RESELLER DOMAIN REGISTRATION PRODUCT AGREEMENT EXTENSION
IIW Hosting (hereinafter referred to as "Parent") AND you (hereinafter referred to as "Reseller")
entered into a Reseller Master Agreement ("Agreement") effective from December 14, 2011 of which this "Domain Registration Product Agreement Extension" is a part.
WHEREAS, Parent is authorized to provide Internet registration and management services for domain names, for the list of TLDs mentioned within APPENDIX 'B';
WHEREAS, the Reseller intends to provide Registration and/or Management and/or Renewal and/or Transfer for the list of TLDs mentioned within APPENDIX 'B' through Parent;
WHEREAS, Parent provides Domain Name Privacy Protection Services for a select set of Top Level Domains registered through Parent;
WHEREAS, Reseller also intends to provide Domain Name Privacy Protection Services to Customers through Parent;
NOW, THEREFORE, for and in consideration of the mutual promises, benefits and covenants contained herein and for other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, Parent and the Reseller, intending to be legally bound, hereby agree as follows:
(1) "TLD" refers to .COM, .NET, .ORG, .BIZ, .INFO, .NAME, .US, .IN, .EU, .UK, .TRAVEL, .WS, .COOP, CentralNIC, .MOBI, .ASIA, .ME, .TEL, .MN, .BZ, .CC, .TV, .CN, .NZ, .CO, .CA, .DE, .ES, .AU and .XXX.
(2) "gTLD" refers to .COM, .NET, .ORG, .BIZ, .INFO, .NAME, .TRAVEL, .COOP, .MOBI, .ASIA, .TEL and .XXX.
(3) "Domain Order" refers to an Order fulfilled by the Reseller through the Parent under this Domain Registration Product Agreement Extension.
(4) "ICANN" is the Internet Corporation for Assigned Names and Numbers.
(5) "Registrant" refers to the registrant/owner of a Domain Order as in the OrderBox Database.
(6) "Registrar" refers to the Registrar of a Domain Order as in the OrderBox Database and/or shown in the Whois Record.
(7) "Registry Operator" refers to the Organisation/Entity that maintains the registry of a TLD of a Domain Order.
(8) "Whois Record" refers to the collection of all data elements of the Domain 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 OF THE RESELLER
(1) The Reseller must ensure that the Registrant of each Domain Order must agree to be bound by the terms and conditions laid out by the Registrar of the Domain Name during the term of the Domain Order. The Reseller must familiarize himself with such terms. The Reseller acknowledges that the Registrar has various rights and powers as mentioned in the Registrar's terms and conditions. Parent is not liable for any action taken by Registrar pursuant to the Registrar's terms and conditions. The Reseller acknowledges and agrees that the Reseller shall indemnify Parent of, and shall be responsible for any liability resulting from Registrants' noncompliance with such terms and conditions.
(2) The Reseller will not make any changes to any information associated with the Domain Order without explicit authorization from the Registrant of that Domain Order.
(3) The Reseller must comply with all applicable terms and conditions, standards, policies, procedures, and practices laid down by ICANN, the Registrar and the Registry Operator.
Parent and Service Providers, in their sole discretion, expressly reserve the right to freeze, delete, suspend, deny, cancel, modify, take ownership of or transfer any Domain Order, in order to comply with any applicable Dispute policies, requests of law enforcement, or in compliance with any Court Orders, or if Parent or Service Providers in their sole discretion determine that the information associated with the Domain Order is inaccurate, or has been tampered with, or has been modified without authorization, or if Parent or Service Providers in their sole discretion determine that the Domain Order ownership should belong to another entity, or if Reseller/Customer/Registrant does not comply with any applicable terms and conditions, standards, policies, procedures, and practices laid down by Parent, Service Providers, ICANN, the Registrar and the Registry Operator. The Reseller agrees that Parent and Service Providers, and the contractors, employees, directors, officers, representatives, agents and affiliates, of Parent and Service Providers, are not liable for loss or damages that may result from any of the above.
In the event of termination of this Product Agreement Extension for any reason, Sections 2 and 3 shall survive.
PRIVACY PROTECTION SERVICE SPECIFIC CONDITIONS
1. DESCRIPTION OF SERVICES
The Privacy Protection Service hides the contact details of the actual owner from appearing in the Whois Lookup Result of his domain name.
2. IMPLEMENTATION DETAILS
(1) Reseller acknowledges and agrees that the contact information being displayed in the Whois of a privacy protected Domain Order will be those designated by the Parent, and
(1) any mail received via post at this Address would be rejected;
(2) any telephone call received at this Telephone Number, would be greeted with an electronic answering machine requesting the caller to email the email address listed in the Whois of this privacy protected domain name;
(3) the sender of any email to an email address listed in the Whois of this privacy protected domain name, will get an automated response email asking them to visit the URL www.privacyprotect.org/ to contact the Registrant, Administrative, Billing or Technical Contact of a privacy protected domain name through an online form. This message would be relayed as an email message via www.privacyprotect.org/ to the actual Registrant, Administrative, Billing or Technical Contact email address in the OrderBox Database.
(2) Reseller agrees that we can not guarantee delivery of messages to either the Registrant, Administrative, Billing, Technical Contact, or Customer of a privacy protected Domain Order, and that such message may not be delivered in time or at all, for any reason whatsoever. Parent and Service Providers disclaim any and all liability associated with non-delivery of any messages relating to the Domain Order and this service.
(3) Reseller understands that the Privacy Protection Service is only available for certain TLDs.
(4) Irrespective of whether Privacy Protection is enabled or not, Customers and Registrants are required to fulfill their obligations of providing true and accurate contact information as detailed in the Agreement.
(5) Reseller understands and acknowledges that Parent in its sole, unfettered discretion, can discontinue providing Privacy Protection Services on the Order for any purpose, including but not limited to:
(1) if Parent receives any abuse complaint for the privacy protected domain name, or
(2) pursuant to any applicable laws, government rules or requirements, requests of law enforcement agency, or
(3) for the resolution of disputes concerning the domain name, or
(4) any other reason that Parent in its sole discretion deems appropriate to switch off the Privacy Protection Services.
3. OBLIGATIONS OF RESELLER
Reseller must ensure that the Registrant and Customer of each Domain Order must also acknowledge and agree to be bound by the following terms and conditions. The Reseller acknowledges and agrees that the Reseller shall indemnify Parent of, and shall be responsible for any liability resulting from Resellers' nondisclosure of these terms to Customers and Registrants.
Reseller will ensure that Customer and Registrant agree to release, defend, indemnify and hold harmless Parent, Service Providers, PrivacyProtect.org, and their parent companies, subsidiaries, affiliates, shareholders, agents, directors, officers and employees, from and against any and all claims, demands, liabilities, losses, damages or costs, including reasonable attorney's fees, arising out of or related in any way to the Privacy Protection services provided hereunder.
LIST OF TLDS PARENT IS AUTHORIZED TO PROVIDE DOMAIN NAME REGISTRATION AND MANAGEMENT SERVICES
* .COM, .NET (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .ORG (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .BIZ (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .INFO (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .NAME and .NAME Defensive Registrations and .NAME Mail Forwards (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .US (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .IN (through Registrar Directi Web Services Pvt. Ltd.)
* .EU (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .UK (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .TRAVEL (through Registrar Directi Internet Solutions Pvt. Ltd. D/B/A PublicDomainRegistry.com)
* .WS (through Registrar Directi Internet Solutions Pvt. Ltd. D/B/A PublicDomainRegistry.com)
* .COOP (through Registrar The Midcounties Co-operative Ltd)
* CentralNIC (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .MOBI (through Registrar Directi Internet Solutions Pvt. Ltd. D/B/A PublicDomainRegistry.com)
* .ASIA (through Registrar Directi Internet Solutions Pvt. Ltd. D/B/A PublicDomainRegistry.com)
* .ME (through Registrar Directi Internet Solutions Pvt. Ltd. D/B/A PublicDomainRegistry.com)
* .TEL (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .MN, .BZ (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .CC, .TV (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .CN (through Registrar Directi Web Services Pvt. Ltd)
* .NZ (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .CO (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .CA (through Registrar PublicDomainRegistry.com Inc)
* .DE (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .ES (through Registrar Directi Internet Solutions Pvt. Ltd. d/b/a PublicDomainRegistry.com)
* .AU (through Registrar Public Domain Registry Pty Ltd.)
10. CPU, Bandwidth and Disk Usage
A. Permitted CPU and Disk Usage.
All use of hosting space provided by IIWHosting is subject to the terms of this Agreement and the Acceptable Use Policy.
i. Shared hosting space may only be used for web files, active email and content of User Websites. Shared hosting space may not be used for storage (whether of media, emails, or other data), including, as offsite storage of electronic files, email or FTP hosts. IIWHosting expressly reserves the right to review every shared account for excessive usage of CPU, disk space and other resources that may be caused by a violation of this Agreement or the Acceptable Use Policy. IIWHosting may, in our sole discretion, terminate access to the Services, apply additional fees, or remove or delete User Content for those accounts that are found to be in violation of IIWHosting’s terms and conditions.
ii. Dedicated and VPS usage is limited by the resources allocated to the specific plan that you have purchased.
B. Bandwidth Usage.
Shared servers are not limited in their bandwidth allowance. Unlimited bandwidth usage is not available for resellers, dedicated or VPS servers, which are subject to the terms of the plan you purchased and can be viewed in your control panel.
If your shared or reseller server has a physical downtime that falls short of the 99.9% uptime guarantee, you may receive one (1) month of credit on your account. This uptime guarantee does not apply to planned maintenance. Approval of any credit is at the sole discretion of IIWHosting and may be dependent upon the justification provided. Third party monitoring service reports may not be used for justification due to a variety of factors including the monitor's network capacity/transit availability. The uptime of the server is defined as the reported uptime from the operating system and the Apache Web Server which may differ from the uptime reported by other individual services. To request a credit, please visit https://www.iiwhosting.com/clientarea.php to create a support ticket to our Billing department with justification. Uptime guarantees only apply to shared and reseller solutions. Dedicated servers are covered by a network guarantee in which the credit is prorated for the amount of time the server is down which is not related to our uptime guarantee
12. Reseller Terms and Client Responsibility
A. Resellers shall ensure that each of their clients complies with this Agreement.
B. Resellers are responsible for supporting their clients. IIWHosting does not provide support to clients of IIWHosting’s resellers. If a reseller’s client contacts IIWHosting, IIWHosting reserves the right to place a reseller client account on hold until the reseller can assume responsibility for the reseller’s client. All support requests must be made by the reseller on its client's behalf for security purposes.
C. Resellers are also responsible for all content stored or transmitted under their reseller account and the actions of their clients. IIWHosting will hold any reseller responsible for any of their client’s actions that violate the law or this Agreement.
D. IIWHosting is not responsible for the acts or omissions of our resellers. The reseller hereby agrees to indemnify IIWHosting from and against any and all claims made by any User arising from the reseller's acts or omissions.
E. IIWHosting reserves the right to revise our Reseller Program at any time. Changes shall take effect when posted online or on any subsequent date as may be set forth by IIWHosting.
F. Resellers in the IIWHosting Reseller Program assume all responsibility for billing and technical support for each of the Users signed up by the reseller.
13. Shared (non-reseller accounts)
Shared accounts may not be used to resell web hosting to others. If you wish to resell hosting you must use a reseller account.
IIWHosting reserves the right to reset the password on a dedicated server if the password on file is not current so that we may do security audits as required by our datacenter. It is your responsibility to ensure that there is a valid email address and current root password on file for your dedicated server to prevent downtime from forced password resets. IIWHosting reserves the right to audit servers as needed and to perform administrative actions at the request of our datacenter. Dedicated servers are NOT backed up by us. It is your responsibility to maintain backups. Dedicated servers that have invoices outstanding for more than ten (10) days may be subject to deletion which will result in the loss of all data on the server. IIWHosting will not be liable for any loss of data resulting from such deletion.
IIWHosting may terminate your access to the Services, in whole or in part, without notice in the event that: (i) you fail to pay any fees due; (ii) you violate this Agreement; (iii) your conduct may harm IIWHosting or others or cause IIWHosting or others to incur liability, as determined by IIWHosting in our sole discretion; or (iv) as otherwise specified in this Agreement. In such event, IIWHosting shall not refund to you any fees paid in advance of such termination, and you shall be obligated to pay all fees and charges accrued prior to the effectiveness of such termination. Additionally, IIWHosting may charge you for all fees due for the Services for the remaining portion of the then current term.
16. UPON TERMINATION OF THE SERVICES FOR ANY REASON, USER CONTENT, USER WEBSITES, AND OTHER DATA WILL BE DELETED.Limitation of Liability
IN NO EVENT WILL IIWHOSTING ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE SERVICES, OR ANY USER CONTENT, USER WEBSITES OR OTHER MATERIALS ACCESSED OR DOWNLOADED THROUGH THE SERVICES, EVEN IF IIWHOSTING IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IIWHOSTING'S LIABILITY TO YOU, OR ANY PARTY CLAIMING THROUGH YOU, FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO IIWHOSTING FOR THE SERVICES IN THE THREE (3) MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.
You agree to indemnify, defend and hold harmless IIWHosting, our affiliates, and their respective officers, directors, employees and agents (each an "Indemnified Party" and, collectively, the "Indemnified Parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative), and expenses (including, but not limited to, reasonable attorney's fees) threatened, asserted, or filed by a third party against any of the Indemnified Parties arising out of or relating to (i) your use of the Services, (ii) any breach or violation by you of this Agreement; or (iii) any acts or omissions by you. The terms of this section shall survive any termination of this Agreement.
By using the Services, you hereby submit to the exclusive jurisdiction of the Laws of India in connection with any dispute relating to, concerning or arising out of this Agreement. The arbitration will be conducted before a single arbitrator chosen by IIWHosting and will be held at Bangalore India.
19. Independent Contractor
IIWHosting and User are independent contractors and nothing contained in this Agreement places IIWHosting and User in the relationship of principal and agent, partners or joint venturers. Neither party has, expressly or by implication, or may represent itself as having, any authority to make contracts or enter into any agreements in the name of the other party, or to obligate or bind the other party in any manner whatsoever.
20. Governing Law; Jurisdiction
Any controversy or claim arising out of or relating to this Agreement, the formation of this Agreement or the breach of this Agreement, including any claim based upon an alleged tort, shall be governed by the substantive laws of India. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
IIWHosting shall not be responsible for any damages your business may suffer. IIWHosting makes no warranties of any kind, expressed or implied for the Services. IIWHosting disclaims any warranty of merchantability or fitness for a particular purpose, including loss of data resulting from delays, delivery failures, wrong deliveries, and any and all service interruptions caused by IIWHosting or our employees.
22. Backups and Data Loss
Your use of the Services is at your sole risk. IIWHosting’s backup service runs once a week and overwrites any of our previous backups. Only one week of backups are kept at a time. This service is provided only to shared and reseller accounts as a courtesy and may be modified or terminated at any time at IIWHosting’s sole discretion. IIWHosting does not maintain backups of dedicated accounts. IIWHosting is not responsible for files and/or data residing on your account. You agree to take full responsibility for all files and data transferred and to maintain all appropriate backup of files and data stored on IIWHosting’s servers.
Any shared account using more than 20 gigs of disk space will be removed from our off site weekly backup with the exception of databases continuing to be backed up. All data will continue to be mirrored to a secondary drive to help protect against data loss in the event of a drive failure.
THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE BASIS.” EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION, IIWHOSTING AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, FOR THE SERVICES PROVIDED HEREUNDER. IIWHOSTING AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES (I) THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR COMPLETELY SECURE; (II) AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES; OR (III) AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION PROVIDED THROUGH THE SERVICES. IIWHOSTING AND OUR AFFILIATES, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS ARE NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM USERS OR STORED BY USERS ON OR THROUGH THE SERVICES. THE TERMS OF THIS SECTION SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
24. Disclosure to Law Enforcement
IIWHosting may disclose User information to law enforcement agencies without further consent or notification to the User upon lawful request from such agencies. We cooperate fully with law enforcement agencies.
This Agreement, including documents incorporated herein by reference, supersedes all prior discussions, negotiations and agreements between the parties with respect to the subject matter hereof, and this Agreement constitutes the sole and entire agreement between the parties with respect to the matters covered hereby.
The headings herein are for convenience only and are not part of this Agreement.
27. Changes to the Agreement or the Services
A. IIWHosting may modify, add, or delete portions of this Agreement at any time. If we have made significant changes to this Agreement, we will post a notice on the IIWHosting website for at least thirty (30) days after the changes are posted and will indicate at the bottom of this Agreement the date of the last revision. Any revisions to this Agreement will become effective when posted unless otherwise provided. You agree to any modification to this Agreement by continuing to use the Services after the effective date of any such modification
B. IIWHosting reserves the right to modify, change, or discontinue any aspect of the Services at any time.
If any provision or portion of any provision of this Agreement is found to be illegal, invalid or unenforceable by a court of competent jurisdiction, the remaining provisions or portions (unless otherwise specified) thereof shall remain in full force and effect.
No failure or delay by you or IIWHosting to exercise any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other or further exercise of any right or remedy. No express waiver of, or assent to, any breach of or default in any term or condition of this Agreement by any party hereto shall constitute a waiver of, or an assent to, any succeeding breach of or default in the same or any other term or condition hereof.
30. Assignment Successors
You may not assign or transfer this Agreement or any of your rights or obligations hereunder, without the prior written consent of IIWHosting. Any attempted assignment in violation of this Agreement shall be null and void and of no force or effect whatsoever. IIWHosting may assign our rights and obligations under this Agreement, and may engage subcontractors or agents in performing our duties and exercising our rights hereunder, without the consent of User. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.
Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party's reasonable control, including, without limitation, fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment or material required for such party to perform its obligations hereunder.
32. Third-Party Beneficiaries
Except as otherwise expressly provided in this Agreement, nothing in this Agreement is intended, nor shall anything herein be construed to confer any rights in any person other than the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, user acknowledges and agrees that any supplier of a third-party product or service that is identified as a third-party beneficiary in the service description, is an intended third-party beneficiary of the provisions set forth in this Agreement as they relate specifically to its products or services and shall have the right to enforce directly the terms and conditions of this Agreement with respect to its products or services against user as if it were a party to this Agreement.