SnapNames Disclaimer & Terms

SNAPNAMES TERMS, CONDITIONS AND SERVICES AGREEMENT

Updated: October 29, 2014

1. Agreement

In this Terms, Conditions and Services Agreement (this "Agreement") "you," "your," "Subscriber" and "Customer" refer to each customer and “SnapNames,” "we," "us" and "our" refer to SnapNames Web.com, LLC, along with all of its parents, subsidiaries, affiliates, successors and assigns thereof (collectively, "SnapNames"). This Agreement explains our obligations to you, and explains your obligations to us regarding your use of SnapNames’s services and website. By registering a domain name through one of our registrar partners, using the SnapNames website, or using any other services provided by SnapNames or its partners under this Agreement, you acknowledge that you have read and agree to be bound by all terms and conditions of this Agreement, any registrar agreement associated with our service, our Privacy Policy and any other pertinent rules or policies that are or may be published by SnapNames from time to time.

Notwithstanding any other written or oral statements you believe SnapNames may have made to you, this agreement constitutes the entirety of SnapNames's agreements with and obligations to you and the entirety of your contractual rights in your relationship with SnapNames.

2. Domain Registration Service

The SnapNames service can acquire a registered domain name that subsequently becomes or is made available for public registration. There is no initial fee for placing an order and you will only be charged if SnapNames is successful in securing an ordered domain name on your behalf. If a domain name that is sought via our service becomes available for public registration due to any circumstance, our service will make commercially reasonable efforts to acquire the domain name and register it through one of our registrar partners on your behalf.

We do not and cannot guarantee acquisition of any domain name, nor can we guarantee at which registrar the name will ultimately be registered upon its deletion by the applicable registry operator. To maximize your chances of getting the domain name you want, we use a network of numerous registrars in an attempt to acquire domain names. The domain name you backorder may therefore be registered through a registrar other than the registrar who referred you to us, or whose reseller referred you to us.

There is also no guarantee that one of our registrar partners, on its fully-automated website, will not facilitate the registration of the domain name you want by someone else who applies through the registrar's own website interface.

When SnapNames registers a domain name in response to your order, you acknowledge that the duration of the initial registration term may vary slightly depending on the method we use to fulfill your order. If the domain name was registered to you after deletion from a domain registry, the registration term will be for 365 days from the date of acquisition. If the domain name did not go through deletion but rather was registered to you via a registrar transfer, the registration term will be for 365 days from the date of expiration listed in the WHOIS database for that domain name.

In order to assist you in identifying and determining the status of domain name(s) you may wish to order, SnapNames may offer WHOIS look-up services on its website, in addition to services that provide information on names that are about to or have already expired, are about to be deleted, or have just been made available to the public for registration via our website. Information about the status of a domain name is offered on a commercially reasonable basis: to SnapNames’s knowledge, no entity is able to reliably offer complete and real-time information on the status of a domain name during the time just before or soon after its deletion by the registry. You should always attempt to obtain independent confirmation of a domain name's status by performing a WHOIS look-up, found on the website of any ICANN-accredited registrar, including SnapNames’s partners, prior to placing an order.

Unless a Customer specifies nameservers that should be assigned to the ordered domain name upon its registration, all domain names registered through SnapNames are pointed to a nameserver controlled by SnapNames. The web page then provided may be modified at any time by SnapNames without prior notice to you and may include such things as, without limitation: (i) links to additional products and services offered by SnapNames; (ii) advertisements for products and services offered by third parties; and (iii) an Internet search engine interface. Once a domain name is registered for you, if for any reason you do not wish to have your domain name pointed to this web page, you should change the name server settings for that domain name by accessing the domain name at the acquiring registrar using the account login information provided by SnapNames and/or the registrar at the time of the registration.

3. New Generic Top Level Domains

The expansion of generic top level domains ("gTLDs") in the Domain Name System is currently underway, and ICANN is accepting proposals from interested parties to establish new gTLDs. Numerous new strings could become available over the next few years. While there is no guarantee that any of these proposals will be accepted, SnapNames intends to provide domain name acquisition services for each new gTLD that ICANN accepts.

In support of this domain name acquisition service, SnapNames will begin accepting pre-orders for domain names in all proposed new gTLDs. Pre-orders will be similar to backorders in that they will represent a commitment to purchase the domain name in the event that SnapNames is successful in securing the domain name on your behalf. Once a gTLD is approved by ICANN and domain names under the new gTLD become available for purchase, your pre-order will be registered with us as a backorder and processed accordingly.

SnapNames is also working with applicants of proposed new gTLDs at the registry level to provide auctions during the new gTLD’s initial Sunrise Period and any subsequent Landrush Period, as well as provide auctions for those domain names determined by the registry to be “premium” domains. Because the purchase of domain names during the Sunrise or Landrush Periods are limited to a closed group of applicants who are pre-approved by the applicable registry, Sunrise and Landrush auctions are private auctions, and whether you may participate in any Sunrise or Landrush auction will necessarily be determined by the registry.

4. Bidding

If two or more SnapNames Customers have ordered a particular domain name and SnapNames is successful in registering the desired domain name when it becomes available, SnapNames may conduct an auction among those Customers who ordered the domain name, and the domain name will subsequently be awarded to the highest bidder in such auction. SnapNames in its sole discretion may choose to conduct an auction for an acquired domain name wherein it allows bidders to participate who did not have an order placed for the name previous to the commencement of the auction. In either case, if you are the winning bidder when the auction ends, you are obligated to pay the amount of your winning bid. SnapNames, in its sole discretion, may extend the duration of an auction if it reasonably perceives that there has been an irregularity in the auction process.

If two or more SnapNames Customers backorder a particular domain name and in the course of the subsequent auction no bids are placed, SnapNames will award the domain name to the Customer who was chronologically first to place an order on the domain name. That Customer will be charged the minimum fee for that particular domain name, which minimum may change from time to time.

Following the successful completion of an auction for a particular domain name, SnapNames will notify the winning bidder and attempt to collect payment. SnapNames may, in its sole discretion require the winning bidder to tender payment to SnapNames in a manner of its choosing, including but not limited to credit card, check or wire transfer. All fees collected by SnapNames are entirely non-refundable. In the event of a charge reversal or chargeback by a credit card company or other payment provider, or if we determine, in our sole discretion, that we are unable or unlikely to collect payment, any associated domain name registration will immediately terminate and/or the domain name registration will be transferred to SnapNames as the paying entity for the registration. SnapNames may, in its sole discretion: (1) award the reclaimed domain name to the next highest bidder in the relevant auction and charge such bidder their highest bid amount; (2) make the domain name subject to a new auction among bidders determined by SnapNames; (3) or otherwise dispose of the domain name.

Certain SnapNames Customers may have a "Credit" in their SnapNames account, due to funds previously paid to SnapNames by Customer. These Credits have a one year term and expire one year from the date of payment if unused. Upon expiration, a Credit is no longer redeemable and will be removed from Customer's account. SnapNames, in its sole discretion, may choose to extend the term of a Credit in certain circumstances. You acknowledge and agree that SnapNames is under no obligation to extend any Credit beyond the original one-year term.

All bids, offers and counteroffers made through the Snapnames.com websites, bid forms, make offer links, or email correspondence, or through the websites, bid forms, make offer links, or email correspondence of SnapNames’s partners or affiliates, if accepted within 30 days by the seller, represents a legally binding commitment. As the buyer, you are allowing SnapNames brokers to present your offers or bids on your behalf. If a buyer/bidder reneges or otherwise withdraws an offer or bid that is accepted by the seller within the 30-day foregoing acceptance period, the full seller commission will be owed to SnapNames by the buyer. (See Auction and Brokerage Seller Fees & Policies, below.)

5. Required Data

In order for us to register a domain name through one of our registrar partners on your behalf, you agree to provide certain current, complete, accurate and reliable contact data about you and your website host as required by the registration process at the time of registration (the "Contact Data"). You acknowledge and agree that the registrar is required to make Contact Data publicly available on a WHOIS database as expressed in the applicable registrar's service agreement, and you expressly consent to such disclosure.

You agree to update the information in the Contact Data as follows: (i) if your Contact Data changes after you have supplied it to us, but before we order a domain name registration on your behalf, you agree to update the information in the Contact Data as it appears in your account on our web page; and (ii) if your Contact Data changes after we order a domain name registration on your behalf, you agree to update the information in the Contact Data directly with the registrar. (Please note that updating Contact Data on our website will not change the information maintained by the registrar in its WHOIS database on any of your existing domain name registrations, even if the registration was facilitated by SnapNames; you must update existing domain name registrations directly with the registrar.)

Because accurate and reliable Contact Data is important for the domain name system to work properly, it will be considered a material breach of this Agreement if you: (i) willfully provide inaccurate or unreliable Contact Data; (ii) willfully fail promptly to update Contact Data with us and/or the registrar; or (iii) fail to respond within fifteen (15) days to our inquiries or those of the registrar regarding the accuracy of the Contact Data. Such a breach will be a sufficient basis for us or the associated registrar to cancel the domain name registration and/or other services without further notice to you.

In order for you to use other SnapNames services, you also agree to provide and maintain certain current, complete, accurate and reliable information about you and your email addresses ("User Profile"). The User Profile information is needed to send you notifications and other information regarding your service. The User Profile information is entirely independent of the Contact Data described above. You agree to update the User Profile directly through your account accessible at our website. Because it is not possible for us to provide our notification services without accurate and reliable User Profile information, it will be considered a material breach of this Agreement if you: (i) willfully provide inaccurate or unreliable User Profile information; (ii) willfully fail promptly to update User Profile information provided to us; or (iii) fail to respond within fifteen (15) days to our inquiries or those of the registrar regarding the accuracy of the User Profile information. Such a breach will be a sufficient basis for us to cancel the services without further notice to you. Our Privacy Policy, located at https://www.snapnames.com/privacypolicy.jsp and incorporated herein by this reference, further sets forth your and our rights and responsibilities with regard to your personal information.

6. Modification of Agreement

You acknowledge that the Internet, the domain name system and its policies, and the practice of registering, monitoring and administering domain names are continually evolving, and therefore you agree that SnapNames may modify this Agreement, as well as any additional rules or policies that are or may be published by SnapNames, as necessary to comply with any other agreements that SnapNames is currently bound by or will be bound by in the future, as well as to adjust to changing business circumstances. Any such addition or modification will be binding and effective immediately upon posting of the revised Agreement or change to the service(s) on SnapNames’s website, or upon notification to you by email or regular mail. You agree to periodically review our website, including the current or most recent version of this Agreement available on our website, to be aware of any such modifications. Your continued use of any SnapNames services or of any domain name registered through one of our registrar partners on your behalf through SnapNames will constitute your acceptance of this Agreement as well as modified or additional rules or policies that are or may be published by SnapNames or by our registrar partners. If you do not agree to any such changes, you may request that any order you placed be cancelled. You acknowledge and agree that such cancellation will be your exclusive remedy and our sole liability if you do not wish to abide by any changes to this Agreement or any additional rules or policies that are or may be published by SnapNames.

7. Agency

IF YOU ARE ACTING AS AN AGENT: You represent that you have the authority to bind your principal to all terms and conditions contained in this Agreement. You acknowledge and agree that if you license the use of your registered domain name to a third party, you remain the domain name holder and/or subscriber of record and remain responsible for all obligations under this Agreement, including payment obligations, and providing and updating full contact information, Contact Data and User Profile information. A breach of this Agreement by your principal or licensee will be considered a breach by you.

IF YOU ARE ACTING THROUGH AN AGENT: You agree that, if your agent (e.g., an Internet Service Provider, employee, legal counsel, 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 as described later in this Agreement. Your continued use of our services will ratify any unauthorized actions by your agent. By acting on your behalf, your agent certifies that he or she is authorized to apply for our services on your behalf, that he or she is authorized to bind you to the terms and conditions of this Agreement and that he or she has apprised you of the terms and conditions of this Agreement. In addition, you are responsible for any errors made by your agent. A breach of this Agreement by your agent will be considered a breach by you.

8. Prohibited Conduct

Customer agrees to use SnapNames only for lawful purposes. While SnapNames has no responsibility to monitor your use of domain names, SnapNames reserves the right to terminate any account for which a SnapNames-hosted domain name or a domain name using the SnapNames name servers is found to be pointing or otherwise directing traffic to any material in violation of any U.S. or state statute or regulation, including, but not limited to, material in violation of U.S. copyright law, and material judged to be threatening or obscene. Any misuse of SnapNames resources that disrupts the normal use of the system is strictly prohibited. Such system abuse may lead to termination of the account. Examples of system abuse include, but are not limited to, spawning many processes that consume resources, consuming excessive amounts of disk storage or main memory or CPU for long periods of time, etc. Any attempts to penetrate SnapNames’s security will result in the termination of the Customer’s account without notice, as well as notification of appropriate law enforcement agencies.

9. Breach

Any failure by you to abide by any provision of this Agreement, any SnapNames operating rule or policy or the Dispute Policy, may be considered by us to be a material breach of this Agreement. We may provide written notice, describing the breach, to you. If within ten (10) calendar days of the date of such notice, you fail to provide evidence that is reasonably satisfactory to us that you have not breached your obligations under the Agreement, then we may delete the registration or reservation of your domain name or terminate the services without further notice. We reserve the right to suspend any SnapNames services during such 10-day period. Any such breach by you will not be deemed to be excused simply because we did not act earlier in response to that, or any other, breach by you.

10. Revocation

You agree that we may terminate your right to use our service(s) if the information that you are obligated to provide for domain registration purposes through one of our registrar partners or subscribe for other SnapNames service(s), or that you subsequently modify, contains false or misleading information, or conceals or omits any information we would likely consider material to our decision to register your domain name through one of our registrar partners or to continue to provide you domain name services. Furthermore, you agree that we may suspend, cancel or transfer your domain name services in order to: (i) correct mistakes made by us, a registrar partner, or the registry in registering your chosen domain name; or (ii) to resolve a dispute under the Dispute Policy. We will not refund any fees paid by you if we suspend or terminate your services.

11. Customer Representations and Warranties

You agree and warrant that: (i) the information that you or your agent provide to us during the application process to register your domain name through one of our registrar partners or to apply for other SnapNames services is, to the best of your knowledge and belief, accurate and complete, and that any future changes to this information will be provided to us in a timely manner according to the modification procedures in place at that time; (ii) to the best of your knowledge and belief neither the registration of your domain name nor the manner in which you intend to use such domain name or any other SnapNames service will directly or indirectly infringe the legal rights of a third party, including, but not limited to, trademark rights; (iii) you are not registering the domain name for an unlawful purpose; (iv) you will not knowingly use the domain name in violation of any applicable laws or regulations; (v) you have all requisite power and authority to execute this Agreement and to perform your obligations hereunder; and (vi) you are of legal age and capacity to enter into this Agreement.

You agree and acknowledge that it is your responsibility to determine whether your domain name registration infringes or violates someone else's rights, including, but not limited to, whether any foreign language translations of your domain name, either between roman-alphabet languages, between non-roman alphabet languages, or between roman-alphabet and non-roman alphabet languages, infringe or violate someone else's rights.

12. SnapNames Disclaimer of Warranties

You agree that your use of our service(s) is solely at your own risk. You agree that all of our services are provided on an "AS IS," and "AS AVAILABLE" basis. SNAPNAMES EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. SNAPNAMES MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER THAT REGISTRATION OR USE OF A DOMAIN NAME UNDER THIS AGREEMENT WILL IMMUNIZE YOU EITHER FROM CHALLENGES TO YOUR DOMAIN NAME REGISTRATION, OR FROM SUSPENSION, CANCELLATION OR TRANSFER OF THE DOMAIN NAME REGISTERED TO YOU. We make no warranty that our services(s) will meet your requirements or that the service(s) will be uninterrupted, timely, secure or error free; nor do we make any warranty as to the results that may be obtained from the use of the service(s) or as to the accuracy or reliability of any information obtained in our marketing communications or website, including any information made available to you (whether you are a registrant, buyer, seller, registrar, or registry customer) on any dashboard associated with any of the services. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of our marketing communications and website (including any dashboards) is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data. We make no warranty regarding any goods or services purchased or obtained through any of our services or any transactions entered into through such services. No advice or information, whether oral or written, obtained by you from us or through our marketing communications or website (including any dashboards) shall create any warranty not expressly made herein. To the extent that any jurisdiction does not allow the exclusion of such warranties, these disclaimers will apply to the greatest extent possible.

You further acknowledge and agree that your domain name registration is subject to suspension, cancellation, transfer or modification pursuant to the terms of any rules or policies applicable to your domain name registration, including, but not limited to: (i) the Uniform Domain Name Dispute Resolution Policy (UDRP); (ii) any policy adopted by the Internet Corporation for Assigned Names and Numbers (ICANN); (iii) any registrar (including SnapNames) or registry administrator procedures; or (iv) any other ccTLD registry administrator procedures.

You also agree that SnapNames shall have the right in its sole discretion to suspend, cancel, transfer or otherwise modify your domain name registration at such time as SnapNames receives (i) a properly authenticated notification from a court of competent jurisdiction requiring such action, or (ii) an arbitration award requiring the suspension, cancellation, transfer or modification of your domain name registration.

13. Right of Refusal

You grant SnapNames, in its sole discretion, the right to refuse to register your chosen domain name through one of its registrar partners, to refuse to subscribe you for other SnapNames services, or to request deletion of your domain name at the acquiring registrar or cancel your services within thirty (30) calendar days from receipt of your payment for such services. In the event we request deletion of your domain name or cancel your services within such thirty (30) calendar day period, we may refund your applicable fees but are under no obligation to do so. You agree that we will not be liable to you for any loss or damages that may result from any such refusal, deletion or cancellation.

14. Dispute Policy

We do not check to see whether the domain name you select to register infringes the legal rights of others. We urge you to investigate to see whether the domain name you select or its use infringes the legal rights of others. You may wish to consider seeking one or more opinions from competent trademark practitioners in connection with your domain name. You agree to assume all responsibility in selecting a domain name to register and/or monitor. Should we be sued or threatened with a lawsuit in connection with your domain name and/or subscription to any other of our services, you agree to hold us harmless and indemnify us pursuant to the Indemnification provision of this agreement. Similarly, you recognize that we have no responsibility to determine whether domain names monitored or acquired by others through our website infringe your own rights in trademarks or domain names, and you agree to release SnapNames from any legal claims asserting such a responsibility.

For domain name registrations facilitated by SnapNames, you agree to submit to any proceedings commenced under ICANN’s Uniform Domain Name Dispute Resolution Policy (“UDRP”), which can be found at http://www.icann.org/en/help/dndr/udrp, or ICANN’s Uniform Rapid Suspension System (“URS”) applicable for generic top level domains introduced into the root after January 1, 2013, which can be found at http://newgtlds.icann.org/en/applicants/urs, as these may be amended from time to time. All other disputes between you and any party other than SnapNames regarding your domain name registration that are not brought pursuant to the mandatory administrative proceeding provisions of the UDRP may be resolved between you and such other party through any court, arbitration, or other proceeding that may be available.

We will not participate in any way in any dispute between you and any party other than us regarding the registration and use of your domain name, and/or SnapNames services. You agree not to name us as a party or otherwise include us in any such proceeding. In the event that we are named as a party in any such proceeding, we reserve the right to raise any and all defenses and claims deemed appropriate and to take any other action necessary to defend ourselves. SnapNames will not honor registrations that SnapNames reasonably believes infringe on its own trademarks. In the event that SnapNames is held liable resulting from a lawsuit or any such proceeding which relates to our services to you, SnapNames will be entitled to recover any damages it is ordered to pay, its reasonable attorneys' fees and costs from you.

15. Limitation of Liability

SNAPNAMES AND ITS PARTNERS, AFFILIATES AND CONTRACTORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL 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 SNAPNAMES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WE EXPLICITLY DISCLAIM ANY AND ALL LOSS OR LIABILITY RESULTING FROM, BUT NOT LIMITED TO:

(a) SUSPENSION, LOSS, OR MODIFICATION OF YOUR DOMAIN NAME REGISTRATION;

(b) USE OR MISUSE OF YOUR DOMAIN NAME REGISTRATION;

(c) INTERRUPTION OF YOUR BUSINESS, WEBSITE, EMAIL OR OTHER SERVICES;

(d) ACCESS DELAYS OR INTERRUPTIONS TO THIS WEBSITE OR ANY WEBSITES ACCESSED BY YOUR REGISTERED DOMAIN NAMES;

(e) NON-DELIVERY, MIS-DELIVERY, CORRUPTION, DESTRUCTION OR MODIFICATION OF DATA;

(f) USE OR MISUSE OF YOUR USER NAME OR PASSWORD;

(g) FAILURE TO ACQUIRE OR RE-ACQUIRE A DOMAIN NAME;

(h) ERRORS, OMISSIONS, OR MISSTATEMETNS IN ANY AND ALL INFORMATION OR SERVICES PROVIDED UNDER THIS AGREEMENT;

(i) EVENTS BEYOND THE REASONABLE CONTROL OF SNAPNAMES, INCLUDING, WITHOUT LIMITATION, FAILURE OF ELECTRICAL OR TELECOMMUNICATIONS SERVICES; or

(j) APPLICATION OF ANY RELEVANT DISPUTE POLICY OR ANY OTHER ICANN (OR SIMILAR GOVERNMENTAL OR SUCCESSOR ORGANIZATION) ADOPTED POLICIES.

SnapNames’s entire liability, and your exclusive remedy, with respect to any SnapNames services provided under this Agreement and any breach of this Agreement is limited solely to the amount you paid for such services. IN NO EVENT WILL SNAPNAMES’S MAXIMUM AGGREGATE LIABILITY EXCEED THE LESSER OF THE TOTAL AMOUNT PAID BY YOU FOR SUBSCRIPTION TO ANY OF OUR SERVICES FOR THE REGISTRATION OF THE DOMAIN NAME OR FIVE HUNDRED ($500.00) DOLLARS. Some states do not allow the exclusion or limitation of liability for consequential or incidental damages; in such states, our liability is limited to the greatest extent permitted by law.

16. Indemnity

You agree to release, defend, indemnify and hold SnapNames and its directors, officers, employees, contractors, agents, strategic partners and affiliates harmless from all liabilities, claims and expenses (including attorney's fees, expenses, and SnapNames’s reasonable out-of-pocket costs) relating to or arising under this Agreement ("Claims"), your domain name or its use or renewal, the SnapNames services provided hereunder, or your use thereof, including without limitation infringement of any intellectual property or other proprietary right of any person or entity, or from the violation of any SnapNames operating rule or policy relating to the services provided. You shall not enter into any settlement or compromise of any Claims without SnapNames’s prior written permission, which permission shall not be unreasonably withheld. If, in the opinion of SnapNames’s legal counsel, a conflict of interest exists or may reasonably be expected to exist in connection with your assumption of SnapNames’s defense, SnapNames shall be entitled to conduct and control its own defense. This indemnification is in addition to any indemnification required under the UDRP or any similar policy. When SnapNames is threatened with a lawsuit or a similar proceeding by a third party, SnapNames may seek written assurances from you concerning your obligation to indemnify SnapNames; your failure to provide those assurances may be considered by SnapNames to be a breach of your Agreement and may result in deactivation of your domain name and/or any SnapNames service.

17. Miscellaneous

This Agreement shall be governed by the laws of the United States of America and the State of Florida, without regard to conflict of laws principles, as if the Agreement was a contract wholly entered into and wholly performed within Duval County in the State of Florida. Customer agrees that any judicial proceeding relating to or arising out of this Agreement or the services shall be instituted only in a federal or state court of competent jurisdiction in Duval County in the State of Florida, and Customer consents to the personal jurisdiction of such court and waives the right to challenge the jurisdiction of such court on grounds of lack of personal jurisdiction or forum non conveniens or to otherwise seek a change of venue. Customer also agrees to waive the right to trial by jury in any action that takes place relating to or arising out of this Agreement or the services. Customer may not assign this Agreement, by operation of law or otherwise, without SnapNames’s prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of and be enforceable against the Parties and their respective successors and assigns. Neither Party's failure to enforce performance of any provision of this Agreement will constitute a waiver of such Party's right to subsequently enforce such provision or any other provision of this Agreement. If any provision of this Agreement, or portion thereof, is found to be unenforceable, such provision will be enforced to the maximum extent possible and the remainder of this Agreement will continue in full force and effect.

The Parties are independent contractors and do not intend to create any partnership, joint venture, agency, franchise, sales representative or employment relationship between the Parties. Notice must be given to SnapNames at the address set forth on its website and to Customer at the administrative address listed in Customer's account. Notice will be deemed to have been received upon personal delivery (including confirmed fax), one day after mailing by nationally known overnight carrier or five days after mailing by certified mail, return receipt requested. This Agreement constitutes the entire understanding between the parties relating to the subject matter of this Agreement and supersedes all prior writings, negotiations or understandings with respect thereto. This Agreement will not be amended or supplemented by the preprinted terms or conditions on any purchase order, acknowledgment or other business form employed by either Party. Except as set forth in Section 6 herein, no modification or addition to this Agreement will have any effect unless it is set forth in writing and signed by both Parties.

18. Registration of Domain Names

SnapNames owns, operates, and/or is a domain name registrar or otherwise has partnerships with various registrars for the purpose of registering domain names. As such, our registration service may entail SnapNames registering domain names on your behalf. Other than what is specifically stated in this Agreement regarding our registration of domain name registration service, it is the agreements between the particular registrar associated with a given domain name and the registrant of said domain name that will explain your rights and obligations when you register a domain name through SnapNames. Section 23 herein lists some, but not all, of SnapNames’s partner registrars, along with links to their respective registration agreements. By this Agreement, you acknowledge that you have read and accept the terms and conditions of these respective registrar agreements and that of any other registrar partner with whom SnapNames may register your domain name on your behalf.

As to domain names registered with SnapNames or with a registrar owned and/or operated by SnapNames (collectively, "Registrar") the following terms and conditions also apply:

19. Shill Bidding Policy

Shill bidding happens when anyone bids on a domain name in order to artificially increase its price or desirability. Shill bidding also happens when someone a seller knows bids on the seller's domain name. This includes family members, friends (including online friends), roommates, or employees.

We don't allow shill bidding on SnapNames because people the seller is associated with might have information about a domain name that other potential buyers do not possess, which might give them an unfair advantage. Shill bidding may also create unfair or artificial prices.

If people who know each other want to buy and sell a domain name, they should do so in a way that doesn't involve bidding. For example, a name could be purchased at a fixed price instead of an auction. However, these purchases cannot be made for the purpose of artificially increasing our or a third party seller's revenue or sell-through rate.

SnapNames follows these guidelines, and if you are going to buy or sell domains on our platform you represent that you will also follow these guidelines. If you do not, you may be subject to a range of actions, including limitations of your buying and selling privileges and/or suspension of your SnapNames account. Shill bidding is also illegal in many places and can carry severe penalties.

Reporting shill bidding

If you detect shill bidding taking place in a SnapNames auction in any of the various formats we operate, please report it to us. Be sure to provide the domain name involved and any other pertinent information. We thoroughly investigate every report we receive. Often what appears to be shill bidding isn't a violation, but if there is evidence of shill bidding, we will take action, which may include cancellation of certain auctions or accounts, and may even include referral to law enforcement. However, our Privacy Policy may prevent us from disclosing certain details of our investigation to our other Customers, including the Customer or person who reported the issue.

Upon request, and to the extent not prohibited by its Privacy Policy, SnapNames will provide an annual report detailing any allegations of shill bidding that was discovered or reported and upon investigation was found to have merit that may have occurred in the preceding twelve (12) months.

20. Dot DE Registrations

You acknowledge and agree that should you purchase a .DE domain name using our service, the Admin contact initially listed in the WHOIS database for the name will be a legal entity located in Germany. It is permitted for you to change this information to another German entity after the fact, but it is not required. Please see the rules pertaining to registering .DE domain name at http://www.denic.de/en/domains/general-information/terms-and-conditions.html.

21. Dot CO Dot UK and Dot UK Registrations

You acknowledge and agree that should you purchase a .CO.UK domain name using our service, you will abide by and be subject to all the rules pertaining to the registration of .CO.UK domain names, which can be found at http://www.nominet.org.uk/sites/default/files/Revised_Registrar_Agreement_January_2014_FINAL.PDF, and those rules and regulations imposed by SnapNames’s partner registrar with respect to the .CO.UK domain names, Network Solutions, LLC, which can be found at http://www.networksolutions.com/legal/static-service-agreement.jsp, which rules and regulations are both incorporated herein by this reference.

22. Dot CN Registrations

For the purchase and/or registration of a .CN domain name, you agree and acknowledge that any of the following content shall not be included in any webpage, used by any organization or individual, hosted under a domain name registered using SnapNames services:

Should you purchase and seek to register a .CN domain name you must also agree to comply with all applicable laws, regulations and policies of the People’s Republic of China's governmental agencies and the China Internet Network Information Center ("CNNIC"), including but not limited to the following rules and regulations:

Please see the rules pertaining to the registration of .CN domain names at http://www1.cnnic.cn/

You agree and acknowledge that (i) the domain name you purchased will not be resolved (including forwarding) to a website in China (not including Taiwan, Hong Kong and Macao), unless you first record the name with the China MIITCP recording system and provide the record number to the applicable registrar within one (1) week; and (ii) you accept complete and full legal responsibility for any consequences due to the violation of the above provisions by you or your company.

You agree and acknowledge that as part of the .CN registration process it will be necessary for you to provide us with current and accurate information (technical, administrative, billing, ownership) inclusive of the registered domain name, your name and/or company name, physical address, telephone number, email address and two name servers for domain names registered. Additional information may also be required by the Registry, CNNIC, such as a scanned copy of a National Identification Card (e.g., driver’s license, passport, military ID) and/or a scanned copy of your Business Registration (e.g., articles of incorporation, business license) in addition to the number associated with the identification submitted.

You agree and acknowledge that failure to submit any and all of the required documents in a timely manner will cause your application to be deleted by CNNIC. Failure to submit this information to us within three (3) days of notification from us may result in the loss of the domain name with no refund provided.

You accept that your use of this website and your purchase and registration of .CN names includes your acceptance of this Agreement and our Privacy Policy.

23. Dot NYC Registrations

Currently, SnapNames is offering Sunrise, Landrush and Premium Auctions for .NYC domain names to approved registrants in accordance with those rules and regulations set forth at http://www.ownit.nyc/policies/, which rules and regulations are incorporated herein by this reference.

Only those individuals or entities having a substantive and lawful connection to the City of New York are permitted to register for .NYC domain names. Specifically, to register a .NYC domain, you must be (1) a natural person whose primary place of domicile is a valid physical address in the City of New York or (2) an entity or organization that has a physical street address in the City of New York. The existence of a P.O. Box address in the City of New York does not meet qualification requirements.

You acknowledge and agree that should you purchase a .NYC domain name using our domain registration service, you will abide by and be subject to all the rules pertaining to the registration of .NYC domain names, which can be found at http://www.ownit.nyc/policies/, which rules and regulations are incorporated herein by this reference. You further acknowledge and agree that you are in compliance with all relevant federal, New York State, and City of New York laws, including any tax requirements for conducting business via the Internet.

24. Registry Reserve Domains

Currently, SnapNames is offering reserved domains that have become available for sale from our Registry partners. For domains included in the Registry Reserve Program, SnapNames will make commercially reasonable efforts to allow customers to select their Registrar services provider. Domains purchased through this program will be initially placed in the customer’s Network Solutions account, and then may be transferred out to the customer’s Registrar of choice pending any Registry-specific or ICANN imposed waiting period. To facilitate a transfer of a purchased Registry Reserve domain, please log in to your Network Solutions account to transfer domains.

25. Selected Registrar Partner Registration Agreements

Network Solutions

Register.com

Dotster

Tucows.com

Moniker

Above.com

Directi aka Big Rock

LaunchPad, Inc.

NameVault

Australian Style

Nominate

Domain Monkeys

NameKing

PacNames

domaindiscount24

NameSecure

PlanetDomain

NameBay

Domain-It!

pairNIC

Nominet.uk

Encirca

GetYerName

SimplyNamed

Nameshare

PLISK

26. Auction and Brokerage Seller Fees & Policies

Auctions are held daily online and at live events featuring an auctioneer and real-time online bidding. Brokerage services may be performed before, during and after a scheduled auction, or in place of an auction.

It is free to submit a domain name for consideration in a live or extended auction or showcase auction or to schedule a daily online auction. Fees are only charged for sold domain names at the completion of a sale. Additionally, policies have been set up to promote a fair and efficient marketplace for both buyers and sellers. Additionally, policies have been set-up to promote a fair and efficient marketplace for both buyers and sellers.

Fees

The seller payout amount is the final selling price of the domain name less any fees. *Fees are assessed based on the auction format. The following are schedules and examples of fees charged by SnapNames under the various auction formats:

SnapNames Daily Online Auction Fees

Submission Fee

Free

Commission Fee

20%
of the final selling price

Handling Fee
Important: All domain names scheduled for an online auction must be in your SnapNames registrar account prior to the scheduling of an auction

Free

Placement in Promotional Emails and Auction Lists

Free

Auction Example:

Your Reserve Price

$1,000

Winning Auction Sales Price

$2,500

Commission Fee @ 20%

($500)

Your Net Payout

$2,000

Premium Live Event, Extended Auction Fees and Brokerage fees.


Live auctions featuring an auctioneer and real-time online bidding

Submission Fee

Free

Commission Fee

15%
of the final selling price

20%
of agreed sale price if sold through private brokerage

Handling Fee
1. With domain name in your SnapNames registrar account prior to the event your domain name has been selected for.

Free

2. With domain name not in your SnapNames registrar account.

To avoid this fee, simply transfer domain names selected for the auction catalog into your SnapNames registrar account prior to the auction.

$100
per domain name

(above $100 fee does not apply to private brokerage sales)

Placement in Promotional Emails and Auction Lists

Free

Auction Example:

Your desired Net Payout

$5,000

Reserve Price Before 15% Commission

$5,882 minimum

Winning Sales Price

$25,000

Commission Fee @ 15%

($3,750)

Your Net Payout

$21,250 if domain name at our registrar

Your Net Payout

$21,150 if domain name not at our registrar

SnapNames Showcase Auction Fees


featuring hand-picked domain names with online bidding

Submission Fee

Free

Commission Fee

15%
of the final selling price

20%
of agreed sale price if sold through private brokerage

Handling Fee
1. With domain name in your SnapNames registrar account prior to the event your domain name has been selected for.

Free

2. With domain name not in your SnapNames registrar account.

To avoid this fee, simply transfer domain names selected for the auction catalog into your SnapNames registrar account prior to the auction.

$100
per domain name

(above $100 fee does not apply to private brokerage sales)

Placement in Promotional Emails and Auction Lists

Free

Auction Example:

Your desired Net Payout

$5,000

Reserve Price Before 15% Commission

$5,882 minimum

Winning Sales Price

$25,000

Commission Fee @ 15%

($3,750)

Your Net Payout

$21,250 if domain name at our registrar

Your Net Payout

$21,150 if domain name not at our registrar

*Please refer to these fee schedules prior to submitting or scheduling auctions as fees are subject to change.

Policies

Please be sure to review these policies before submitting or scheduling a domain name for auction.

As a Seller, you can promote domain names for auction by referring others to the SnapNames marketplace and forwarding all leads and inquiries to your SnapNames Account Executive.

Sellers cannot do the following:

If a policy violation occurs, commission fees are immediately due, an auction may be ended and parties involved may be prevented from participating in the SnapNames marketplace.

In addition, any Seller submitting or scheduling a domain name for auction or otherwise utilizing SnapNames’s brokerage services agrees to abide by the terms of that Seller Agreement, located at https://www.snapnames.com/legal/selleragreement.jsp and incorporated herein by this reference, which agreement further details the exclusivity and non-circumvention requirements mentioned above. Buyers purchasing a domain name at auction or using SnapNames’s brokerage services agrees to abide by the terms of that Buyer Agreement, located at https://www.snapnames.com/legal/buyeragreement.jsp and incorporated herein by this reference.

27. Additional Disclaimers

SnapNames provides general information throughout its website to help educate and familiarize the public with the concept of domain names generally and the relation they have to intellectual property issues and how these issues may affect domain name holders. As legal advice must be tailored to the specific circumstances of each case, nothing provided throughout the SnapNames website or in this Agreement is, or should be used as, a substitute for the advice of competent counsel. In addition, intellectual property law varies considerably from jurisdiction to jurisdiction, and although the information presented may be accurate with respect to one jurisdiction, it may be inaccurate with respect to another.

Information on the SnapNames website may contain inaccuracies or typographical errors and information may be changed or updated without notice. Except as may be expressly set forth on a particular webpage, nothing on the SnapNames website constitutes an offer or contract.

As suggestions and recommendations to you, SnapNames may provide links to other websites that may have relevant content. However, SnapNames makes no representations whatsoever about any website that you may access through a link posted on the SnapNames website. When you access a non-SnapNames website, please understand that it is independent from SnapNames, and that SnapNames has no control over the content on that website. In addition, a link to a non-SnapNames website does not mean that SnapNames endorses or accepts any responsibility for the content, use, or products and services made available through such website.

IN NO EVENT WILL SNAPNAMES BE LIABLE TO YOU OR ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES FOR ANY USE OF ITS WEBSITE, OR ANY OTHER HYPERLINKED WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

INFORMATION ON THE SNAPNAMES WEBSITE IS PROVIDED "AS-IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

(See the seller agreement for exclusivity and non-circumvention details.)

All site contents © 2005-2014, SnapNames Web.com, LLC. All rights reserved.