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DOMAIN REGISTRANT AGREEMENT
This DOMAIN REGISTRANT AGREEMENT ("Agreement") is by
and between TOPNETS GROUP LIMITED (“Registrar”) and YOU
("you", "your" or "Registrant")________________________[Registrant
Name], and should be deemed made on_____________________________.
1. DEFINITIONS
(1) "Business Day" refers to a working day between Mondays to Friday
excluding all Public Holidays.
(2) "Communications" refers to date, time, content, including content in any link
between Registrar, and the Registrant, and any Artificial Juridical Person,
Company, Corporation, Enterprise, Firm, Individual, Institute, Institution,
Organization, Person, Society, Trust or any other Legal Entity acting on their
behalf.
(3) "Customer" refers to the customer of the Order as recorded in the Domain
Registration System Database.
(4) "Domain Registration System" refers to the set of Servers, Software,
Interfaces, Registrar Products and API or EPP that is provided for use
directly or indirectly under this Agreement by Registrar and/or its Service
Providers.
(5) "Domain Registration System Database" is the collection of data elements
stored on the Domain Registration System Servers.
(6) "Domain Registration System Servers" refer to Machines / Servers that
Registrar or its Service Providers maintain to fulfill services and operations
of the Domain Registration System
(7) "Domain Registration System User" refers to the Customer and any Agent,
Employee, Contractee of the Customer or any other Legal Entity that has
been provided access to the "Domain Registration System" by the Customer,
directly or indirectly.
(8) "Registrar" refers to the Registrar of record as shown in a Whois Lookup for
the corresponding Order at the corresponding Registry Operator.
(9) "Registrar Products" refer to all Products and Services of Registrar which it
has provided or is providing.
(10) "Registrar Servers" refer to web servers, Mailing List Servers, Database
Servers, Domain Registration System Servers, Whois Servers and any other
Machines / Servers that Registrar or its Service Providers Operate, for the
Domain Registration System, the Registrar Website, the Registrar Mailing
Lists, Registrar Products and any other operations required to fulfill services
and operations of Registrar.
(11) "Registrar Website" refers to the website of registrar.
(12) "Registry Operator" refers individually and collectively to any Artificial
Juridical Persons, Company, Concern, Corporation, Enterprise, Firm,
Individual, Institute, Institution, Organization, Person, Society, Trust or any
other Legal Entity that is involved in the management of any portion of the
registry of the TLD, including but not limited to policy formation, technical
management, business relationships, directly or indirectly as an appointed
contractor;
(13) "Service Providers" refers individually and collectively to any Artificial
Juridical Persons, Company, Concern, Corporation, Enterprise, Firm,
Individual, Institute, Institution, Organization, Person, Society, Trust or any
other Legal Entity that the Customer and/or Registrar and/or Service
Providers (recursively) may, directly or indirectly, Engage / Employ /
Outsource / Contract for the fulfillment / provision / purchase of Registrar
Products, Domain Registration System, and any other services and
operations of Registrar.
(14) "Whois" refers to the public service provided by Registrar and Registry
Operator whereby anyone may obtain certain information associated with
the Order through a "Whois Lookup"
(15) "Whois Record" refers to the collection of all data elements of the Order,
specifically its Registrant Contact Information, Administrative Contact
Information, Technical Contact Information, Billing Contact Information,
Nameservers if any, its Creation and Expiry dates, its Registrar and its
current Status in the Registry.
2. OBLIGATIONS AND RIGHTS OF THE REGISTRANT
(1) The Registrant agrees to provide, maintain and update, current, complete
and accurate information of the Whois Record and all the data elements
about the Order in the Domain Registration System Database during the
term of the Order. The Registrant agree to provide accurate contact
information of Authorized Representatives and necessary assistance to
Registrar.
(2) Registrant agrees that provision of inaccurate or unreliable information,
and/or Registrant's failure to promptly update information, or non-receipt
of a response for over five (5) calendar days to inquiries sent to the email
address of the Registrant or any other contact listed for the Order in the
Domain Registration System database concerning the accuracy of contact
information associated with the Order shall be constituted as a breach of this
Agreement and a basis for freezing, suspending, or deleting that Order.
(3) The Registrant acknowledges that in the event of registration of the certain
foreign domains which require local individual or corporation information,
Registrant shall provide accurate and complete information. If Registrant is
unable to provide the required local information, Registrar will assist
Registrant to provide local information via cooperated foreign company,
and Registrant will own the right to use and manage domain names, but not
ownership.
(4) The Registrant acknowledges that the order of registering domain names
shall not infringe upon legitimate rights, including but not limited to, the
name rights and trademark rights and other domain name rights, of
Registrar and any third party. The Registrant will take sole responsibilities if
the order of registering domain names infringe upon legitimate rights of
Registrar and any third party.
(5) The Registrant shall comply with all terms or conditions established by
Registrar, Registry Operator and/or Service Providers from time to time. The
Registrant must comply with all applicable terms and conditions, standards,
policies, procedures, and practices laid down by ICANN and the Registry
Operator.
(6) The Registrant acknowledges that the success of registration or renewal of
domain names is determined by the application, application time,
application data and so on. Registrar provide service about relevant
formalities as an agent and not guarantee any success of registration and
renewal of domain names.
(7) The Registrant acknowledges that in the event of the rules and requirements
of registration and renewal differ from different countries and areas from
time to time, the information and documents about registration and renewal
of domain names in Registrar websites are as reference but not legitimate
basis.
(8) The Registrant acknowledges that the success of registration and renewal is
determined by authority registry, and the status of domain names in
background Domain Registration System of Registrar is for reference.
(9) The Registrant shall provide the required fees and data in the terms of
Agreement to Registrar. The Registrant agree that the unpaid fees and
inaccurate and incomplete data shall be constituted as a breach of this
Agreement and a basis for freezing, suspending, or deleting that Order.
3.OBLIGATIONS AND RIGHTS OF REGISTRAR
(1) The Registrar provide services to assist Registrant to register, renew, change
information and holder and registrar as an agent. The Registrar agree to
submit required data and assist Registrant to pay fees, and provide DNS and
DNS Service for domain names registered successfully.
(2) The Registrar shall not guarantee the ordered domain names will be
registered and renewed successfully in any stated and implied expression.
The Registrar shall guarantee to refund full fees in time for domain names
registered and renewed unsuccessfully.
(3) The Data about The Registration or Renewal Application submitted by
Registrar who is authorized by Registrant, is based on timely search results
and query and registration condition in Domain Management Registry. But
there is no guarantee that the domain names can be able to registered
successfully based on timely data from search and query in Domain
Management Registry.
(4) The Registrar shall immediately register domain names for Registrant after
the acceptance of payment, and complete related registration work within 3
working days for the domain name registered in real time.The Registration
time in longer for the countries or regions requiring data verification and
qualified examination. The registration time shall prevailed by the time on
domain names actually registered.
(5) The Registrar shall take no responsibility in the event of the Registrant
Registration Disputes caused by Registry Operator or Service Provider, and
the domain names are preempted by third party after payment to Registry
Operator and check in successful registration status.
(6) Registrar may change any information, of the Order, or transfer the Order to
another Registrant, or transfer the Order to another Customer,upon
receiving any authorization from the Registrant, or the Customer as maybe
prescribed by Registrar from time to time.
(7) Registrar in its own discretion can at any point of time with reasonable
notification temporarily or permanently cease to sell any Registrar Products.
(8) Registrar and the Registry Operator, in their sole discretion, expressly
reserve the right to deny any Order or cancel an Order within 30 days of
processing the same. In such case Registrar may refund the fees charged for
the Order, after deducting any processing charges for the same.
(9) Registrar, Registry Operator and Service Providers, in their sole discretion,
expressly reserve the right to without notice or refund, delete, suspend, deny,
cancel, modify, take ownership of or transfer the Order, or to modify,
upgrade, suspend, freeze Domain Registration System, in order to recover
any Payment from the Registrant and Customer for any service rendered by
Registrar including services rendered outside the scope of this agreement, or
to correct mistakes made by Registrar, Registry Operator or Service
Providers in processing or executing the Order, or in case of any breach of
this Agreement, or in case Registrar learns of a possibility of breach or
violation of this Agreement which Registrar in its sole discretion determines
to be appropriate, or in case of Termination of this agreement,or if Registrar
learns of any such event which Registrar reasonably determines would lead
to Termination of this Agreement or would constitute as Breach thereof, or
to protect the integrity and stability of the Registrar Products, Domain
Registration System, and the Registry or to comply with any applicable laws,
government rules or requirements, requests of law for enforcement, or in
compliance with any dispute resolution process, or in
accordance/compliance with any agreements executed by Registrar
including but not limited to agreements with Service Providers, and/or
Registry Operator, and/or Customers, or to avoid any liability, civil or
criminal, on the part of Registrar and/or Service Providers, and/or the
Registry Operator, as well as their affiliates, subsidiaries, officers,directors
and employees, or if the Registrant and/or Agents or any other authorized
representatives of the Registrant violate any applicable laws/government
rules, including but not limited to, intellectual property, copyright, patent,
anti-spam, or Registrar learns of the possibility of any such violation or upon
appropriate authorization (what constitutes appropriate authorization is at
the sole discretion of Registrar) from the Registrant or Customer or their
authorized representatives, or if Registrar, Registry Operator or Service
Providers in their sole discretion determine that the information associated
with the Order is inaccurate, or has been tampered with, or has been
modified without authorization,or if Registrar or Service Providers in their
sole discretion determine that the ownership of the Order should belong to
another entity, or if Customer/Registrant does not comply with any
applicable terms and conditions, standards, policies, procedures, and
practices laid down by Registrar, Service Providers, ICANN, the Registrar, the
Registry Operator or for any appropriate reason. Registrar or Registry
Operator, also reserve the right to freeze the Order during resolution of a
dispute. The Registrant agrees that Registrar, Registry Operator and Service
Providers, and the contractors, employees, directors, officers,
representatives, agents and affiliates, of Registrar, Registry Operator and
Service Providers, are not liable for loss or damages that may result from any
of the above.
4.FEES
(1) Registrant agree to comply with Payment Policies established by Registrar
and acknowledges that Payment Policies is independent and unchangeable.
(2) Registrant shall pay Registrar for acceptance of service and shall renew
before expiry date if Registrant and Registrar continue the cooperation.
Registrant agree to comply with the adjustment about product, price and
names in the period of renewal.
(3) Registrar reserve the sole rights not to provide technical support and
registration service if Registrant is unable to pay required fees for any
reason.
(4) Registrar may transfer the Order of the Registrant to another registrant
under the following circumstances: -
A. Authorization from the Registrant and/or their Agent or Authorized
Representative in a manner prescribed by Registrar from time to time;
B. Authorization from the Customer in a manner prescribed by Registrar
C. On receiving orders from a competent Court or Law Enforcement Agency;
D. For fulfillment of a decision in a domain dispute resolution
E. Breach of Contract;
F. Termination of this Agreement;
G. Registrar learns of any such event, which Registrar reasonably determines
would lead to Termination of this Agreement, or would constitute as Breach
thereof.
(5) The Registrant's request to transfer to another Registrar may be denied in
situations described in this Agreement including, but not limited to:
A. a dispute over the identity of the domain name holder;
B. bankruptcy; and default in the payment of any fees.
C. any pending dues from the Customer or Registrant for any services rendered,
whether under this agreement or otherwise
D. any pending Domain Dispute Resolution process with respect to the Order
E. if the Order has been locked or suspended by the Customer
5. REPRESENTATIONS AND WARRANTIES
? Registrar and Registrant represent and warrant that:
(1) they have all requisite power and authority to execute, deliver and perform
their obligations under this Agreement;
(2) This Agreement has been duly and validly executed and delivered and
constitutes a legal, valid and binding obligation, enforceable against Registrant
and Registrar in accordance with its terms;
(3) The execution, delivery, and performance of this Agreement and the
consummation by Registrar and the Registrant of the transactions contemplated
hereby will not, with or without the giving of notice, the lapse of time, or both,
conflict with or violate:
A. any provision of law, rule, or regulation;
B. any order, judgment, or decree;
C. any provision of corporate by-laws or other documents; or
D. any agreement or other instrument.
E. the execution, performance and delivery of this Agreement has been duly
authorized by the Registrant and Registrar;
F. No consent, approval, or authorization of, or exemption by, or filing with, any
governmental authority or any third party is required to be obtained or
made in connection with the execution, delivery, and performance of this
Agreement or the taking of any other action contemplated hereby;
6. DISPUTE PROCESS
(1) The Registrant agrees that, if the use of the Order is challenged by a third
party, the Registrant will be subject to the provisions of the appropriate
Dispute policy for that Order as mentioned in the appropriate terms and
conditions in effect at the time of the dispute. If a complaint has been filed
with a judicial or administrative body regarding the Registrant's use of the
Order, the Registrant agrees not to make any changes to the Order without
Registrar's prior approval. Registrar may not allow the Registrant to make
changes to such Order until:
A. Registrar is directed to do so by the judicial or administrative body, or
B. Registrar receives notification, in a manner prescribed by Registrar from
time to time, by the Registrant and the other party contesting the Registrant
registration or use of the Order,that the dispute has been settled.
(2) This Agreement will become effective when the term of your Order begins
with Registrar and will remain in force until the Order remains as an active
Order with Registrar. Registrar may elect to accept or reject the Order
application for any reason at its sole discretion, such rejection including, but
not limited to, rejection due to a request for a prohibited Order.
(3) This Agreement shall terminate immediately in the event of Registrar's
contract with the Service Providers for the fulfillment of such Order is
terminated or expires without renewal.
(4) Upon Termination of this Agreement, Registrar may
delete/suspend/transfer/modify the Order and suspend Domain
Registration System Users' access to the Domain Registration System with
immediate effect, upon the sole discretion of Registrar.
7. DISCLAIMER
Neither party shall be liable to the other for any loss or damage resulting
from any cause beyond its reasonable control (a "Force Majeure Event")
including, but not limited to,insurrection or civil disorder, riot, war or military
operations, national or local emergency, acts or directives or omissions of
government or other competent authority, compliance with any statutory
obligation or executive order, strike, lock-out, work stoppage, industrial
disputes of any kind (whether or not involving either party's employees), any
Act of God, fire, lightning, explosion, flood, earthquake, eruption of volcano,
storm, subsidence, weather of exceptional severity, equipment or facilities
breakages / shortages which are being experienced by 10 providers of
telecommunications services generally, or other similar force beyond such
Party's reasonable control, and acts or omissions of persons for whom neither
party is responsible. Upon occurrence of a Force Majeure Event and to the
extent such occurrence interferes with either party's performance of this
Agreement, such party shall be excused from performance of its obligations
(other than payment obligations) during the first six months of such
interference, provided that such party uses best efforts to avoid or remove
such causes of non performance as soon as possible.
8. LIMITATION OF LIABILITY
1. IN NO EVENT WILL REGISTRAR, REGISTRY OPERATOR OR SERVICE
PROVIDERS OR CONTRACTORS OR THIRD PARTY BENEFICIARIES BE
LIABLE TO THE REGISTRANT FOR ANY LOSS OF REGISTRATION AND USE
OF THE ORDER, OR FOR INTERRUPTIONS OF BUSINESS, 7 OR ANY SPECIAL,
INDIRECT, ANCILLARY, INCIDENTAL, PUNITIVE, EXEMPLARY OR
CONSEQUENTIAL DAMAGES, OR ANY DAMAGES RESULTING FROM LOSS OF
PROFITS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT,
REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT
(INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF REGISTRAR AND/OR
ITS SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. REGISTRAR FURTHER DISCLAIMS ANY AND ALL LOSS OR
LIABILITY RESULTING FROM, BUT NOT LIMITED TO:
A. LOSS OR LIABILITY RESULTING FROM THE UNAUTHORIZED USE OR
MISUSE OF AUTHENTICATION INFORMATION;
B. LOSS OR LIABILITY RESULTING FROM FORCE MAJEURE EVENTS AS
STATED IN SECTION 21 OF THIS AGREEMENT;
C. LOSS OR LIABILITY RESULTING FROM ACCESS DELAYS OR ACCESS
INTERRUPTIONS;
D. LOSS O R LIABILITY RESULTING FROM NON-DELIVERY OF DATA OR DATA
MISS-DELIVERY;
E. LOSS OR LIABILITY RESULTING FROM ERRORS, OMISSIONS, OR
MISSTATEMENTS IN ANY AND ALL INFORMATION OR REGISTRAR
PRODUCT(S) PROVIDED UNDER THIS AGREEMENT;
F. LOSS OR LIABILITY RESULTING FROM THE INTERRUPTION OF SERVICE.
2. REGISTRANT ACKNOWLEDGES THAT THE CONSIDERATION RECEIVED BY
REGISTRAR IS BASED IN PART UPON THESE LIMITATIONS, AND THAT
THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF
ESSENTIAL PURPOSE OF ANY REMEDY. IN NO EVENT WILL THE LIABILITY
OF REGISTRAR RELATING TO THIS AGREEMENT EXCEED TOTAL AMOUNT
RECEIVED BY REGISTRAR IN RELATION TO THE ORDER.
IN WITNESS WHEREOF, the Parties hereto have executed this
Agreement as of the date set forth in the first paragraph hereof.
TOPNETS GROUP LIMITED [Registrant]
By:___________________ By:____________________
Name:________________ Name:________________
Title:__________________ Title: __________________
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