may only be commenced in either the Virginia State courts or U.S. federal courts located in Fairfax County. g. If any portion of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in effect and the parties shall promptly begin negotiations to replace invalid or unenforceable portions that are essential parts of this Agreement. This Agreement constitutes the entire agreement between the parties with respect to Member's provision of referrals to MINERVA and participation in the Program. This Agreement supersedes all prior agreements, proposals, representations, statements or understandings, whether written or oral concerning such subject. This Agreement shall not be contradicted, explained or supplemented by any course of dealing between MINERVA and Member. There are not understandings or representations, express or implied, not expressly set forth in this Agreement. By clicking on the button below marked "I AGREE" Member represents that it has read and understands all of the terms contained in this Agreement and the Rules and Procedures. I Accept these Terms & Conditions       Putting your business on the web is easy. It all starts with a name...type in your choice here to get started. >>   www.  .     Type in a web address       Home  |  Back to Top     For more information call: 1.888.667.7231     FAX:   571.234.4606 Site Map  |  Privacy Policy  |  © 2001 Minerva Network Systems