This contract between Arq Group Limited trading as Melbourne IT (ABN 21 073 716 793) (“Melbourne IT”) and you (“the Licensee”) relates to the purchase of a .fr Domain Name licence and contains the following terms and conditions:
BY COMPLETING THE .FR DOMAIN NAME REGISTRATION PROCESS, YOU AGREE ON YOUR OWN BEHALF, OR ON BEHALF OF WHOMEVER YOU MAY BE ACTING FOR, TO BE BOUND BY THIS SO PLEASE READ ALL THE TERMS CAREFULLY.
1. In this Agreement:
“AFNIC” means Association Francaise pour le Nommage Internet en Cooperation which is the registry responsible for the regulation of the .fr domain names.
“.fr Domain Name Application” means the domain name application completed by the Licensee with respect to a particular .fr Domain Name.
“.fr Domain Name” means any of the naming zones managed by AFNIC, specifically .fr, .pm, .re, .tf, .wf and .yt, which the Licensee has entered into this Agreement in respect of.
“Melbourne IT Website” means Melbourne IT’s website, which is currently located at https://melbourneit.au/.
“Requirements” means any standards, eligibility criteria, policies, procedures, practices, rules, processes, regulations and other requirements.
2. These terms and conditions, and the .fr Domain Name Registration Agreement referred to in Clause 3 below constitutes the entire agreement between Melbourne IT and the Licensee for the registration of the .fr Domain Name, and supersede all prior agreements, understandings and representations whether oral or written.
3. The Licensee warrants to Melbourne IT that the Licensee has read and agrees to be bound by the terms and conditions of this Registration Agreement.
4. The Licensee agrees that Melbourne IT’s charges for the licence of a .fr Domain Name or any related .fr Domain Name services are set out on the Melbourne IT Website and may be updated from time to time. The Licensee agrees to pay such charges. The Licensee acknowledges that in addition to the charges for the registration or renewal of the .fr Domain Name, such charges may include, without limitation, charges for modifications to name servers for a .fr Domain Name, contact details applicable to a .fr Domain Name and registrant details applicable to a .fr Domain Name.
5. The Licensee agrees that it will:
5.1 obtain the consent of individuals whose personal information is to be publicly listed by the Relevant Party as part of the .fr Domain Name Application;
5.2 at all times comply with the Requirements of Melbourne IT and AFNIC with respect to the applicable .fr Domain Name;
5.3 immediately notify Melbourne IT of any change to its .fr Domain Name registration details;
5.4 immediately notify Melbourne IT of any transfer of the .fr Domain Name licence (whether in connection with any legal proceedings, any dispute or as a consequence of any Requirements of AFNIC or otherwise) from the Licensee to another person;
5.5 promptly notify Melbourne IT of any actual or threatened proceedings brought in respect of the word/s used as a .fr Domain Name whether by or against the Licensee; and
5.6 not, directly or indirectly, through registration or use of its .fr Domain Name or otherwise:
5.6.1 register a .fr Domain Name for the purpose of selling it;
5.6.2 register a .fr Domain Name for the purpose of diverting trade from another business or web site;
5.6.3 deliberately register as a .fr Domain Name misspellings of another entity’s company or brand name in order to trade on the reputation of another entity’s goodwill;
5.6.4 register a .fr Domain Name and then passively hold a .fr Domain Name licence for the purpose of preventing another licensee from registering it;
5.6.5 transfer or purport to transfer a right of ownership in any .fr Domain Name registration; or
5.6.6 grant or purport to grant a security interest or other encumbrance in a .fr Domain Name.
6. The Licensee warrants:
6.1 that it meets, and will continue to meet and abide by, for the period of its .fr Domain Name registration, the provisions of the .fr Naming Charter currently in force as prescribed by AFNIC which is available at the following URL: http://www.afnic.fr/en/ressources/reference/charters/naming-policy-in-force.html;
6.2 that is will at all times comply with (i) the rules established by Articles L.45 and/or R.20-44-42 to R.20-44-47 of the Post and Electronic Communications Code (France), and (ii) the Requirements of Melbourne IT and AFNIC generally;
6.3 it will not:
6.3.1 adversely affect, either directly or indirectly , AFNIC’s intellectual property and legitimate interests;
6.3.2 use any of the information in the ‘Whois’ database for any purpose other than those strictly limited to technical services related to the administration of the domain names; and
6.3.3 assist in any with, or initiate the transmission of unsolicited messages.
6.4 that the details in respect of its .fr Domain Name submitted by the Licensee to Melbourne IT or the Relevant Party are true and correct, and that any future additions or alterations to those details will be true and correct.
7. The Licensee warrants that it is submitting the .fr Domain Name registration request in good faith, and that neither the registration of the .fr Domain Name nor the manner in which the .fr Domain Name is directly or indirectly used infringes the legal rights of a third party. Melbourne IT’s remedies under this warranty will continue to be available to it after the Licensee’s completion of the .fr Domain Name registration process and will survive notwithstanding the cancellation or transfer of the .fr Domain Name or the expiry or termination of this Agreement or the .fr Domain Name Registration Agreement applicable to the particular .fr Domain Name.
8. The Licensee indemnifies Melbourne IT against:
8.1 any claim or demand that the registration of the .fr Domain Name or the manner in which the .fr Domain Name is directly or indirectly used infringes the legal rights of any third party (except for claims arising from Melbourne IT’s negligence or breach of the terms of this Agreement);
8.2 any claim, complaint, legal action or demand by AFNIC to Melbourne IT in connection with the .fr Domain Name, the .fr Domain Name registration or this Registration Agreement;
8.3 any breach by the Licensee of this Registration Agreement,
and indemnifies Melbourne IT against the fines, penalties, costs and expenses, however they may arise, incurred in defending or dealing with any such a claim or demand. This clause 8 survives the termination or expiry of this Agreement.
9. The parties agree that the Licensee’s application for the registration or renewal (as the case may be) of the .fr Domain Name will not be submitted by Melbourne IT to AFNIC until Melbourne IT receives all applicable charges in respect of that Domain Name from the Licensee and, in the case of a renewal, the Licensee agrees to the terms and conditions of the then prevailing .fr Domain Name Registration Agreement.
10. The Licensee agrees that the .fr Domain Name will be registered by AFNIC on a first come, first served basis. The Licensee agrees that Melbourne IT does not guarantee that any .fr Domain Name applied for by Melbourne IT on behalf of the Licensee will be successfully registered by the Relevant Party. The Licensee acknowledges that it will not take any action in respect of the registration of its .fr Domain Name until the successful registration of that .fr Domain Name is confirmed in writing to the Licensee by either Melbourne IT or AFNIC.
11. The parties agree that none of Melbourne IT, AFNIC, or the Licensee, has any right of ownership in a registered .fr Domain Name.
12. The parties agree that following the initial licence period for the .fr Domain Name the licence may be renewed indefinitely for further licence periods, on the Licensee’s payment of the applicable renewal charge and other applicable charges prior to the expiry of the Domain Name and subject to the then current Requirements of AFNIC, the terms of this Agreement, and, to the Licensee agreeing to the then prevailing .fr Domain Name Registration Agreement.
13. The Licensee acknowledges that:
13.1 it is the Licensee’s responsibility to ensure that the .fr Domain Name is renewed; and
13.2 the Licensee releases and holds Melbourne IT harmless against any claim for damage or loss arising from any failure of the Licensee’s Domain Name to be renewed by the Licensee.
14. The Licensee may cancel (or surrender) its .fr Domain Name licence by written notice to Melbourne IT at any time, if such cancellation (or surrender) is permitted by the Requirements of AFNIC. The Licensee acknowledges that such cancellation (or surrender) is required to be undertaken by AFNIC, and that accordingly, Melbourne IT has no control over when such cancellation (or surrender) will be effected by AFNIC.
15. If the Licensee is permitted to cancel its .fr Domain Name licence as specified in clause 14, Melbourne IT shall not be required to provide any refund of any charge paid by the Licensee to Melbourne IT under this Agreement in connection with such cancellation (or surrender).
16. The Licensee acknowledges and agrees that the .fr Domain Name licence of the Licensee may be suspended or cancelled at any time by AFNIC. If AFNIC cancels the .fr Domain Name licence of the Licensee at any time (and for whatever reason), this Agreement shall automatically terminate.
17. The parties agree that this Agreement will terminate:
17.1 where the Licensee’s .fr Domain Name licence expires and is not renewed by the Licensee prior to the deletion of the .fr Domain Name; or
17.2 where the .fr Domain Name is transferred (as contemplated by clause 5.4) from the Licensee to another person.
18. If this Agreement is terminated under either clauses 16 or 17, Melbourne IT shall not be required to provide any refund of any charge paid by the Licensee to Melbourne IT under this Agreement in connection with such termination.
19. The parties agree that notwithstanding any other provision of this Agreement and to the fullest extent permitted by law, none of Melbourne IT, AFNIC, nor the respective officers, employees, agents or sub-contractors of each of Melbourne IT or AFNIC will be liable to the Licensee for direct, consequential or indirect loss or damages of any kind (including, without limitation, loss of profit, loss or corruption of data, business interruption or indirect costs) suffered by the Licensee as a result of any act or omission of Melbourne IT, AFNIC, or any act or omission of the officers, employees, agents or sub-contractors Melbourne IT or AFNIC.
20. If any legislation implies in this Agreement a term or warranty, the Licensee agrees that Melbourne IT’s liability under this Agreement for a breach of that term or warranty is limited to, in the sole discretion of Melbourne IT, the re-supply of the goods or services again, or the payment of the cost of having the goods repaired or replaced, or the services supplied again.
21. The parties agree that clauses 19 and 20 survive the expiry or termination of this Agreement.
22. If any clause of these terms and conditions is held to be invalid or unenforceable in whole or part, the invalid or unenforceable wording shall be deemed to be omitted.
23. Any notice to be given under the contract is deemed to be served if delivered by hand or sent by pre-paid post, by fax or e-mail, to the party to whom it is given at its last known postal or e-mail address or fax number.
24. The contract is governed by the laws of Victoria, Australia, and the Licensee and MelbourneIT submit to the non-exclusive jurisdiction of those Victorian courts.
25. The parties agree that Melbourne IT may assign this Agreement to a third party on prior written notice to the Licensee.
26. The failure of a party at any time to insist on strict performance of any provision of this Agreement is not a waiver of its right at any later time to insist on strict performance of that or any other provision of this Agreement.