THE FOLLOWING TERMS APPLY TO THE COMMPLIANCE GROUP’S (“TCG”) ACCUAGENT REGISTERED AGENT SERVICE (“AGENT SERVICE” OR “REGISTERED AGENT SERVICE”).  BY ACCEPTING AN ACCUAGENT SERVICE ORDER, CUSTOMER AGREES TO THESE TERMS IN ADDITION TO THOSE OF THE MASTER SERVICE AGREEMENT.

  [where is strategic partner defined?  What is the strategic partner?]

As Customer’s Registered Agent, TCG shall: 

• Act as a statutory agent in Washington, D.C.
• Receive all documents, including services of process, legal notifications, and regulatory correspondence, sent pursuant to state or federal statute.
• Forward to Customer all documents related to Agent Service received on Customer’s behalf.
• Act as the billing agent in coordination with TCG’s Strategic Partner for Customer in all 50 states.
• All of the aforementioned services (i.e., acting as statutory agent, receiving and forwarding all documents served on statutory agent) shall be provided by TCG’s Strategic Partner in the 50 United States.

 Document forwarding and online storage.  TCG or its Strategic Partner will electronically forward all documents received on behalf of Customer in TCG’s capacity as Registered Agent.  TCG or its Strategic Partner will also store electronic copies of such documents for a period of two (2) years.  Neither TCG nor its Strategic Partner will forward an original document to Customer unless specifically requested within thirty (30) days of receipt of the document. Neither TCG nor its Strategic Partner retains original documents for greater than thirty (30) days and cannot provide original documents after this time period.

LIMITATIONS OF THE REGISTERED AGENT SERVICE

Registered Agent service is not a mail-forwarding service.  As a Registered Agent, TCG and its Strategic Partner cannot act as mail forwarding service or alternative mailing address for Customer.  All correspondence unrelated to Agent Services will not be forwarded to Customer and may be destroyed.  Further, Customer agrees to not use TCG or its Strategic Partner’s Registered Agent address as a corporate mailing address, unless in connection with Registered Agent Service.

Registered Agent Service is not a billing address.  Specifically, TCG and its Strategic Partner cannot accept on behalf of Customer any invoices, payments, statements of account, or late payment notices from customers, federal or state agencies, or universal service fund administrators.

Neither TCG nor its Strategic Partner will accept account notifications from the Universal Service Administrative Company (“USAC”) nor act as a billing contact for Federal Universal Service matters.

Registered Agent Services do not constitute legal representation.  TCG and its Strategic Partner are not law firms. Neither TCG nor its Strategic Partner provides any legal or representation services as part of Regulated Agent Service.

TCG and its Strategic Partner have no obligation to review contents of correspondence received on behalf of Customer, except to determine if correspondence falls within the scope of Registered Agent Services.  TCG and its Strategic Partner have no obligation to review, complete, or reply to, any documents received as a Registered Agent.

TCG and its Strategic Partner may, at their discretion, copy Customer’s designated legal counsel when forwarding documents to Customer.  Such forwarding to legal counsel does not constitute legal or representation service.

CUSTOMER RESPONSIBILITIES

Customer shall provide TCG and its Strategic Partner with Customer’s current address, e-mail, telephone, and fax number at all times. Failure to provide current contact information may cause Customer harm; therefore, Customer agrees to hold harmless TCG and its Strategic Partner from any and all liability that may arise because of a failure to provide updated contact information.

Term. The Registered Agent Service Agreement becomes effective upon TCG’s receipt of full payment and continues for a period of one (1) year.  This Agreement shall automatically renew each year on the anniversary of its effective date unless either party gives notice of cancellation at least thirty (30) days prior to renewal.

Fee.  Annual fees for Registered Agent Services are due at the beginning of each term of service. The Registered Agent fee is fully earned upon payment and not subject to refund, except as under the terms of the section entitled “Discharge and Withdrawal”.

Discharge and Withdrawal.  Customer may discharge Registered Agent, or change registered agents, at any time by notifying Registered Agent in writing.  No refund will be provided for such discharge.  Registered Agent may resign as registered agent upon termination or breach of this Agreement or upon Customer failure to timely pay all fees due [where is the fee schedule?]. 

Registered Agent may withdraw upon sixty (60) days’ prior written notice to Customer, for any or no reason. If no reason is given, Registered Agent agrees to refund Customer an amount equal to 1/12 of the Fee multiplied by the number of months remaining from the date of resignation until the date of expiration or date for renewal of this Agreement.