These terms & conditions form the Agreement between You and Us and are applicable to domain name registration only. By signing up for the Services You warrant and represent that You are capable of entering into a binding contract.
“Group” means a company, its subsidiaries, its holding companies and subsidiaries of its holding companies (and subsidiary and holding company shall have the meaning given in section 1159 of the Companies Act 2006).
“Intellectual Property Rights” means any and all intellectual property rights of any nature anywhere in the world whether registered, registrable or otherwise, including patents, utility models, trademarks, registered designs and domain names, applications for any of the foregoing, trade or business names, goodwill, copyright and rights in the nature of copyright, design rights, rights in databases, moral rights, know-how and any other intellectual property rights which subsist in computer software, computer programs, websites, documents, information, techniques, business methods, drawings, logos, instruction manuals, lists and procedures and particulars of customers, marketing methods and procedures and advertising literature, including the “look and feel” of any websites.
“Order” means a request made by a customer for Services to be supplied pursuant to the terms of this Agreement.
“Services” means the services and or products to be provided by Sohonet Group Limited or a member of its Group.
“We” and “Us” means Sohonet Group Limited or a member of its Group and “Our” shall be construed accordingly.
“You” means the person or company who purchases services from Sohonet Group Limited or a member of its Group and “Your” shall be construed accordingly.
1. Commencement of this Agreement
This Agreement will only commence when We provide You with written confirmation that Your Order has been accepted.
2. Supply of Services
2.1 We agree to supply the Services to You in accordance with the terms set out in this Agreement.
2.2 We will endeavour to supply the Services to You as soon as reasonably practicable and in the event that we become aware of any reason for delay we shall notify You.
3. Duration and Renewal of Services
Unless otherwise specified, Services are provided for a minimum contract term of 12 months and unless cancelled in accordance with Clause 4 below will automatically be renewed for 12 month terms unless You specify otherwise.
4.1 You may cancel the Services by contacting Us no less than 10 working days prior to the renewal date for Your Services. Any request to cancel the Services will be actioned as soon as possible. Once We accept Your cancellation request You will be provided with written confirmation of cancellation. Cancellation requests will not be deemed to have been received and accepted until We have issued Our written confirmation to You.
4.2 We reserve the right to cancel and/or suspend the Services at any time without prior notice if You breach any of the terms of this Agreement.
5. Registration of Domain Name(s)
5.1 We do not accept responsibility nor make any warranty that the domain name(s) requested by You will be accepted for registration in the register of the relevant naming organisation nor will We be liable for any costs You have incurred if the application for registration is unsuccessful. We do not accept responsibility for any liability to third parties for breach of their Intellectual Property Rights in relation to the domain name(s) requested by You.
5.2 Upon successful Registration We will host Your domain name(s) for the Initial Registration Period and for such time as it remains validly registered to the Customer subject to such rules of the respective naming organisation as may be in force from time to time.
5.3 Notwithstanding Clause 5.2, the Company reserves the right to suspend or to cancel any application for Registration or refuse to host a domain name(s) in the circumstances set out in Clause 4.2 of this Agreement.
5.4 Once we fulfil Your domain order We shall notify you of the successful registration of the domain name(s). We will host your domain name(s) for the initial pre-paid registration/billing periods and for all future registration/billing periods. Unless terminated at the end of each registration period Your domain name will automatically renew for an additional 12 months and You further authorise US to debit Your account for the renewal fees associated with such renewal registration period and any related fees or charges. Your account will be automatically charged at the beginning of each registration/billing cycle, for the entire cycle.
5.5 You acknowledge that any disputes arising out of the use of your domain name(s) requested by You will be resolved for .uk domains in accordance with the Nominet UK Dispute Resolution Service which can be accessed at https://www.nic.uk/ref/drs.html and for .com, .net and .org as well as .info.biz and .name domains in accordance with the UDRP which can be accessed at https://www.ican.org/udrp.html which may impose restrictions on the termination or transfer of the domain name(s) with its current host during or pending during the settlement of such a dispute. Any disputes must be referred to the compliance department at [email protected]
5.6 You shall be permitted to transfer Your domain name(s) to another host other than Us upon termination of this Agreement in accordance with Clause 4.
5.7 You agree and accept that for reasons of security We will apply a transfer lock to protect the transfer of a domain name. You will nevertheless be able to remove the transfer lock in order to allow a transfer of a domain which has been applied for by third parties.
5.8 You acknowledge and agree that We or Our agents, assigns or licensees may, upon registration of Your domain name, associate any data of any kind, in Our sole discretion, with the Domain Name registered in association with Your Web Site or any URL incorporating said Domain Name until You replace such data with the Web Site. This paragraph shall apply to any and all web pages generated by US, whether in connection with HTML standard response codes or otherwise, including but not limited to 404 webpages.
6.1 Payment in respect of all Services is 30 days from the date of invoice.
6.2 We will automatically generate an invoice in respect of the next period unless the Services have been cancelled in accordance with clause 4 above. All invoices are delivered electronically You are responsible for checking receipt of all invoices. No hard copy invoices will be sent by post.
6.3 Payment will be non-refundable.
6.4 We reserve the right to change the prices and/or nature of our Services by giving You 30 days written notice of those changes. Notice of changes to prices and/or Services will be given by email to the email address we hold for Your account. Any price change will take effect automatically upon a renewal of the Agreement.
6.5 All payments must be made in UK pounds sterling, inclusive of applicable taxes. Payments can only be made by a valid Credit/Debit Card, Direct Debit or through Paypal or electronic bank transfer.
6.6 You warrant that You are authorised to use Your chosen method of payment. If You are not the named cardholder, You acknowledge that You and the named cardholder both agree to be bound by the terms of this Agreement and are jointly and severally liable for all payments under this Agreement. You agree to indemnify and hold Us harmless in the event that the cardholder or issuer declines any payments to Us including all of our costs in administering your non-payment and obtaining the payment due to Us by You.
6.7 We reserve the right to suspend all Services until payment is received in full and all outstanding charges are cleared. Any non-payment of a recurring invoice may be subject to an administration charge. You are responsible for all money owed to Us under the terms of this Agreement until it is terminated. You are also responsible for any additional costs incurred by Us in taking steps to recover any sums due by You.
6.8 You will pay any Additional Charges as may be required from time to time by Us for reactivation of the Services due to disconnection.
6.9 You are required to provide Us with valid contact details and a valid payment method at all times during the term of this Agreement. If any of this information is found to be invalid, We reserve the right to suspend access to your account.
6.10 If your chosen payment method is cancelled or changed for any reason then You must notify Us immediately and provide Us with details of an alternative payment method.
6.11 Payments processed by third parties are also subject to those third parties’ terms and conditions of service and We make no representations and provide no warranties with respect to those third party services.
6.12 You shall not be entitled to set off a credit against any amount owed to Us pursuant to the Agreement.
6.13 If You fail to pay all sums due to Us, we reserve the right to interrupt, suspend or cancel your Services. Such action is without prejudice to our right to recover any and all outstanding sums from You and your obligation to pay the same to Us.
6.14 We reserve the right to pass your debt onto a third party debt recovery agent and You accept all liability for the recovery of our costs from You.
If You withdraw any payments made via a bank, credit card or third party payment method (a “chargeback”), We reserve the right to interrupt, suspend or cancel your Services and/or charge a fee. Such action is without prejudice to our right to recover any and all outstanding sums from You and Your obligation to pay the same to Us.
8. Appropriate use of the Services
8.1 We reserve the right to refuse to provide any and all Services or access to our servers at any time at Our discretion.
8.2 We reserve the right to move Your data to a different server without prior notice to You or any third parties.
8.3 You shall indemnify Us against all damages, losses and expenses arising as a result of any action or claim relating to any breach of this Agreement by You.
8.4 In the event that we remove your data or content and/or suspend all or any Services and later reinstate such content and/or resumes the Services, You shall indemnify Us against all damages, losses and expenses arising as a result of any action or claim arising out of your breach of the Acceptable Use Policy.
9. Third Party Users
9.1 All Services provided by Us to You are intended for Your use only. You agree that any decision to resell, store or give away any of the Services to third parties is undertaken on the basis that You accept sole responsibility for ensuring compliance with this Agreement and the terms and conditions relevant to any chosen Services by third parties. You agree to indemnify and hold Us harmless against any losses caused or damage suffered as a result of a breach by any third parties.
9.2 We accept no liability to You or any third parties for losses arising from third party use of your Services as set out above.
10. Your personal details
10.1 You warrant that the contact information You provide to Us is correct, and that You will update this information immediately, as required from time to time. You agree that we may suspend access to your account and the Services if we reasonably believe that the information You have supplied is inaccurate.
10.2 You accept that if your account is paid for by another party, who has agreed to be bound by the terms of this Agreement that party and who has access to your account password, we may discuss your account with that party and take instructions from them in relation to the account.
10.3 We reserve the right to email You with information about product offerings We believe may be of interest to You from time to time. You may unsubscribe from marketing communications at any time.
10.4 We will not provide your personal information to any third parties without first obtaining Your
11. Disclaimers and Warranties
11.1 The Services are provided on an “as is” basis. We do not warrant or represent that any Services will be uninterrupted or error-free. You accept that all Services are provided warranty-free.
11.2 Insofar as permitted by law, all implied conditions, warranties and terms (whether express or implied by statute, common law, custom or otherwise) including, but not limited to, those relating to the exercise of reasonable care and skill, fitness for purpose and satisfactory quality (where applicable) are hereby excluded in relation to the Services to the fullest extent permitted by law.
12.1 We shall not be liable for any loss or damage of any nature suffered by You arising out of or in connection with any breach of this Agreement by You or any act, misrepresentation, error or omission made by You or on Your behalf.
12.2 We will not be liable for any indirect loss, consequential loss, loss of profit, revenue, data or goodwill howsoever arising suffered by You or for any wasted management time or failure to make anticipated savings or liability You incur to any third party arising in any way in connection with this Agreement or otherwise whether or not such loss has been discussed by the parties pre-contract or for any account for profit, costs or expenses arising from such damage or loss.
12.3 No matter how many claims are made and whatever the basis of such claims, Our maximum aggregate liability to You under or in connection with this Agreement in respect of any direct loss (or any other loss to the extent that such loss is not excluded by other provisions in this Agreement) whether such claim arises in contract or in tort shall not exceed a sum equal to the fees paid by You for the specific Services in relation to which Your claim arises during the 6 month period prior to such claim.
12.4 Nothing in this Agreement shall operate to exclude or limit our liability for:
12.4.1 death or personal injury caused by our negligence; or
12.4.2 any breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982;or
12.4.3 fraud; or
12.4.4 any other liability which cannot be excluded or limited under applicable law.
12.5 Neither party shall be liable to the other under or in connection with this Agreement or any collateral contract for any:
12.5.1 loss of revenue;
12.5.2 loss of actual or anticipated profits;
12.5.3 loss of contracts;
12.5.4 loss of business;
12.5.5 loss of opportunity;
12.5.6 loss of goodwill;
12.5.7 loss of reputation;
12.5.8 loss of, damage to or corruption of data; or
12.5.9 any indirect or consequential loss,
however arising regardless of whether such loss or damage was foreseeable or in our mutual contemplation and whether arising in or caused by breach of contract, tort, breach of statutory duty or otherwise.
13. Force Majeure
We shall not be responsible for any failure to provide any Services or perform any obligation under this Agreement because of any act of God, strike, lock-outs or other industrial disputes (whether our employees or any other party) or compliance with any law of governmental or any other order, rule, regulation or direction, accident, fire, flood, storm or default of suppliers, work stoppage, war, riot or civil commotion, equipment or facilities shortages which are being experienced by providers of telecommunication services generally, or other similar force beyond our reasonable control.
Our failure to require You to perform any of your obligations under this Agreement shall not affect Our right to require such performance at any time in the future and nor shall the waiver by Us of a breach of any provision be taken or held to be a waiver of the provision.
The provisions, terms, conditions representations, warranties, covenants, and obligations contained in or imposed by this Agreement which by their performance after the termination of this Agreement, shall be and remain enforceable notwithstanding termination of the Agreement for any reason. However, neither We nor You shall be liable to one another for damages of any sort resulting solely from terminating this Agreement in accordance with its terms.
You agree that any notice or communications required or permitted to be delivered under this Agreement by Us to You shall be deemed to have been given if delivered by email, in accordance with the contact information You have provided.
17. Intellectual Property Rights
You accept that all Intellectual Property Rights belonging to Us shall at all times during this Agreement remain vested in Sohonet Group Limited or the relevant member of its Group.
18. Governing Law
Except as otherwise set out in the Domain Dispute Policy, Your rights and obligations and all contemplated by this Agreement shall be governed by the law of England and Wales and You submit to the exclusive jurisdiction of the English courts.
19.1 You shall not assign, sub-license or transfer your rights or obligations under this Agreement to any third party without Our prior written consent.
19.2 In the event that We consent to an assignment, sub-license or transfer, then this Agreement shall be binding upon both You and Us and our respective successors and permitted assigns.
20. Amendment in Writing
20.1 We may update the Agreement from time to time to comply with law or to meet Our changing business requirements. We shall, as we deem reasonable, give You prior notice of any significant changes to the Agreement.
20.2 You further agree to review the terms and conditions regularly to ensure You are aware of any modifications and You agree to be bound by such modifications unconditionally.
21. Entire Agreement
This Agreement constitutes the entire Agreement between the parties and agreements are representations or warranties, express or implied, statutory or otherwise and no agreements collateral here to than as expressly set or referred to herein. This Agreement supersedes any prior agreements, representations, statements, negotiations, understandings, proposals or undertakings, oral or written, with respect to the subject matter expressly set forth herein.
22. Relationship of Parties
Nothing in this Agreement shall be construed as creating an agency relationship, partnership or joint venture between the parties.
In the event that any provision of this Agreement is deemed unenforceable or invalid under any applicable law or pursuant to a court decision, such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole. We will amend or replace such provisions with one that is valid and enforceable and which achieves, in our reasonable opinion, to the fullest extent possible, the original objectives and intent between You and Us.