Website SSL Certificate Template

Website SSL Certificate Template

THIS AGREEMENT is made and entered into as of (Effective Date) by and between (Issuer) and (Client).

WHEREAS

WHEREAS, Issuer is engaged in the business of procuring, configuring and managing cryptographic digital certificates and related services; and

WHEREAS, Client desires Issuer to issue and deliver a Secure Sockets Layer (SSL)/Transport Layer Security (TLS) certificate for the domain(s) identified herein, and Issuer agrees to issue and deliver such certificate subject to the terms and conditions of this Agreement.

WHEREAS, the parties intend this Agreement to set forth the mutually agreed scope, responsibilities, fees and legal protections applicable to the issuance and use of the certificate.

CERTIFICATE SPECIFICATIONS

Certificate Type: Domain Validated (DV) Organization Validated (OV) Extended Validation (EV)

SCOPE OF WORK

Issuer shall perform the following services in connection with issuance and delivery of the SSL/TLS certificate:

PAYMENT TERMS

Client shall pay Issuer for the services and the certificate as follows:

Late payment shall accrue interest at on the outstanding balance, plus any costs of collection including reasonable attorneys' fees.

TERM AND TERMINATION

This Agreement commences on the Effective Date and shall continue until the certificate expires or is replaced, unless earlier terminated as provided herein. Start Date: End Date:

Either party may terminate this Agreement for material breach by the other party that remains uncured for a period of days after written notice. In addition, either party may terminate for convenience upon days' prior written notice to the other party; provided that Client shall remain responsible for fees for services rendered and non‑refundable charges.

CONFIDENTIALITY

Each party (Recipient) shall hold in confidence all non-public information disclosed by the other party (Discloser) that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information (Confidential Information). Recipient shall not use Confidential Information except as necessary to perform obligations under this Agreement and shall not disclose Confidential Information to any third party except to its employees and agents who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein.

Confidential Information shall not include information that: (a) is or becomes publicly available through no breach of this Agreement by Recipient; (b) was rightfully known to Recipient prior to disclosure; (c) is rightfully obtained by Recipient from a third party without restriction; or (d) is independently developed by Recipient without use of Discloser's Confidential Information. Recipient may disclose Confidential Information to the extent required by law, provided Recipient gives Discloser prompt notice and cooperates with Discloser in any lawful effort to limit such disclosure.

WARRANTY; LIMITATION OF LIABILITY

Issuer warrants that the certificate will, at the time of issuance, conform to the technical specifications set forth in this Agreement and applicable industry standards. Except as expressly provided in this Agreement, Issuer disclaims all other warranties, whether express or implied, including warranties of merchantability and fitness for a particular purpose. In no event shall either party be liable for consequential, incidental, or special damages, and aggregate liability shall be limited to amounts paid by Client to Issuer under this Agreement in the twelve (12) months preceding the claim.

COMPLIANCE, REVOCATION AND SUSPENSION

Client represents and warrants that all information provided for validation is true and accurate. Issuer reserves the right to suspend or revoke a certificate if Issuer has reasonable grounds to believe that the certificate has been improperly obtained, that the private key has been compromised, that the domain no longer meets validation requirements, or to comply with applicable law. Issuer shall use commercially reasonable efforts to notify Client of any suspension or revocation and the reasons therefor.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles.

ENTIRE AGREEMENT

This Agreement, including any exhibits and order confirmations expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, or representations, whether written or oral. Any amendment or waiver must be in writing and signed by authorized representatives of both parties.

NOTICES

ADMINISTRATIVE DETAILS

Yes No — Issuer to generate CSR

MISCELLANEOUS

The parties are independent contractors. Nothing in this Agreement creates an employment, partnership, agency, or joint venture relationship between them. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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