Terms and Conditions
EU Internet Domains Limited. Terms and Conditions.
Hereunder are the terms and conditions (the Terms and Conditions) subject to which EU Internet Domains Limited (EU Internet) agrees to provide services to the Customer and the Customer agrees to pay for services on the Terms and Conditions.
1. DEFINITIONS
"Agreement" – means the agreement of which these Terms form part.
"Contractual Period" – means the period during which this Agreement subsists. (as indicated on the Order Form)
"Customer" – means the customer as indicated on the Order Form.
"EURid" – means the European Registry for Internet Domains, the registry appointed to administer .eu domain names or any such other body that may replace it.
"Fees" – the fees for the Service as published by EU Internet from time to time.
"Initial Term" – means the 12 month period commencing on the date hereof.
"Intellectual Property" – includes without limitation 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).
"Order Form" – means the order form as displayed on this Internet web site.
"Request" – means a request for registration or renewal of a .eu domain name.
"Service" – means the service provided by EU Internet of processing Requests with EURid.
"Sunrise Period" – means that period during which the registration of domain names is exclusively reserved to such holders of prior rights recognized or established by national and or European Community law and public bodies.
"Term" – means the Initial Term and any extension thereof pursuant to Clause 3.
2. THE SERVICE
Subject to payment of the Fees and subject to the Terms and Conditions EU Internet shall perform the Service.
3. DURATION OF THE CONTRACT
3.1. Subject to Clause 3.2 and Clause 4.1.11 these Terms and Conditions shall continue for the Initial Term.
3.2. On expiry of the Initial Term this Agreement shall automatically renew upon the same Terms and Conditions for consecutive periods of twelve months unless either party gives 30 days notice of its intention not to renew prior to the expiry of the Initial Term or subsequent 12 month period, as the case may be.
4. TERMS AND CONDITIONS
EU Internet warrants that the Service will be provided with reasonable care and skill.
4.1. Notwithstanding the foregoing, the Customer acknowledges and agrees that:
4.1.1. the obligations of EU Internet in relation to domain name registration shall be limited to forwarding the Request to EURid and notifying the result of the application within a reasonable period after communication from EURid and such obligations shall only subsist when all sums due to EU Internet have been paid in full,
4.1.2. EU Internet shall not be obliged to accept or process any Request,
4.1.3. the success or failure of domain registration depends on many factors outside EU Internet's control and EU Internet does not guarantee the success of any Request,
4.1.4. EU Internet does not guarantee that any domain names registered will not infringe on, or be alleged to infringe on, the Intellectual Property rights and/or claims of any third parties,
4.1.5. any domain names registered by EU Internet on the Customers' behalf may subsequently be challenged and/or cancelled by persons other than EU Internet,
4.1.6. EU Internet will be registered as the contact for any domain name registered, or held on behalf of, the Customer,
4.1.7. EU Internet 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 EU Internet accepts no liability for failure to meet such date or dates,
4.1.8. except as set out expressly in these Terms and Conditions, EU Internet makes no warranties or representations either express or implied in relation to the 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 supplied hereunder are hereby expressly excluded,
4.1.9. EU Internet will use its reasonable endeavours to notify the Customer of any renewal dates however EU Internet accepts no liability for the renewal, or non-renewal, of domain names,
4.1.10. EU Internet reserves the right not to submit a .eu domain name application to EURid without refund if:
4.1.10.4.1. the Request fails to comply with all applicable requirements to obtain or renew the .eu domain name including EC Regulation 733/2002 and EC Regulation 874/2004; or
4.1.10.4.2. the Customer fails within any time limit reasonably set by EU Internet, and in any event within 7 days, to comply with any request by EU Internet to confirm acceptance of specific EURid terms and conditions (including Sunrise Period terms and conditions) or to provide any other information which EU Internet reasonably requires; or
4.1.10.4.3. the Customer fails to pay the correct fee at the time of its application or EU Internet in its sole discretion considers that the Request is not bona fide; or
4.1.10.4.4. EU Internet in its sole discretion considers that registration and/or use of the domain name is likely to infringe any third party Intellectual Property rights or other third party rights.
4.1.11. EU Internet reserves the right to amend and update these Terms and Conditions at any time upon the provision of 30 days notice. The amended Terms and Conditions shall be effective 30 days after they are initially posted on EU Internets website. Utilization of the Service by the Customer following the effective date of such change(s) shall constitute acceptance by the Customer of such change(s).
4.2. Sunrise Period .eu domain name applications:
4.2.1. In the event EU Internet receives more than one application for the same .eu domain name, EU Internet shall forward these to EURid in the chronological order in which they were received.
4.2.2. In the event EU Internet receives Sunrise Period applications in advance of the relevant phase of the Sunrise Period, they will be submitted to EURid at or as soon as reasonably practicable after the start of the relevant phase (subject to the other provisions in this Agreement).
4.2.3. It is entirely the Customers responsibility to ensure that any requests for supporting evidence sent to the Customer by EURid are correctly submitted on time and in accordance with the applicable requirements.
4.3. Non-Sunrise Period .eu domain name applications received by EU Internet in advance of general .eu domain name registration:
4.3.1. EU Internet will submit such applications to EURid at or as soon as reasonably practicable after the start of general registration (subject to the other provisions in this Agreement).
4.3.2. Important information concerning .eu domain names will be posted on the EU Internet website (insert link to specific page on website) and it is the Customers responsibility to check it regularly for updates.
4.3.3. EU Internet has no obligations in relation to .eu domain names except insofar as expressly stated above.
5. CUSTOMER'S OBLIGATIONS
5.1. The Customer:
5.1.1. hereby irrevocably and unconditionally indemnifies EU Internet from any and all costs, claims and damages of whatsoever nature which may arise through the use or misuse or purported infringement or alleged infringement of the Intellectual Property rights of a third party.
5.1.2. shall check the domain name as reported on any of the EU Internet's documents sent to the Customer, such as the invoice, customer information sheet or otherwise, is spelt correctly. In the event of any error, the Customer should notify EU Internet promptly and in any event within 24 hours of receiving such document.
5.1.3. shall at all times comply with the terms and conditions (from time to time subsisting) for the registration of domain names published by EURid (insert link to EURid terms and conditions) and generally to the terms and conditions of any such authority having similar force and to which the client may become subject as a result of the Service provided by EU Internet.
5.2. The Customer shall not:
5.2.1. submit to EU Internet 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 any Intellectual Property rights or other rights of any third party,
6. FEES
6.1.1. The Fees are payable notwithstanding the fact that the Request may be unsuccessful.
6.1.2. The Fees are fully non-refundable.
7. EXCLUSIONS AND LIMITATIONS
7.1. EU Internets maximum liability under this Agreement shall be limited to the Fees paid by the Customer to EU Internet in respect of the Service during the Term. This limit shall apply to any liability not excluded by this Agreement and 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 EU Internet becomes liable for any loss or damage.
7.2. EU Internet shall not be liable either in contract, tort, negligence, statutory duty or otherwise, for any loss or damages, including without limitation, consequential loss, economic loss, loss of profits, revenue or goodwill or any type of direct or indirect or special loss or damage whatever or howsoever arising from or in any way connected with this Agreement whether foreseeable or not.
7.3. EU Internet shall not be liable either in contract, tort, negligence, statutory duty or otherwise, for any loss or damage (including loss or damage which is reasonably foreseeable or occurs naturally in the course of things) including, without limitation, consequential loss, economic loss, loss of profits, revenue or goodwill or any type of direct or indirect or special loss or damage whatever or howsoever arising from or in any way connected with this Agreement whether foreseeable or not, resulting from or in relation to:
7.3.1. any acts, omissions, failures or delays occurring on EU Internet's part in the provision of the Service, or occurring on or in relation to those aspects of the Service not under EU Internet's direct control,
7.3.2. the consequences of any unsuccessful or failed registration, or renewal
7.3.3. any claims by such third parties that the domain names registered (or attempted to be registered) by EU Internet on the Customer's behalf infringe the Intellectual Property rights or other rights of such third parties.
7.4. Nothing in this Agreement shall exclude:
7.4.1. EU Internet's liability for death or personal injury arising from the negligence of EU Internet, its servants or agents; or
7.4.2. any other liability which it is prohibited from excluding by law.
8. TERMINATION
8.1. Termination by Customer
8.1.1. Subject to Clause 8.1.2 the Customer shall have the right to terminate this Agreement at any time.
8.1.2. In the event the Customer terminates this Agreement with less than thirty (30) days notice prior to the end of the Initial Term, or any anniversary thereof, the Fees for the following 12 month period shall become immediately due and payable by the Customer.
8.1.3. In the event that the Customer terminates this Agreement EU Internet shall continue to provide the Service for such time as has been paid for by the Customer.
8.2. Termination by EU Internet
8.2.1. Without prejudice to any of its other rights, EU Internet shall have the right to immediately terminate this Agreement and/or suspend or restrict the Service to the Customer, if:
8.2.2. the Customer does not pay to EU Internet by its due date any sum due;
8.2.3. the Customer breaches Clause 4 of these Terms and Conditions;
8.2.4. the supply of the Service to the Customer may (in the reasonable opinion of EU Internet) expose EU Internet to the risk of litigation or other civil proceedings;
8.2.5. 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;
8.2.6. the Customer becomes insolvent, ceases to trade (or in the reasonable opinion of EU Internet is likely to cease to trade) or has a liquidator, receiver or examiner appointed or enters into any arrangement with its creditors or is wound up otherwise than for the purpose of a solvent amalgamation or reconstruction, or is made bankrupt, or undergoes a similar or analogous event in any jurisdiction; and EU Internet shall not be liable for any losses incurred by the Customer as a result of such suspension, termination, or restriction.
8.2.7. In the event that EU Internet terminates this Agreement EU Internet shall continue to provide the Service for such time as has been paid for by the Customer.
9. CONFIDENTIALITY
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, professional advisers, 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.
10. MISCELLANEOUS
10.1. PERSONAL. This Agreement is personal to the Customer and the Customer's rights may not be assigned, sub-licensed or transferred in any way
10.2. ENTIRE AGREEMENT. Save where otherwise agreed in writing 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, to the extent allowed by applicable law, or warranties, expressed or implied, including without limitation the implied warranties of satisfactory quality and fitness for a particular purpose are excluded. Nothing in the Terms and Conditions shall affect the statutory rights of a consumer. 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,
10.3. 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
10.4. NO WAIVER. No waiver by EU Internet shall be construed as a waiver of any preceding or succeeding breach of any provision.
10.5. NOTICES. Any notices required to be given under this Agreement shall be in writing and shall be sent by registered post, facsimile or by hand, to the address specified in this Agreement.
10.6. GOVERNING LAW. This Agreement shall be governed by the laws of Ireland and this Agreement shall be subjected to the exclusive jurisdiction of the courts situate in the city of Dublin.