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OnlineNIC-Member
Joint Agreement
DEFINITIONS
ABOUT ONLINENIC
Top level domain REGISTRAR and territory
Pricing & Prepayments
Refunding Prepayments
Wire transfer information
Quick response.
Fee Policy
No Guarantee of Registration or
Renewal
Term & Registration Period
Overview of Dispute Policy
Registration Data
OBLIGATIONS OF ONLINENIC
OBLIGATIONS OF THE RESELLER
Information collected by OnlineNIC
License of TLD Names
LICENSE AND SOFTWARE.
Terms of Agreement:
LIMITATION OF LIABILITY; DISCLAIMER
OF WARRANTIES
Indemnity
Representations and Warranties
Breach and Revocation; Notice of
Cancellation, Etc
Cancellation During Preliminary
30 Day Period; Right of Refusal to Register
Governing Law; Jurisdiction; Waiver
of Trial by Jury
Notices
This
Registration Agreement sets forth the terms and conditions agreed
to between you and your company (also referred to as "member"),
and OnlineNIC, Inc. a California corporation (also referred to
as "we" or "us"), relating to the registration
and reselling Top Level Domain names "TLDs".
- DEFINITIONS
"ICANN" means the Internet Corporation for Assigned
Names and Numbers.
"Resellers" means an entity authorized by OnlineNIC,
which selects and registers TLD domain names for customers on
OnlineNIC real-time registration system.
"Registrar" means OnlineNIC or other entity authorized
by ICANN to administer the registry for TLD domain name;
"Registrant" means the applicant for, and on registration
the holder of an TLD domain;
"Customer" means the registrant for whom Reseller
accesses as the agent for the domain name;
"Account" means the credit or debit account established
by OnlineNIC for Reseller;
"TLD" means the Top Level Domain;
"SLD" means the Second Level Domain;
"Registry" means Network Solutions Inc, or other entity
from time to time authorized by ICANN to administer the registry
for TLD domain names.
Before becoming a reseller, and registering
domain names, you must acknowledge that you have read, understood,
and have expressed your consent to be bound by all the terms
and conditions of this agreement, any rules or policies of OnlineNIC,
and / or ICANN that may be established from time to time. This
agreement sets forth the terms and conditions agreed to between
you, the reseller, listed above, and OnlineNIC, a California
corporation. This agreement as well as any additional rules
and policies which may be added, constitute the complete and
exclusive agreement between you and OnlineNIC concerning your
use of the OnlineNIC's services, and supersedes all prior proposals,
agreements, or other communications.
- ABOUT ONLINENIC
OnlineNIC is an accredited REGISTRAR with the Internet Corporation
for Assigned Names and Numbers ("ICANN") http://www.icann.com/
under an agreement between OnlineNIC and ICANN ("ICANN
Agreement") and is authorized by ICANN to register .com,
.net, .org and other Top level domain names as they become available.
- Top level domain REGISTRAR and territory
As a Registrar Accredited by ICANN, OnlineNIC submits names
inputted by Reseller to the Registry Administrator for recording
into the Registry for top-level domains .com, .net and .org.
Our Reseller program is available worldwide. OnlineNIC treats
all its Resellers without discrimination based on race, age,
gender discrimination and any other unjustifiable reasons.
- Pricing & Prepayments
OnlineNIC does not charge a membership fee to members. To
begin registering domains, OnlineNIC members are required
to prepay for a minimum of 10 generic top level domains. This
prepayment may be subsequently used for any OnlineNIC service
(such as multilingual domain registrations or value added services).
members who prepay the minimum amount receive Bronze level
pricing. Members may immediately secure lower prices (Silver,
Gold, and Platinum levels) by making larger prepayments, or
by purchasing an equal amount (in total US dollars) of domain
services over time. Specific details of the OnlineNIC member
pricing policy (including actual prices) are available online
at the following URL: http://www.onlinenic.com/english/prices.html.
OnlineNIC reserves the right to change its pricing policy at
any time by updating this online document.
- Refunding Prepayments
If you decide you would like to discontinue your relationship
with OnlineNIC as a member, we will refund any unused funds
in your account, minus a $25 processing fee. Of course, there
will be an adjustment if the number of domain names you registered
is less than the minimum number at the level you joined at,
or upgraded to. For example, if you originally prepaid $669
for 100 .com, .net, & .org domains (Platinum level), but decide
to close your account after registering just 10 domains (Bronze
level), you will be charged $7.79 per domain name (the Bronze
price) instead of $6.69 a domain name (the Platinum price).
You will therefore be refunded as follows: $669 - $25 - $79.90
(10 x $7.79) = $564.10 total refund. If you wish to close your
account, please e-mail us at support@OnlineNIC.com, or fax your
request to OnlineNIC (+1.415-665-7168). Refunds take six to
eight weeks to process.
Attention: All payments need to attach the member
ID and Registrant name. Member is responsible for all bank charges.
- Wire transfer information:
BANK ACCOUNT:
BANK OF AMERICA
46786 Mission
Blvd.
Fremont, CA
94539
BENEFICIARY: OnlineNIC
Inc.
ACCOUNT NO.:
16624-14254
ROUTING NO.: 121000358
- Quick response
We will try our best to resolve any problems about business
or technology at an earliest time. Members agree to provide
technical support to its own customers and OnlineNIC agrees
to provide technical support to Members.
Modification and notices
This Member Agreement as well as our services are subject
to change from time to time. OnlineNIC will email Members
about such changes. If changes are not acceptable, Members
will have 7 calendar days to terminate this agreement and forward
their decisions to OnlineNIC at info@onlinenic.com promptly,
otherwise, changes will be deemed as accepted by members.
- Fee Policy
As consideration for the OnlineNIC's domain name registration,
administration, and renewal services, you agree to pay all initial
registration fees and applicable renewal fees with respect to
each TLD name registered in US Dollars at the time of registration
or renewal. All fees are non-refundable, in whole or in part,
even if your domain name registration is suspended, canceled,
or transferred prior to the end of your then current registration
term. We also reserve the right to change domain name registration
and renewal fees at any time for any reason at our sole discretion.
If you do not pay any initial fees or renewal fees when due
or your credit card charge is not accepted for any reason within
three (3) business days after any initial fee is due or within
ten business days after any renewal fee is due, or in the event
of any charge back of any payment at any time, we will have
the right to immediately cancel all TLD names for which payment
was not received, without further notice. In the case of renewals,
we will notify the billing contact on the WHOIS directory with
respect to the TLD name eligible for renewal, and it shall be
your responsibility to ensure that all such fees are paid prior
to the expiration of the term of registration of each TLD name
you wish to renew. You agree that we shall have no liability
whatsoever with respect to any such cancellation. We reserve
the right to adjust our registration and renewal fees prospectively
upon fifteen (15) calendar days prior notice.
- No Guarantee of Registration or Renewal
By signing this agreement, you agree that OnlineNIC cannot guarantee
you will be able to register or renew any specific domain name,
even if your inquiry indicates that domain name is available.
Even if a domain name appears to be available, you acknowledge
that OnlineNIC cannot know with certainty whether or not another
party is simultaneously seeking the domain name you are seeking
to register, or whether there are any inaccuracies or errors
in the domain name registration or renewal process or in the
WHOis and other databases. You also agree that OnlineNIC may
elect to accept or reject your application for registration
or renewal for any reason at its sole discretion. Such rejection
may include, but is not limited to, rejection due to a request
for registration or renewal of a prohibited domain name. You
also agree that OnlineNIC is not liable or responsible in any
way for any omissions, errors or any other actions by any registry
administrator arising out of or related to your application
for and registration of, renewal of, or failure to register
or renew a particular domain name. You also agree to indemnify,
defend and hold harmless the applicable registry administrator
and its officers, directors, employees, and agents from and
against any and all claims, damages, liabilities, expenses,
and costs (including reasonable legal fees and expenses) arising
out of, or related to, your submission for and registration,
renewal, or failure to register or renew a particular domain
name or names.
- Term & Registration Period.
The term of this Agreement will continue to be in force during
the time in which you have any TLD name registered through us.
At your discretion, we will register each TLD name for a period
of one (1) to ten (10) years for .com, .net and .org.
- Overview of Dispute Policy.
By signing this agreement, you agree to be bound by our Uniform
Domain Name Dispute Resolution Policy. This dispute policy
is incorporated into this Agreement by reference. Any disputes
regarding the right to use your TLD name will be subject to
the Uniform Domain Name Dispute Resolution Policy (the Dispute
Policy). OnlineNIC may modify the Dispute Policy at our sole
discretion at any time in accordance with the ICANN Agreement
or any ICANN/Registry Policy. Your continued use of our registration
services after modification to the Dispute Policy effectively
constitutes your acceptance of those modifications. If you do
not agree to such a modification, you may request that your
TLD name be cancelled or transferred to another registrar. You
agree that you will be subject to the provisions specified in
the Dispute Policy in effect at the time your TLD name is challenged
by a third party.
- Registration Data.
When you register or transfer a domain name, you are required
to provide us with certain information. This information includes:
- Your full name, postal address, e-mail address, voice
telephone number, and fax number if available;
- The name of an authorized person for contact purposes
in the case of a registrant that is an organization, association,
or corporation;
- The IP addresses of the primary nameserver and any secondary
nameserver(s) for the TLD name;
- The corresponding names of those nameservers;
- The full name, postal address, e-mail address, voice telephone
number, and fax number if available of the technical contact
for the TLD name;
- The full name, postal address, e-mail address, voice
telephone number, and fax number if available of the administrative
contact for the TLD name;
- The name, postal address, e-mail address, voice telephone
number, and fax number if available of the billing contact
for the TLD name; and
- Any remark concerning the registered TLD name that should
appear in the WHOIS directory.
You agree to update this information to keep it current, complete
and accurate. You also agree and understand that the foregoing
registration data will be publicly available and accessible
on the WHOIS directory as required by ICANN/Registry Policy
and may be sold in bulk in accordance with the ICANN Agreement.
- OBLIGATIONS OF ONLINENIC
OnlineNIC agrees to comply with all the terms and conditions
in this Agreement.
OnlineNIC agrees to provide real-time registration system to
member.
OnlineNIC will release the newest wholesale prices and Member
Policy on www.onlinenic.com website from time to time.
OnlineNIC does not guarantee that each individual Member will
specifically be notified of these price changes.
OnlineNIC will provide automatic system for inquiry.
- OBLIGATIONS OF THE MEMBER
As part of the registration of top-level domain names, the Member
shall submit all data required on the www.onlinenic.com website.
The Member agrees to develop and implement all necessary technology
and restrictions to ensure that its connection to the OnlineNIC,
and all transmissions are secured. Each such transmission shall
be authenticated and every connection with the OnlineNIC will
be done by using Member password, which it shall disclose
only to its employees on a need to know basis and shall notify
OnlineNIC within four hours of learning that its key or password
has been compromised in any way.
The Member shall employ all necessary employees, contractors,
or agents with sufficient technical training and expertise to
respond to and fix all technical problems concerning the use
of the OnlineNIC or its Software in conjunction with its systems.
The Member agrees that in the event of unexpected technical
difficulties, or at any time deemed necessary by OnlineNIC,
OnlineNIC may in its sole discretion; temporarily suspend access
to Member to www.onlinenic.com
Inaccurate or Unreliable Data.
If member deliberately provides inaccurate or unreliable information,
or fails to promptly update necessary information, or fails
to respond to our email inquiries within five calendar days,
such actions shall constitute a breach of this Agreement.
Privacy Policy
All personal data collected by us will be used in connection
with the registration of your TLD name(s), for the purposes
of this Agreement and as required or permitted by the ICANN
OnlineNIC Privacy Statement Information. For more information
on our privacy policy, go to http://www.onlinenic.com/english/agreements/privacy.html.
OnlineNIC knows the importance of keeping your information private.
By signing this agreement, you agree to accept the guidelines
described herein.
- Information collected by OnlineNIC.
Here are the types of information we gather from OnlineNIC's
visitors:
Information entered on our website or given to us in any way
are collected and stored in our system. Internet Corporation
for Assigned Names and Numbers ("ICANN"), an organization
that assumes responsible for domain name allocation, requires
information about you during the domain name registration process.
The information includes: name, address, phone number, email
address and fax. When you register a domain name with OnlineNIC,
we require you to provide credit card number and billing address.
Financial information such as the above is collected during
the domain name registration process.
How the information is shared:
It is required by ICANN that your name, address, phone number,
email address and fax together with the creation and expiration
dates of your domain name registration and the nameserver information
associated with your domain name, be made available to the public
via an interactive Web page and a "port 43" WHOIS
service. Please note that OnlineNIC may not be able to control
how members of the public may use the WHOIS information.
Sites Other than OnlineNIC
OnlineNIC will not be responsible for content or privacy policies
of other Web Sites such as advertisers we may link to or those
that link to our site. This Privacy Statement is only responsible
for the information collected on OnlineNIC's site.
- License of TLD Names.
When you license use of a TLD name to a third party, you remain
the holder of record, and you acknowledge that you remain responsible
for providing and updating your own full contact information
and for providing and updating accurate technical, administrative,
and billing contact and other information in accordance with
this Agreement.
You shall accept liability for harm caused by misuse of a TLD
name you have licensed to a third party, unless you quickly
disclose the identity of the licensee to a party providing you
reasonable evidence of actionable harm.
Change of TLD Holder Procedure.
If you transfer any TLD name, you agree to abide by the policies
and procedures relating to the transfer of TLD names as may
be adopted by us and modified by us from time to time. These
policies may require, among other things, the submission of
hard-copy records of transfer of ownership, the submission of
information concerning the transferor and transferee and the
transfer, including but not limited to the information respect
to the transferee, and may impose reasonable information collection
and record keeping obligations on you. Such policy and procedure
may require you upon such transfer to relinquish all control
over the TLD name transferred.
Required and Prohibited Reselling Practices.
You are required to inform any person or entity registering
a TLD name with us through you or your account that your customer(s)
are registering their TLD name through us, an ICANN accredited
registrar. You shall not make representation, directly or by
implication, that you are a registrar or have direct or superior
access to the Registry or that you are a registrar or accredited
or otherwise affiliated with ICANN. You also agree not to employ
or display the ICANN mark or logo on your website or any materials
used by you in your business.
Record Keeping Requirements.
You agree to obtain evidence of each Customer's agreement to
the then current Registration Agreement electronically (e.g.
by "click") or by hardcopy signature, and to retain
for a period of three (3) years evidence of such agreement.
You may require Customers using your services to agree to additional
terms and conditions, provided that such terms and conditions
do not conflict in any manner with the provisions of this agreement
or any ICANN Policy.
Customer Support; Registration Data and Updating Requirements.
You agree to provide adequate customer service including billing
and technical support. You also agree to modify and update your
customer's TLD information so that our database contains correct
and up to date domain name related information. You acknowledge
that if you don't make appropriate changes to your Customer's
TLD name(s) in conformity with the written or e-mailed instructions
from such Customer(s) within ten (10) business days after delivery
of such instructions, that lack of action shall constitute a
breach of this Agreement. You also agree that making inaccurate
or deceptive modifications to any Customer's registration data
that has not been authorized by such Customer in writing or
by e-mail is a violation of this agreement. You agree to retain
copies of all communications and other correspondence between
you and Customer relating to the registration of TLD names with
OnlineNIC and to provide us with this communication upon request.
Policies Regarding Use of Our Services.
Suspension, Cancellation or Transfer of TLD Name.
You agree that your eligibility to use OnlineNIC's registration
services is subject to termination or suspension, and your ability
to register or modify any particular TLD name is subject to
suspension, cancellation, or transfer:
- At any time pursuant to any ICANN/Registry Policy now
in effect or hereafter adopted,
- To correct mistakes by us, another accredited registrar
or the Registry in registering TLD name(s), including but
not limited to the correction of erroneous or inadvertent
deletions of TLD names, or in connection with the resolution
of disputes in accordance with the Dispute Policy, or
- In the event of any breach of any representation, warranty,
agreement or other provision of this Agreement, upon e-mail
notice of such breach and the expiration of a fifteen (15)
calendar day cure period.
Limitations on Use of Services.
You agree not to use our services or website or permit any person
or entity through you to use our services or website for:
- The transmission of unsolicited, commercial e-mail (Spam);
or
- High volume, automated, electronic processes that apply
to the Registry for large numbers of TLD names, except as
reasonably necessary to register TLD names or modify existing
registrations; or
- High volume, automated, electronic, repetitive queries
except as reasonably necessary to register TLD names or
modify existing registrations.
Use of Agents.
You agree that, if your agent (e.g., an Internet Service Provider,
employee, etc.) purchased our service(s) on your behalf, you
are nonetheless bound as a principal by all terms and conditions
herein, including the Dispute Policy. Your continued use of
our services shall ratify any unauthorized actions of your
agent. By acting on your behalf, your agent certifies that
he, she or it is authorized to apply for our services on your
behalf, that he, she or it is authorized to bind you to the
terms and conditions of this Agreement and that he, she or
it has apprised you of the terms and conditions of this Agreement.
In addition, you are responsible for any errors made by your
agent. We will not refund fees paid by you or your agent on
your behalf for any reason, including, but not limited to,
in the event that your agent fails to comply with the terms
and conditions of this Agreement, your agent incorrectly provides
information in the application process or if your agent changes
or otherwise modifies your TLD name record incorrectly.
TLD Name Transfers Between Sponsoring Registrars.
You agree that you may change sponsoring registrars for any
existing TLD name only in accordance with ICANN/Registry Policy
and further agree that you may not change sponsoring registrars
with respect to any TLD name for a period of sixty (60) calendar
days after registration of such TLD name with us. In connection
with any transfer by you of TLD name(s) from one registrar
(the "Former Registrar") to us:
You represent and warrant that:
- You are either the TLD Holder, the administrative contact
or the technical contact with respect to the TLD name(s)
being transferred; and
- If transferring a TLD and on behalf of a Customer, you
have been granted the authority by such Customer to affect
each such transfer.
To initiate a transfer of sponsoring registrars from a Former
Registrar to us, you shall notify us of the TLD name(s) you
wish to transfer to us and we will, upon receipt of such transfer
request, forward to you a Confirmation of Transfer. You agree
to confirm the accuracy of the Confirmation of Transfer and
assent to the Confirmation of Transfer before being permitted
to continue.
We will affect the proposed transfer of sponsoring registrars
from the Former Registrar only after the following conditions
have been met:
- We have received evidence of your assent to the Confirmation
of Transfer and all transfer fees associated with the transfer(s)
have been paid in full; and
- If the transfer involves a TLD name held by a TLD Holder
other than you and we have notified such TLD Holder via
the Administrative Contact of the proposed transfer and
provided such Administrative Contact with a period of time
to confirm or object to such transfer, not to exceed 10
business days, such waiting period shall have expired or
the express consent of such Administrative Contact shall
have been obtained.
You agree and understand that we will affect the registration
using the registration data on file with the Former Registrar
immediately prior to transfer, and understand that we may, at
our discretion, limit your ability to make post-transfer changes
to registration data for a reasonable period of time following
transfer, not to exceed 15 business days.
9.5. When we make a request to the Former Registrar (via the
Registry) to transfer a TLD name registration to us from the
Former Registrar, you agree to pay us the applicable fee(s)
as then in effect with respect to such transfer and agree to
comply with the Verisign Change in Registrar Policy.
- LICENSE AND SOFTWARE
You agree that OnlineNIC owns all database, compilation, collective
and similar rights, title and interests worldwide in our domain
name and other proprietary information databases, and all information
and derivative work generated from those databases. Additionally,
you hereby grant to OnlineNIC a nonexclusive, worldwide, perpetual,
irrevocable, fully paid-up right and license to use in our business,
however it evolves, including the rights to copy, distribute,
display, perform, transmit, prepare derivative works from or
otherwise use without restriction the following information:
- The original creation date of a domain name registration,
- The expiration date of a domain name registration,
- The name, postal address, email address, voice telephone
number, and where available fax number of the technical
contact, administrative contact, zone contact and billing
contact for a domain name registration,
- Any remarks concerning a registered domain name that
appear or should appear in a WHOIS or similar database,
and
- Any other information we generate or obtain in connection
with the provision of the Services. OnlineNIC does not have
any ownership interest in your specific personal registration
information or other information other than our rights in
our domain name database, as set forth in this agreement.
In this Agreement, Software means any CGI script created by
OnlineNIC, the set of technical specifications provided by
us, and the real-time Registration system provided by us to
the Member.
OnlineNIC hereby grants the Member a non-exclusive, non-transferable,
worldwide limited license to use the Software to facilitate
domain name registration services during the Term. It is intended
that the Software will enable the Member to use OnlineNIC
to register domain names on behalf of its top-level domain
name holders.
Notwithstanding any other provision in this Agreement, the
Member shall not, except with the written consent of OnlineNIC:
- Sub-license the Software or otherwise permit any use of
the Software by another party,
- Publish, distribute or permit disclosure of the Software
other than to employees, contractors and agent of the Member
on a needs-to-know basis;
- Recompile, reverse engineer, copy or re-engineer the Software
for any unauthorized purpose; or
- Use or permit use of the Software in violation of any
applicable regulation or law.
Although there is no fee attached to the CGI script, it is
given with the assurance and reliance that this CGI script
will be used for the express and specific purpose of connecting
with OnlineNIC and will not be used with another registrar
or their agent.
You may only redistribute this CGI script on web sites that
you author or that is authored by one of your agents with
the explicit understanding that domain names obtained by this
CGI script will be derived solely and exclusively from OnlineNIC.
The Member agrees to employ the necessary measures to prevent
the OnlineNIC from being used for:
- The transmission of unsolicited, commercial e-mail (Spam)
to entities other than the Member's customers;
- High volume automated, electronic, repetitive queries
for the purpose of extracting data to be used for the Member's
purposes,
- The use of data to compile or infer customer identity
or other demographic or firm information.
- Terms of Agreement:
You will abide by any additional copyright laws that apply to
the authorship of this CGI script.
- LIMITATION OF LIABILITY; DISCLAIMER OF WARRANTIES.
LIMITATION OF LIABILITY. YOU AGREE THAT WE WILL NOT BE
LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS THAT MAY OCCUR
DUE TO (a) ANY ACT OR OMISSION OF YOU OR YOUR AGENT (WHETHER
AUTHORIZED OR UNATHORIZED) (a) ANY LOSS OF REGISTRATION OF ANY
TLD NAME, (b) THE USE OF YOUR TLD NAME OR PASSWORD, (c) ACCESS
DELAYS OR ACCESS INTERRUPTIONS TO OUR REGISTRATION SYSTEM; (d)
THE NON-DELIVERY OR MISDELIVERY OF DATA BETWEEN YOU AND US;
(e) EVENTS BEYOND OUR CONTROL; (f) THE PROCESSING OF ANY TLD
NAME REGISTRATION; (g) THE PROCESSING OF ANY MODIFICATION TO
THE RECORD ASSOCIATED WITH YOUR TLD NAME, (h) THE FAILURE OF
YOU OR YOUR AGENT TO PAY ANY FEES HEREUNDER; OR (i) THE APPLICATION
OF THE DISPUTE POLICY. FURTHER, WE WILL NOT BE LIABLE FOR ANY
INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY
KIND (INCLUDING LOST PROFITS) REGARDLESS OF THE FORM OF ACTION
WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE,
EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL OUR MAXIMUM LIABILITY EXCEED THE TOTAL AMOUNT
PAID BY YOU TO US FOR REGISTRATION OF THE TLD NAME IN CONTROVERSY
DURING THE PRIOR ONE (1) YEAR PERIOD. TO THE EXTENT APPLICABLE
STATE LAW DOES NOT ALLOW THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL
OR INCIDENTAL
DAMAGES, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED
BY LAW.
DISCLAIMER OF WARRANTIES. WE EXPRESSLY DISCLAIM ALL WARRANTIES,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE,
INFORMATIONAL CONTENT AND NONINFRINGEMENT OF THIRD PARTY RIGHTS.
WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN OUR SOFTWARE
OR WEBSITE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION
OF OUR SOFTWARE OR WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE,
OR THAT DEFECTS IN THE SOFTWARE OR WEBSITE WILL BE CORRECTED.
WE DO NOT WARRANT NOR MAKE ANY REPRESENTATIONS REGARDING THE
USE OR THE RESULTS OF OUR SOFTWARE OR WEBSITE OR RELATED DOCUMENTATION
IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE.
- Indemnity.
You agree to defend, indemnify and hold us harmless and any
applicable TLD name registry, including OnlineNIC, Inc., and
the shareholders, directors, officers, employees, affiliates
and agents of us and them, from and against any loss, damages
or costs, including reasonable attorneys' fees, resulting from
any claim, action, proceeding, suit or demand arising out of
or related to:
- Any TLD name registered by you or the transfer or use
thereof,
- Any dispute concerning a TLD name,
- Your breach (or the breach by any of your officers, agents,
employees or other representatives) of any agreement contained
in this Agreement, or
- Any cancellation, suspension (e.g. registrar lock or hold)
or transfer of any TLD name in accordance with this Agreement.
This indemnification is in addition to any indemnification required
under the Dispute Policy.
- Representations and Warranties.
You represent and warrant that all information provided by you
in connection with your registration is complete and accurate.
You represent and warrant each time you register a TLD name
that, to the best of your knowledge and belief, neither the
registration of the TLD name nor the manner in which it is directly
or indirectly used infringes the legal rights of a third party.
In applying for a TLD name, you represent and warrant that the
registration is not made in bad faith and that the name does
not conflict with another TLD name. We make no representation
or warranties of any kind in connection with this Agreement.
Specifically but without limitation, we do not represent or
warrant that registration of your TLD name will immunize you
from challenges to your TLD name. We are not bound by nor should
you rely on any representation or warranty made by any agent,
representative or employee of any third party that you may use
to apply for our services.
- Breach and Revocation; Notice of Cancellation, Etc.
Except as otherwise specified in this Agreement, any breach
by you of this Agreement or the Dispute Policy must be remedied
by you within five (5) business days following e-mail notice
by us to you. Such notice shall be deemed delivered when sent
to the e-mail address then on record for your administrative
contact in the WHOIS directory. If you fail to cure the breach
within such cure period, we may terminate this Agreement, cancel
your registration of the TLD name(s), transfer such TLD names
to another person or entity and/or seek any remedy available
at law or in equity including but not limited to obtaining an
injunction or specific performance. Our remedies shall not be
deemed exclusive and affecting any one or more of the foregoing
remedies shall not be deemed an election of remedies. Except
as otherwise specified in this Agreement, notice of revocations,
suspensions, transfers, or cancellations of your TLD name(s)
by us pursuant to this section will be provided to you within
five (5) business days following the taking of such action.
- Cancellation During Preliminary 30 Day Period; Right of
Refusal to Register.
Pursuant to ICANN Registry Policy, we reserve the right to refuse
to register any TLD name(s), or to cancel, transfer or suspend
any TLD name(s) registered with us within the first thirty (30)
calendar days following receipt of your payment for such registration(s).
In the event we do not register a TLD name or we cancel or transfer
a TLD name within such thirty (30) calendar day period, we agree
to refund any applicable fee(s) with respect to such TLD name
that you have paid to us. You agree that we shall not be liable
to you for loss or damages that may result from our refusal
to register any TLD name(s) or the cancellation or transfer
of any TLD name(s).
- Governing Law; Jurisdiction; Waiver of Trial by Jury.
THIS AGREEMENT AND ALL RIGHTS HEREUNDER SHALL BE GOVERNED BY
THE INTERNAL LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD
TO SUCH STATE'S POLICIES RELATING TO CONFLICT OF LAWS. ANY ACTION
RELATING TO OR ARISING OUT OF THIS AGREEMENT OR TO YOUR OR YOUR
AGENT'S USE OF OUR SERVICES SHALL BE BROUGHT EXCLUSIVELY IN
THE COURTS OF ALAMEDA COUNTY OF CALIFORNIA LOCATED IN OAKLAND,
CALIFORNIA. FOR THE ADJUDICATION OF DISPUTES CONCERNING OR ARISING
FROM THIS AGREEMENT OR THE USE OF ANY TLD NAME(S), YOU AGREE
TO SUBMIT, WITHOUT PREJUDICE TO OTHER POTENTIALLY APPLICABLE
JURISDICTIONS, TO THE JURISDICTION OF THE COURTS (I) OF YOUR
DOMICILE, AND (II) OF CALIFORNIA, USA, OR THE U.S. COUNTY COURT
FOR ALAMEDA COUNTY OF CALIFORNIA LOCATED IN OAKLAND, CALIFORNIA.
YOU WAIVE THE RIGHT TO TRIAL BY JURY IN ANY SUCH PROCEEDING.
- Notices.
Except as otherwise specifically stated herein, you agree that
all notices from us to you shall be delivered by posting such
notices on our website and shall be deemed delivered and effective
fifteen (15) calendar days after such posting. Notices from
you to us shall be by e-mail to our appropriate e-mail address
as specified on our website, and shall be deemed delivered when
received by e-mail, or notices shall be in writing by first
class mail to OnlineNIC, Inc., OnlineNIC.com 2315 26th Ave.
San Francisco, CA 94116,USA, and shall be deemed delivered five
days after deposit in the U.S. mail. The foregoing notwithstanding,
you understand and agree that any e-mails received by us from
any e-mail address provided to us or set forth as a contact
address (whether billing, technical or administrative) with
respect to your TLD name shall be deemed to have been sent by
you or your duly authorized agent having the actual and apparent
authority to act to bind you. We intend to rely on any such
correspondence.
General.
This Agreement, our fee schedule and the Dispute Policy, together
with all amendments or modifications to any of them, constitute
the complete and exclusive agreement between you and us, and
supersede and govern all prior or concurrent proposals, agreements,
or other communications. Nothing contained in this Agreement
shall be construed as creating any agency, partnership, or other
form of joint enterprise between you and us. Our failure to
require your performance of any provision hereof shall not affect
the right to require such performance thereafter; nor shall
the waiver by us of a breach of any provision hereof be taken
or held to be a waiver of the provision itself. In the event
that any provision of this Agreement is deemed unenforceable
or invalid, such unenforceability or invalidity shall not affect
the remainder of this Agreement, but such provision shall be
automatically amended and replaced with a provision that is
valid and enforceable and which achieves, to the extent possible,
our original objectives and intent as reflected in the original
provision. No provision of this Agreement, including our fee
schedule and the Dispute Policy, may be amended or modified
by you except by means of a written document signed by us. We
may modify this Agreement at any time by posting such modification(s)
on our website. Such modifications will become effective 15
calendar days after posting. Your continued use of our registration
services after such modification(s) become(s) effective constitutes
your acceptance of those modifications. If you do not agree
to such a modification, you may request that your TLD name(s)
be cancelled or transferred to another registrar. This Agreement
shall not confer any benefits upon any person or entity other
than you and OnlineNIC, and shall not be construed to create
any obligation by OnlineNIC to any non-party.
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© 2001 OnlineNIC is an accredited ICANN registrar.
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