We may refuse an order from anyone for any reason or no reason. We will not assist anyone from countries on the Office of Foreign Assets Control list as determined by the U.S. Department of the Treasury. We will not assist anyone who is rude or unprofessional with our staff.
If you request a refund prior to the preparation of any paperwork and any filings, then a refund of the full amount less $50.00 shall be made. Any requests for refunds following the preparation of paperwork, but before filing, shall be entitled to a refund limited to state fees not yet charged. Following the submission of a filing, there shall be no refunds. All sales are final.
I. SERVICE TERMS
1. Use of Agent’s Address.
By submitting a completed order to Agents and Corporations, you agree that neither you nor the company will use the Agents and Corporations address for any purpose except for:
1.) Service of Process;
2.) Registered Agent on a state of formation filing;
3.) Coast Guard registration; or
4.) FAA registration.
2. Service of Process Procedure.
Provided Registered Agent fees are current, Agents and Corporations will attempt to submit to your last known address by international Federal Express, Certified Mail, or email any Service of Process it receives by process server. We cannot guarantee your timely receipt of these legal documents.
3a. Delaware Registered Agent.
Additionally, as your Delaware Registered Agent, Agents and Corporations will:
a.) forward to you, at the address you provided to us, the annual report or tax notice which you must annually file with the State of Delaware.
3b. Florida Registered Agent.
For Florida, the Florida Secretary of State will forward directly to the principal place of business the Annual Report for filing.
3c. Nevada Registered Agent.
As of August 1, 2019, Nevada no longer sends our office a reminder to forward to you to remind you to file your Nevada entity’s Annual List and Nevada Business License. A Nevada entity must file the annual list and Nevada Business License by the end of your entity’s filing anniversary month. You are responsible for filing this list with Nevada. Agents and Corporations has no obligation to remind you of this ongoing filing requirement, although we may do so.
4. Use of Correct Name.
Any document filed by you with any federal, state, or county agency naming Agents and Corporations as your registered agent must state Agent and Corporation’s full name in the name form provided (“Agents and Corporations, Inc.”), including all punctuation as provided at time of order. If you prepare and file a document with any federal, state, or county agency, naming Agents and Corporations as your Registered Agent without using Agents and Corporations’ full corporate name and/or using the correct name form for that jurisdiction, Agents and Corporations cannot guarantee that Registered Agent services can or will be performed on your behalf. Agents and Corporations disclaims any responsibility or liability for your failure to correctly insert our company name and official Registered Agent address when assigning a Registered Agent. You hereby acknowledge and agree that you are responsible for any fees associated with amending any document filed with any federal, state, or county agency to correctly name Agents and Corporations as your Registered Agent with the correct name and address.
5. Change in Contact.
Once an order has been completed, and Agents and Corporations is listed as the Registered Agent within the state of formation’s records, any change in contact information must be provided, in writing, to Agents and Corporations from the contact person or from a person who was included in the original order. We reserve the right to make changes to contact information solely based on telephone calls, mail, emails, fax, online forms, and information received at the time of Registered Agent payment without further verification of the person requesting the change.
6. Shares of Stock and Par Value.
Agents and Corporations incorporates corporations with a default number of shares of stock (1500) and a default par value on those shares ($0.00 Par Value). You have the ability to select a different number of shares and/or par value by changing those numbers within the incorporation order form. Changing the default shares and/or default par value may result in a change to your state filing fees and/or yearly taxes owed to the state of incorporation. If you have questions on the appropriate number of shares or the par value of the shares for your incorporation, please contact an attorney or tax professional.
7. Initial / Annual Report Orders.
Agents and Corporations’ Annual Report/Statement Filing System is run by a third party outside our control but it is designed to allow you to file the Annual Report/Annual Statement for your business. By clicking on the submit button you are authorizing Agents and Corporations to act as your agent to complete and submit this report filing.
Agents and Corporations does not provide tax advice, accounting services, or federal or state income tax return filing services. Our service is designed for the Annual Report/Statement only and should not serve as a substitute for accounting and/or legal advice for your federal, state, or local jurisdictional taxes.
You may not use our address or staff names on report filings.
Please mail any legal notice to:
Attn: John L. Williams, President & General Counsel
Agents and Corporations, Inc.
1201 N. Orange Street, Suite 600
Wilmington, DE 19801 USA
Agents and Corporations will not accept any Service of Process by email or fax. Agents and Corporations will not forward emails or faxes to you from people who contact us trying to contact you.
9. Consent to Receive E-Mail from Agents and Corporations.
By registering with the website, you thereby consent to receive periodic email communications regarding the services. As part of registration, you may also receive periodic email communications regarding special offers and other promotions. You may opt-out of receiving special offers and notices at any time by (a) following the unsubscribe instructions contained in each special offer; or (b) removing the email on your account.
10. Process Reports.
In processing the Delaware Annual Report for a Delaware Corporation, Agents and Corporations will not use its address on your behalf and you are not authorized to use Agents and Corporations’ address. Additionally, the state filing fee and the Registered Agent fee are two different fees. The state filing fee is not included with your annual Registered Agent fee. If you want us to file the annual report or pay the annual tax for you, an additional fee will be charged.
11. No mail forwarding. Do not use our address.
Do not list our address as your address on any website, with a domain registration service, hosting company, the IRS, other government offices, or on contracts with anyone. (Of course you may list our address on a filing with the Secretary of State in the state we have agreed to serve as Registered Agent). By way of illustration and not limitation, do not list our address on letterhead, business cards, advertising, marketing materials, packaging envelopes, labels, bills, invoices, checks, or any other materials that can be viewed or communicated to third parties. We do not forward: mail, packages, bank statements, emails, faxes, voicemails, packages or correspondence, except certified mail, service of process delivered by process servers, and reports from the state of formation, while your Registered Agent fees are current. If you do not follow our mail policies we may resign as Registered Agent. Furthermore, Agents and Corporations disclaims any perceived, implied or actual duty to forward items received on your behalf pursuant to your unauthorized use of Agents and Corporations’ business address and specifically disclaims any responsibility or liability for failure to forward such items. You knowingly and freely assume all risk when making unauthorized use of Agents and Corporations’ business address.
12. No Guarantee of Document delivery.
We cannot guarantee any delivery service will deliver your order to you. If you do not receive any documents, correspondence, or other materials after they are sent, you will incur additional charges to have any orders recreated and resent. We do not keep copies of documents and may not be able to resend since no original document remains. We suggest you select a delivery system which delivers the items immediately by email and/or Federal Express. Our priority mail service does not include delivery confirmation or tracking. We cannot guarantee the timing of delivery services.
13. Cancellation of Services.
14. Incorporation Orders.
If you are not satisfied with our service please contact our customer service department at 800-759-2248. Should the customer service department not address your concerns, please write a letter to John Williams, President at the notice address herein provided.
II. PAYMENT TERMS
1. Payment in Full.
Prior to processing your request or performing any service requiring payment, payment must be made to Agents and Corporations in full. We may provide credit terms to certain law firms, whereby the terms are net 15 days plus 1.5% interest per month and collection costs and attorney fees to collect.
Agents and Corporations will process all orders exactly as they are submitted to Agents and Corporations. After an order has been submitted to Agents and Corporations any changes, additions, or the like to an order will incur additional state and processing fees which frequently cost significantly more than the original filing. We reserve the right not to replace documents with corrected documents because of legal concerns. For example, to change the name of a Delaware LLC after filing will cost an additional $389.00 ($200.00 state fee and $189 processing fee).
3. Annual Registered Agent Fee.
If the Agents and Corporations annual Registered Agent fee is not paid when due, Agents and Corporations may resign as the Registered Agent for the entity.
You recognize and agree that the cost of services provided by Agents and Corporations are good faith estimates. Agents and Corporations reserves the right to increase any and all service fees at any time without notification to you. These service fees include, but are not limited to, the annual Registered Agent Service fee, expedited delivery fees, and processing fees.
Currently, $90 covers the fee for the Registered Agent Service for the duration of the calendar year calculated above. The first Registered Agent Service fee may be included in formation package fees. Thereafter, the fee for the annual calendar year renewal of Registered Agent Service will increase to $109 for the second calendar year period, and each subsequent year until the fee changes. You may have the option to prepay for additional years of Registered Agent Service at discounted rates based on periodic offers.
4. Service of Process (SOP) Charges.
You will be responsible for the $20.00 shipping fee and $50.00 international shipping fee for each Service of Process served upon your company, after the first one, in any calendar year.
5. Registered Agent Service and Payment Terms.
Agents and Corporations operates on a calendar year for all companies. Registered Agent Service is not for a full 12 months. For example, agent accounts opened after August 1 include 18 months registered Agent Service – for accounts opened in December, 12 months agent service is included – and for accounts opened in July, 6 months of agent service is included (through Dec. 31 of that year). States require a corporation or LLC to have a Registered Agent to forward Service of Process and any official correspondence from the Secretary of State. This does not include other “legal mail” including but not limited to law firms, government offices, individuals, or entities.
You may cancel the Registered Agent Service at any time. All cancellations of Registered Agent Service require proof (in writing) that the company has a new Registered Agent on file with the state. If notification of cancellation is not received in writing prior to the renewal date, you agree that Agents and Corporations may charge the full fee for the renewal service term. If you cancel your Registered Agent Service prior to the expiration of your term, you will not be entitled to a pro-rata refund or any other type of refund even if we resign as agent.
If less than the full fee is paid, any accepted partial payment by Agents and Corporations will be considered an incomplete order until full payment is received by Agents and Corporations or, at Agents and Corporations’ sole discretion, a reduction in the Registered Agent Service term. Such accepted partial payment orders may be subject to additional installment payment processing fees.
In the event that Agents and Corporations does not receive full payment based on the terms stated on your invoice, Agents and Corporations reserves the right to terminate Registered Agent Service. You agree to bear any risk and under no circumstances will Agents and Corporations or its directors, officers, employees, affiliates, successors, assigns, agents, or representatives, be liable or responsible for any damage or inconvenience caused or alleged to be caused by termination. You agree to pay reasonable collection costs, if necessary, in the event of non-payment, plus interest on any such amounts at a rate of 1.5% per month, plus costs and attorney fees.
We charge a late fee of $25 if you fail to pay your Registered Agent fee before Jan. 30. This is 30 days after the start of the Registered Agent year.
6. Returned Checks.
A $25 fee will be added to all checks returned to Agents and Corporations due to non-sufficient funds or closed accounts. In addition, a bank service fee will be charged on these checks. Our terms on chargebacks will also apply to returned checks, Pay Pal reversals, or wire reversals.
7. Credit Card Chargeback.
Should a credit card chargeback occur after an order to Agents and Corporations, Agents and Corporations reserves the right to take legal action including costs for attorney fees, interest at 1.5% per month, a $1,000 fee, resign immediately as agent and report the suspected fraud when such a chargeback occurs.
8. Late Fees and Interest.
You agree to pay reasonable collection costs, if necessary, in the event of non-payment, plus interest on any such amount at a rate of 1.5% per month and collection costs plus attorney fees.
9. Failure to return signed documents in 30 days.
Notwithstanding the foregoing, if you order a company or service that requires your signature on a document and you do not return that document within 30 days you agree to surrender those fees in full to us without refund. If you return the signed document more than 30 days later, you agree to pay again for the service.
III. DISCLAIMERS AND OTHER TERMS
By using the website or services, you represent and warrant that you are at least 18 years old and are otherwise legally qualified to enter into and form contracts under applicable law. Any individual using the website or services on behalf of a company further represents and warrants that they are authorized to act and enter into contracts on behalf of that company.
2. Reporting Activities and Cooperating with Investigations.
We reserve the right to ask for a copy of your passport or other identification at any time. We cannot notarize a document without the verified person in our office with government identification in front of a notary public.
3. Third Party Vendors, Third Party Websites, and Reliance on Content.
Agents and Corporations may share your information with any third parties such as information technology providers and does not assure confidentiality. Your information may be stored on a database and/or off-site server operated by a third party. While we make efforts to protect the privacy of your information, it may be possible for an unknown third party to access the information without our knowledge.
Our website is linked to other websites of third parties, some of whom have established relationships with Agents and Corporations and some of whom may not. Agents and Corporations does not have control over the content and performance of third party websites. Agents and Corporations has not reviewed, and cannot review or control, all of the material, including computer software, or other goods or services, made available on or through our website or third party websites. Agents and Corporations does not represent, warrant or endorse any third party website, or the accuracy, currency, content, fitness, lawfulness, or quality of the information material, goods, or services available through third party websites. Agents and Corporations disclaims, and you agree to assume, all responsibility and liability for any damages or other harm, whether to you or to third parties, resulting from your use of our website or third party websites.
Opinions, advice, statements, or other information made available by means of the website and services by third parties, are those of their respective authors, and should not be relied upon. Agents and Corporations does not: 1.) guarantee the accuracy, completeness, or usefulness of any information our the website; or 2.) adopt, endorse, or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by means of the website and services. Under no circumstances will Agents and Corporations be responsible for any loss or damage resulting from your reliance on information or other content posted on our website or transmitted to or by any third party.
4. Delaware-Based Business Directory (www.incnow.com/delaware) “Library Page”.
By placing an order for a new Delaware business on Agents and Corporations’ Global Delaware Partner Page (“GDPP”) (www.incnow.com/delaware), you represent that you are i) a legal Delaware resident with a home and/or business address in Delaware; or ii) a member, shareholder, partner, or other type of owner of a business whose primary operations and office address are located in Delaware (hereinafter a “Delaware-based business”); or iii) an authorized representative of a Delaware-based business. If you do not qualify as a Delaware-based business, your order will be processed through Agents and Corporations’ main site, incnow.com.
The materials on this GDPP are intended to provide specialized incorporation and LLC formation information for Delaware-based businesses to assist the Delaware Secretary of State or a Delaware public library with walk-in customers. The information on this GDPP is not legal or tax advice from Agents and Corporations or its affiliates. This information does not represent advice from, or the opinions of The Delaware Division of Corporations or Global Delaware.
All information regarding new companies formed or incorporated through this GDPP will be provided to the Delaware Secretary of State and/or Global Delaware upon their request and may also be shared with the Division of Revenue.
5. Objectionable Content.
You represent and warrant that you shall not use our website or services to upload, post, transmit, display, perform, or distribute any content, information, or materials that: 1.) are libelous, defamatory, abusive, or threatening, excessively violent, harassing, obscene, lewd, lascivious, filthy, or pornographic; 2.) constitute child pornography; 3.) solicit personal information from or exploit in a sexual or violent manner anyone under the age of 18; 4.) incite, encourage, or threaten physical harm against another; 5.) promote or glorify racial intolerance, use hate and/or racist terms, or signify hate towards any person or group of people; 6.) glamorize the use of hard core illegal substances and drugs; 7.) advertise or otherwise solicit funds or constitute a solicitation for goods or services; 8.) violate any provision of this Agreement or any other Agents and Corporations agreement or policy; or 9.) is generally offensive or in bad taste, as determined by Agents and Corporations (hereafter “Objectionable Content”). Agents and Corporations disclaims any perceived, implied, or actual duty to monitor the contents of the website and specifically disclaims any responsibility or liability for information provided hereon. Without limiting any of its other remedies, Agents and Corporations reserves the right to terminate your use of the website and services or your uploading, posting, transmission, display, performance, or distribution of Objectionable Content. Agents and Corporations in its sole discretion, may delete any Objectionable Content from its servers. Agents and Corporations intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of this Agreement or of any applicable laws.
6. Not Legal Advice.
Agents and Corporations is not a law firm and neither Agents and Corporations nor any of its employees provide tax, legal, or professional services or advice and should not be relied upon as such. If tax, legal, or other professional assistance is needed, we recommend that you seek the services of a competent professional. The Agents and Corporations content should not serve as a substitute for legal advice from an attorney or tax advice from an accountant familiar with the facts and circumstances of your specific situation. No confidential attorney-client relationship is formed through use of this website or conversation with its staff. To obtain attorney-client privilege, you must first retain an attorney directly. Should we provide a referral, we are not endorsing such person or service and your use is at your own risk without recourse against us. Recommending the incorporation in one state over another is not legal advice, rather you are responsible for your choice of entity, choice of state, tax elections, and other services you order.
7. No Insurance or Liability Coverage.
Agents and Corporations provides neither insurance nor any other liability coverage with respect to the information provided to us, the Agents and Corporations Content or as the result of our services.
8. Limitations on Use.
9. Intellectual Property Rights.
This website may include various product names, business names, logos, slogans, and other marks in which Agents and Corporations has a registered trademark interest or other protectable interest (collectively “Agents and Corporations Marks”). It may also include product names, business names, logos, slogans, and other marks in which others have a protectable interest (collectively “Other Marks”). You may not in any way use any Agents and Corporations Marks or Other Marks on this website without the prior express written permission of the appropriate owners.
10. User Submitted Content.
This Website may allow users to post text, images, audio, video, links to other sites, or other content to the Website (“User Content”). As a consequence, you may see materials that have been submitted to this Website by individuals not affiliated with Agents and Corporations. Neither Agents and Corporations nor any of its affiliates endorses these individuals nor are we in any way associated with any of the materials that they may post on this Website or link to from this Website. Neither Agents and Corporations nor its affiliates (nor their respective officers, employees, or agents) shall have any responsibility or liability of any nature whatsoever arising in connection with any materials provided by these individuals or in connection with any conduct of these individuals.
Please note: Agents and Corporations will not publish submissions from small businesses that sell or promote any of the following: pharmaceuticals, drugs, drug paraphernalia, pornography or sexual aids, diet aids, gambling, liquor, tobacco, or firearms/weapons. Each user who posts any User Content acknowledges and agrees that Agents and Corporations has the right, in its sole discretion, to take down or remove or alter any and all User Content it deems not appropriate, illegal, or otherwise offensive or inaccurate. Any user who posts any User Content hereby represents that such User Content does not violate any third party intellectual property rights and further grants Agents and Corporations a license to show and make this content accessible on the Agents and Corporations website or any successor or affiliate site. By posting any User Content to Agents and Corporations, you hereby agree to indemnify Agents and Corporations from any damages and claims related to the User Content posted on Agents and Corporations, including any infringement, misappropriation, libel, or other claims.
If you send us complimentary emails, we reserve the right to publish any part of them as testimonials, with your information as the author, until you request it removed.
11. Notice for Claims of Intellectual Property Violations and Agent for Notice.
If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide Agents and Corporations with the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- A description of the copyrighted work or other intellectual property that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Website, with enough detail that we may find it;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Agents and Corporations’ Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
Attn: John L. Williams, President & General Counsel
Agents and Corporations
1201 N. Orange Street, Suite 600
Wilmington, DE 19801
12. Disclaimer of Warranty.
This website, our services and the Agents and Corporations Content and User Content are provided “as is” without any warranty of any kind. No representations or warranties express or implied, are given regarding the legal or other consequences resulting from the use of this website, our services or the Agents and Corporations Content or any User Content. Agents and Corporations does not warrant the accuracy or timeliness of the Agents and Corporations Content, and you agree that Agents and Corporations has no liability for any errors or omissions in the Agents and Corporations Content, whether provided by Agents and Corporations or by a third-party. Agents and Corporations does not warrant that (i) the operation of the website or the Agents and Corporations Content will be error-free or uninterrupted; (ii) defects will be corrected; (iii) this website and Agents and Corporations Content are free of viruses or other harmful components; or (iv) this website or Agents and Corporations Content will meet your requirements. Agents and Corporations makes no representation or warranty as to the results that may be obtained from the use of this website, services, or the Agents and Corporations Content that the results may be obtained from such use will be reliable, or that the quality of any product, service, information, or other material purchased or obtained by you through this website will meet your expectations. Any materials and/or other data downloaded or otherwise obtained through the use of this website is done at your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data that results from the downloading of such material or data. Agents and Corporations and its directors, officers, employees, affiliates, successors, assigns, agents, and representatives specifically disclaim any warranty, oral, or written, whether express or implied, including without limitation, the implied warranties of merchantability, title, non-infringement, and fitness for purpose. Under no circumstances will Agents and Corporations or its parent, subsidiaries, directors, officers, employees, affiliates, successors, assigns, agents, or representatives, be liable or responsible for any damage or inconvenience caused or alleged to be caused by the use of this website, our services, or the Agents and Corporations Content or the User Content.
13. Limitation of Liability.
Agents and Corporations (and its directors, officers, employees, affiliates, successors, assigns, agents, and representatives) shall not be liable for any injury, claim, liability, or damage of any kind resulting from your use of this website, our services or the Agents and Corporations Content or related to the User Content. Agents and Corporations (and its parent, subsidiaries, directors, officers, employees, affiliates, successors, assigns, agents, and representatives) shall not be liable for any special, direct, indirect, incidental, or consequential damages of any kind whatsoever, including without limitation, attorney fees, lost profits, goodwill, business interruption, loss of business information or data, loss of opportunity and the like, in any way due to, resulting from, or arising in connection with the use or inability to use this website, our services or the Agents and Corporations Content.
The liability of Agents and Corporations is limited. To the maximum extent permitted by law, in no event shall Agents and Corporations be liable for special, incidental, or consequential damages, lost profits, lost data, or confidentiality or other information, loss of privacy, costs of procurement of substitute goods or services, failure to meet any duty including without limitation of good faith or of reasonable care, negligent, or otherwise, regardless or the foreseeability of those damages or of any advice or notice given to Agents and Corporations or its employees or representatives arising out of or in connection with your use of the website. This limitation shall apply regardless of whether the dames arise out of breach of contract, tort, or any other legal theory or form of action. Additionally, the maximum liability of Agents and Corporations and its employees and representatives to you under all circumstances will be equal to the aggregate price you paid to Agents and Corporations during the six months preceding the incident or incidents giving rise to such liability. You agree that this limitation of liability represents a reasonable allocation of risk and is a fundamental element of the basis of the bargain between Agents and Corporations and you. The website and services would not be provided without such limitation.
The above disclaimers, waivers, and limitations do not in any way limit any other disclaimer of warranties or any other limitation of liability in any other agreement between you and Agents and Corporations. Unless limited or modified by applicable law, the foregoing disclaimers, waivers, and limitations shall apply to the maximum extent permitted, even if any remedy fails its essential purpose.
14. Indemnity by You.
Without limiting any indemnification provision of this Agreement, you agree to defend, indemnify, and hold harmless Agents and Corporations and its officers, directors, employees, agents, affiliates, representatives, sublicensees, successors, assigns, and Industry Professionals (collectively, the “Indemnified Parties”) from and against any and all claims, actions, demands, causes of action, and other proceedings (collectively, “Claims”), including but not limited to legal costs and fees, arising out of or relating to: (i) your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (ii) your access to or use of the website or services; (iii) your provision to Agents and Corporations or any of the Indemnified Parties of information or other data; or (iv) Your violation or alleged violation of any foreign or domestic, federal, state, or local law or regulation.
The Indemnified Parties will have the right, but not the obligation, to participate through counsel of their choice in any defense by you of any claim as to which you are required to defend, indemnify, or hold harmless the Indemnified Parties. You may not settle any Claim without the prior written consent of the concerned Indemnified Parties.
Your Responsibility for Loss or Damage and Backup of Data
You agree that your use of the website and services is at your sole risk. You will not hold Agents and Corporations or its licensors or suppliers, as applicable, responsible for any loss or damage that results from your access to or use of the website, including without limitation any loss or damage to any of your computers or data. The information and services may contain bugs, errors, problems, or other limitations.
Importantly, you hereby acknowledge that a catastrophic disk failure or other event could result in the loss of all of the data related to your account. You agree and understand that it is your responsibility to backup your data to your personal computer or external storage device and to ensure such backups are secure.
15. Order Information.
You agree that your order with Agents and Corporations represents that the information supplied by you or your agent to Agents and Corporations is accurate and complete. Your order with Agents and Corporations also acknowledges that Agents and Corporations is relying upon such information in the preparation and completion of each and all orders without any verification by Agents and Corporations as to its accuracy or completeness. You agree to hold Agents and Corporations and its directors, officers, employees, affiliates, successors, assigns, agents, and representatives harmless and defend and indemnify Agents and Corporations from and against any claims, causes of action, damages, and liability of whatever kind or nature, including but not limited to court costs and reasonable attorney fees if information provided by you or your agent is inaccurate or incomplete. It is your responsibility to inform Agents and Corporations of any changes or corrections to your information. You warrant that you, your company and agents thereof will act in a lawful and honest manner and not engage in any unlawful or deceitful activity.
16. Special Offers or Add-on Products/Services or Content Provided by Third-Parties.
Agents and Corporations occasionally partners with other companies to provide special offers and/or products/services that can be added to a Agents and Corporations formation or other filing order. Agents and Corporations identifies which offers, products, or services are provided by third-parties by stating in our order form the name of the company that will fulfill the offer, product or service.
By selecting a special offer, product, or service from a third-party within the Agents and Corporations order form, you understand and agree that in order to receive the special offer, product, or service, that Agents and Corporations will share certain Personally Identifiable Information for you with the applicable third-party provider.
Third-party content may appear on this website or may be accessible via links from this website. Agents and Corporations is not responsible for and assumes no liability for any mistakes, misstatements of law, defamation, slander, libel, omissions, falsehood, obscenity, pornography, or profanity in the statements, opinions, representations, or any other form of content contained on our website, our emails, or on any third-party website or in any third-party content appearing on this website. You understand that the information and opinions in the third-party content is neither endorsed by nor does it reflect the opinions of Agents and Corporations.
You acknowledge that Agents and Corporations is providing these links or third-party content to you only as a convenience, and you agree that Agents and Corporations has no liability, obligation, or responsibility for any correspondence, purchase or promotion between you and any third-party, or for content or links displayed on such sites to which you may be linked, or products or services offered by, such third-party providers or other non-Agents and Corporations websites.
18. Reliance on Instructions.
Agents and Corporations may act in reliance upon any instruction, information, document, filing, name, email address, or user password that meets this website’s automated criteria or which is believed by Agents and Corporations’ personnel to be genuine. For any password protected areas, Agents and Corporations may assume a person entering a user name address and associated password is, in fact, that user or is authorized by that user to act on its behalf. Agents and Corporations may assume the latest email addresses and registration information on file with Agents and Corporations are accurate and current. When programmed to do so, Agents and Corporations may take prescribed actions in the absence of receiving proper and complete contrary instructions. Call our office immediately (do not email) if there is a change to your order, to help catch order before filing.
20. Force Majeure.
21. Governing Law, Jurisdiction, and Legal Notice.
23. Assignment and Waiver.
You do not have the authority to sign the name of any Agents and Corporations employee or representative. Agents and Corporations reserves all right to take the appropriate legal action against you should you commit such a forgery.
Certain other Registered Agents may use our office address, however we have no ownership interest in these entities or their affiliates and cannot be responsible for their actions or inactions. They are only using our address to accept service of process on their behalf and forward Delaware state reports to their headquarters for processing.
You agree to defend, indemnify, and hold harmless Agents and Corporations, its affiliates and their respective directors, officers, employees, and agents from and against all claims, actions, suits, or proceedings, as well as any and all losses, liabilities, damages, costs, and expenses (including reasonable attorney’s fees) arising out of or accruing from (a) any material posted or otherwise provided by you that infringes any copyright, trademark, trade secret trade dress, patent, or other intellectual property right of any person or defames any person or violates their rights or publicity or privacy, (b) any misrepresentation made by you in connection with your use of the Service; (c) any non-compliance by you with the terms and conditions of this Agreement; and (d) claims brought by persons or entities other than the parties to this Agreement arising from or related to your access and use of the Service, including the information obtained through the Service.
28. Grammatical Changes.
Revised November 12, 2015