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These are
the terms and conditions for an Internet domain name registration
service (the "Service", as more fully set out below)
between dnslogin.com and the Customer (as indicated on the Order
Form), whereby the Customer agrees to pay for, and RegistersLINK.com
agrees to provide, the Service on the terms and conditions set
out below (the "Terms").
1. DEFINITIONS
Agreement - the Agreement of which these Terms form part
Cancellation Charge - as set out in the Order Form
Fees - as published by dnslogin.com from time to time
Intellectual Property - all patents, registered and unregistered
trade marks, trade and business names, copyright and rights in
the nature of copyright including property rights in relation
to compilations or databases, design rights and registered designs
and all applications for patents and registered trade marks and
registered designs (including in each case, all extensions and
renewals thereof)
Interest Rate- the base rate charged by National Westminster
Bank plc from time to time plus four per cent
Local Administration Costs - any registration and other
costs charged to dnslogin.com for the registration or attempted
registration of domain names
Order Form - the order form as displayed on this Internet
web site
Request - a request for registration of one or more domains
Service - the service provided by dnslogin.com under this
Agreement, as further defined in Clause 2
2. THE SERVICE
2.1. Subject to payment of the Fees, the Local Administration
Costs, and the terms of this Agreement. dnslogin.com shall provide
the following (the "Service"):
2.1.1. on the Customer's behalf, the processing of Requests with
relevant domain authorities; and
2.1.2. such Additional Services as are agreed between the parties.
3. OBLIGATIONS
3.1. dnslogin.com warrants that the Service will be provided with
reasonable care and skill and in a professional and timely manner.
Notwithstanding the foregoing, the Customer acknowledges and agrees
that:
3.1.1. the success or failure of domain registration depends on
many factors outside dnslogin.com control, that dnslogin.com does
not guarantee that success of any Request, and that dnslogin.com'
only obligation in relation to each Request shall be to use its
reasonable endeavours to obtain registration of the domain names
requested,
3.1.2. dnslogin.com shall be entitled to refuse to process Requests
submitted by the Customer and also to refuse to continue processing
with any Requests previously accepted by dnslogin.com, where such
processing may (in dnslogin.com' opinion) expose dnslogin.com
to the risk of legal or other proceedings,
3.1.3. dnslogin.com does not guarantee that any domain names registered
will be free and clear of intellectual property rights and/or
claims by third parties (including, without limitation, rights
and/or claims in relation to registered and unregistered trade
marks),
3.1.4. any domain names registered by dnslogin.com on the customers'
behalf may subsequently be challenged and/or cancelled by persons
other than dnslogin.com.
3.2. dnslogin.com shall endeavour to meet any dates agreed for
the obtaining of the names and domains requested by the Customer,
but such date shall be an estimate only and dnslogin.com accepts
no liability for failure to meet such date or dates.
3.3. Except as set out expressly in these Terms, dnslogin.com
makes no warranties or representations either express or implied
in relation to whole or part of the Service, including but not
limited to implied warranties or conditions of completeness, accuracy,
satisfactory quality and fitness for a particular purpose and
that all such conditions, warranties, terms and undertakings,
express or implied, statutory or otherwise in respect of the provision
or non-provision of the Service and any other services supplied
hereunder are hereby expressly excluded.
4. CUSTOMER'S OBLIGATIONS
4.1. The Customer shall not:
4.1.1. submit to dnslogin.com any Requests in relation to a domain
name or names which it knows, or should (after reasonable inquiry)
have known, infringes or might reasonably be considered to infringe
the trade marks (whether registered or unregistered) or other
rights of any third party,
4.1.2. in using the Additional Services, use any domain name or
other descriptor which is, or might reasonably considered to be,
in breach of any trade marks (whether registered or unregistered)
or other rights of any third party,
4.1.3. use the Additional Services to store, reproduce, transmit,
communicate or knowingly receive any material which is offensive,
abusive, indecent, defamatory, obscene or menacing, or in breach
of confidence, copyright, privacy, trade marks (whether registered
or unregistered) or any other rights of any third party.
4.2. The Customer undertakes not to sell to any other person (whether
in money or money's worth, the giving or withholding of any business
or benefit of any kind or description), either directly or indirectly,
the Service or the Additional Services.
4.3 The Customer hereby acknowledges that the Customer agrees
to, and will fully comply with, the Terms and Conditions of Nominet.UK
http://www.nominet.org.uk/ref/terms.html
with regard to the processing of any .uk Requests and Tucows
.com/.net/.org Requests..
5. FEES
5.1. The Customer shall pay in us dollars to dnslogin.com the
Fees, inclusive of the Local Administrative Costs incurred by
dnslogin.com in processing a Request or Requests.
5.2. The Fees and Local Administrative Costs shall be paid by
the Customer as set out on the Order Form without set off or counterclaim.
5.3. The Customer acknowledges that the Local Administration Costs
may differ from the amount or amounts (if any) previously indicated
by dnslogin.com as a result of changes in pricing by the relevant
domain authority and/or of changes in the exchange rates, and
agrees that:
5.3.1. dnslogin.com shall, in relation to each Request, charge
the Customer the Local Administration Costs as published by dnslogin.com
from time to time or a sum in pounds sterling equal to the actual
Local Administrative Costs charged to dnslogin.com, whichever
is the higher.
5.4. The Customer recognises that the Local Administrative Costs
represent only the initial costs for the registration of a domain
name, and that continued use of a domain name by the Customer
is likely to expose the customer to additional charges payable
to the local domain name registry.
5.5. The Customer acknowledges that occasionally unforeseen charges
are incurred in processing Requests. dnslogin.com shall obtain
the Customer's written consent before incurring such charges.
5.6. Interest will be charged on sums overdue both before and
after judgement at the Interest Rate calculated on a daily basis
from the date payment was due until the date payment is received,
such interest to be compounded monthly.
5.7. Subject to Clause 6 the Customer shall pay the Fees, Local
Administration Costs and any other charges referred to in Clause
5.5 above notwithstanding that the Request is unsuccessful or
discontinued unless the lack of domain name registration is wholly
attributable to dnslogin.com' negligence or wilful default.
5.8 Where Customers wish to transfer the TAG in relation to their
.uk domain away from dnslogin.com the Customer shall pay in us
dollars to dnslogin.com the Transfer Fees as published by dnslogin.com
from time to time.
6. CANCELLATION CHARGES
6.1. The Customer shall be entitled to cancel a Request subject
to the following terms:
6.2. if dnslogin.com has not started processing the Request, the
Request will be cancelled subject to the Customer paying a cancellation
charge of usdxxxx.-- excl. VAT;
6.3. if dnslogin.com has started processing the Request then (irrespective
of whether or not the cancellation request is received within
4 hours), the Request will be cancelled subject to the Customer
paying dnslogin.com full fees (including the Local Administration
Costs, but only if these have been incurred).
7. CUSTOMER'S INDEMNITY
7.1. The Customer shall indemnify and keep dnslogin.com fully
and effectually indemnified from and against all liability, claims,
losses, costs, expenses, loss of profits, business interruption,
and other pecuniary or consequential loss (including reasonable
legal costs and expenses) suffered or incurred by dnslogin.com
as a result of any breach of this Agreement by the Customer, the
Customer's employees (if any), any person authorised by or under
the control of the Customer.
8. EXCLUSIONS AND LIMITATIONS
8.1. The Customer agrees that dnslogin.com shall not be liable
either in contract, tort, negligence, statutory duty or otherwise,
for any loss of profits, revenue or goodwill or any type of indirect
or special loss or damage whatever arising from or in any way
connected with this Agreement.
8.2. The Customer agrees that dnslogin.com shall not be liable
either in contract, tort, negligence, statutory duty or otherwise,
for any direct loss or damage (including loss or damage which
is reasonably foreseeable or occurs naturally in the course of
things) including, without limitation, damage for loss of business,
loss of sales, loss of profits, loss of reputation, or any other
financial loss or damage, resulting from or in relation to:
8.2.1. any acts, omissions, failures or delays occurring on or
without any negligence on dnslogin.com' part, or occurring on
or in relation to those aspects of the Service not under dnslogin.com'
direct control,
8.2.2. the consequences of any unsuccessful or failed registration,
8.2.3. any claims by such third parties that the domain names
registered (or attempted to be registered) by dnslogin.com on
the Customer's behalf infringe the trade marks (whether registered
or unregistered) or other rights of such third parties.
8.3. The Customer also agrees that (except in relation to such
liability as has been expressly excluded in Clauses 8.1 and 8.2
above) the maximum aggregate liability of dnslogin.com in contract,
tort, negligence, statutory duty or otherwise, for any loss or
damage whatever arising from or in anyway connected with:
8.3.1. any negligent or reckless failure to provide the Service
within a reasonable time and any negligent or reckless failure
by dnslogin.com to process Requests correctly or in a timely manner,
8.3.2. any failure to provide the Service with reasonable care
and skill, and
8.3.3. any liability not excluded by this Agreement,
shall, in respect of any one or more events or series of events
(whether connected or unconnected) taking place within any twelve
month period be limited to usd 1.5 million. This limit shall also
apply in the event that any exclusion or other provision contained
in this Agreement is held to be invalid for any reason and dnslogin.com
becomes liable for loss or damage that could otherwise have been
limited.
8.4. Nothing in this Agreement shall exclude:
8.4.1. dnslogin.com' liability for death or personal injury arising
from the negligence of RegistersLINK.com, its servants or agents;
or
8.4.2. any other liability which it is prohibited from excluding
by law.
9. SUSPENSION AND TERMINATION
9.1. Without prejudice to any of its other rights, dnslogin.com
shall have the right to immediately terminate this Agreement and/or
suspend or restrict the Service and/or the Additional Services
to the Customer, if:
9.1.1. the Customer does not pay to dnslogin.com by its due date
any sum due;
9.1.2. the Customer breaches Clause 4 of these Terms;
9.1.3. the supply of the Service and/or Additional Services to
the Customer may (in the reasonable opinion of dnslogin.com) expose
dnslogin.com to the risk of litigation or other civil proceedings;
9.1.4. the Customer commits any other material or repeated breach
of this Agreement and, if it is capable of being remedied, fails
to remedy such breach within 15 days from the date of the first
notice specifying the nature of the breach and requesting its
remedy;
9.1.5. the Customer becomes insolvent, ceases to trade (or in
the reasonable opinion of dnslogin.com is likely to cease to trade)
or has a liquidator, receiver, administrator or administrative
receiver appointed or enters into any arrangement with its creditors
or is wound up otherwise than for the purpose of a solvent amalgamation
or reconstruction where the resulting entity assumes all of its
obligations, or is unable to pay its debts as they fall due within
the meaning of section 123 of the Insolvency Act 1986, or is made
bankrupt, or undergoes a similar or analogous event in any jurisdiction;
and dnslogin.com shall not be liable for any losses incurred by
the Customer as a result of such suspension, termination, or restriction.
10. TERMINATION BY CUSTOMER
Without prejudice to any of its other rights, the Customer shall
have the right to immediately terminate this Agreement, if:
10.1. dnslogin.com commits any material or repeated breach of
this Agreement and, if it is capable of being remedied, fails
to remedy such breach within 15 days from the date of the first
notice specifying the nature of the breach and requesting its
remedy;
10.2. dnslogin.com becomes insolvent, ceases to trade (or in the
reasonable opinion of the Customer is likely to cease to trade)
or has a liquidator, receiver, administrator or administrative
receiver appointed or enters into any arrangement with its creditors
or is wound up otherwise than for the purpose of a solvent amalgamation
or reconstruction where the resulting entity assumes all of its
obligations, or is unable to pay its debts as they fall due within
the meaning of section 123 of the Insolvency Act 1986, or is made
bankrupt or undergoes a similar or analogous event in any jurisdiction;
and the Customer shall not be liable for any losses incurred by
dnslogin.com as a result of such termination.
11. FORCE MAJEURE
11.1. Neither party shall be liable for any breach of its obligations
hereunder (other than any obligation to pay money) where the breach
results from causes beyond its control and the party concerned
has acted reasonably and prudently to prevent and to minimise
the effect of such causes.
11.2. Where an event of force majeure last for a period in excess
of two months either party shall be entitled to terminate this
Agreement.
12. CONFIDENTIALITY
12.1. Each party will at all times keep confidential and will
not disclose without the prior written consent of the other any
business or other confidential information of the other party
or use any such information other than for the purposes contemplated
by this Agreement (except that each party may disclose such information
to those of its employees, agents and sub-contractors who need
to know the same for such purpose and under conditions of confidentiality
non-disclosure and non-use equivalent to those imposed on the
parties by this Clause). These obligations of confidentiality,
non-disclosure and non-use do not apply to any information which
is publicly available through no fault of the party disclosing
or using the information, or which was known to that party before
receipt from the other party, or received from another source
without obligation as to confidentiality, or which is required
to be disclosed by law or by a regulating authority.
13. MISCELLANEOUS
13.1. PERSONAL. This Agreement is personal to the Customer and
the Customer's rights may not be assigned, sub-licensed or transferred
in any way
13.2. ENTIRE AGREEMENT. This Agreement constitutes the entire
understanding between the parties concerning the provision of
the Service, and replaces, supersedes, and cancels all previous
arrangements, understandings, representations or agreements relating
thereto. For the avoidance of doubt each party irrevocably waives
any right it may have to seek a remedy for any misrepresentation
which has not become a term of this Agreement, as well as any
breach of warranty or undertaking other than those contained in
this Agreement (whether express or implied, statutory or otherwise),
unless such misrepresentation, warranty or undertaking was made
fraudulently. This Agreement shall apply and prevail over any
terms and conditions (whether conflicting or not) contained or
referred to in any documentation submitted or provided by the
Customer.
13.3. SEVERABILITY. Each provision of this Agreement excluding
or limiting liability shall be construed separately, applying
and surviving even if for any reason one or other of those provisions
is held inapplicable or unenforceable in any circumstances and
shall remain in force notwithstanding the termination of this
Agreement howsoever occasioned.
13.4. NO WAIVER. No waiver by dnslogin.com shall be construed
as a waiver of any preceding or succeeding breach of any provision.
13.5. NOTICES. Any notices required to be given under this Agreement
shall be in writing and shall be sent by first class registered
post, recorded airmail, fax or by hand, to the address specified
in this Agreement.
13.6. GOVERNING LAW. This Agreement shall be governed by the laws
of England and Wales and this Agreement shall be subjected to
the non-exclusive jurisdiction of the English courts (and u.s.a.
governing law).
14. ACCEPTABLE USE
14.1. Goals.
dnslogin.com' goals are to protect network resources, preserve
the privacy and security of dnslogin.com and our customers, and
maximize the utility of dnslogin.com and the Internet, while recognizing
dnslogin.com' position in the Internet community as a whole.
14.2. Interpretation.
The provisions of this Policy are intended as guidelines and are
not meant to be exhaustive.
Generally, conduct that violates law, regulation or the accepted
norms of the Internet community, whether or not expressly mentioned
in this Policy, is prohibited. dnslogin.com reserves the right
at all times to prohibit activities that damage its commercial
reputation and goodwill.
14.3. Security.
Any "denial of service" attack, any attempt to breach
authentication or security measures, or any unauthorized attempt
to gain access to any other account, host or network is prohibited,
and will result in immediate services termination, which may be
without notice.
14.4. E-mail Redirection.
Using any dnslogin.com server to send duplicative, unsolicited
e-mail messages (commercial or otherwise), or to collect the responses
from unsolicited e-mail, or to promote any website whose Domain
Name Service is provided by dnslogin.com is prohibited.
Similarly, using any dnslogin.com server to post advertisements
or messages that violate the charter of any newsgroup or mailing
list is prohibited.
Sending duplicative, unsolicited e-mail messages (commercial or
otherwise) to promote any website whose Domain Name Service is
provided by dnslogin.com is prohibited.
dnslogin.com reserves the right to make the determination whether
a given message violates the newsgroup or mailing list charter.
In most cases dnslogin.com will defer to the judgment of the newsgroup
or mailing list moderator or administrator.
Commercial messages that are appropriate under the charter of
a newsgroup or mailing list, or that are expressly solicited by
the recipients are permitted.
Conduct in connection with e-mail or Usenet news that is an obvious
nuisance (such as "mail bombing") or that would be unlawful
in other contexts (for example but not limited to, threats, harassment,
defamation, obscenity, or software piracy) is prohibited.
14.5. Forgery of Identity.
Falsifying addressing information or otherwise modifying headers
to conceal the sender's or recipient's identity, for the purpose
of circumventing this Policy, is prohibited. This provision is
not intended to disallow the use of aliases or anonymous remailers
for any legitimate purpose.
14.6. Copyright, Privacy, and Intellectual Property.
Using a dnslogin.com hosted Domain Name to commit, aid or abet
any violation of copyright or intellectual property law is prohibited.
This prohibition includes publishing a private e-mail message
or third parties, by any means, without the express prior consent
of the author.
The e-mail addresses of dnslogin.com customers are not for sale
or commercial distribution to third parties without the express
prior consent of the subscriber.
14.7. Cooperation with Other Providers.
Using dnslogin.com' facilities to engage in activities that violate
the Terms of Services of any other Internet Services Provider
is prohibited. For example, sending unsolicited commercial e-mail
through dnslogin.com' facilities to the subscribers of any Internet
or online service provider that disallows unsolicited commercial
e-mail is prohibited.
14.8. Consequences of Violation.
Violation of this Policy by a dnslogin.com customer may result
in temporary suspension or permanent termination of one or more
service at dnslogin.com' sole discretion.
dnslogin.com does not issue services credits for any outages incurred
though service disablement resulting from Policy violations.
14.9. Modification.
dnslogin.com reserves the right to add, delete or modify any provision
of this Policy at any time without notice.
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