Domain Name Registration Agreement
Domain Name Registration Agreement
1. Introduction
1.1 Domainshield.com.au Pty Ltd ACN 135 424 878 ("Registrar") is a domain name registrar accredited by .au Domain Administration Limited ACN 079 009 340.
1.2 This domain name registration agreement ("Agreement") governs the terms and conditions upon which the Registrar agrees to provide you with the domain name registration service and associated services as described on the website located at www.domainshield.com.au ("Website") and as otherwise described in this Agreement ("Services").
1.3 The Registrar reserves the right to amend the terms and conditions of this Agreement at any time by posting the amended Agreement in full to the Website without further notice to you, effective immediately upon such posting. Your continued use of the Services will constitute acceptance of any amended Agreement.
1.4 You acknowledge and agree that the Registrar may in its sole and absolute discretion, suspend, cancel, or modify the Services or your use of the Services at any time without notice to you.
2. auDA and Registrar's Agency
2.1 In this Agreement, auDA means .au Domain Administration Limited ACN 079 009 340, the .au domain names administrator and Registry means the domain name registry which is operated for .au domains by the Registry Operator, which is currently AusRegistry.
2.2 The Registrar acts as agent for auDA for the sole purpose, but only to the extent necessary, to enable auDA to receive the benefit of rights and covenants conferred to it under this Agreement. auDA is an intended third party beneficiary of this Agreement.
3. auDA Published Policy
3.1 In this Agreement, auDA Published Policies means those specifications and policies established and published by auDA from time to time at http://www.auda.org.au.
3.2 You must comply with all auDA Published Policies, as if they were incorporated into, and form part of, this Agreement. In the event of any inconsistency between any auDA Published Policy and this Agreement, then the auDA Published Policy will prevail to the extent of such inconsistency.
3.3 You acknowledge that under the auDA Published Policies:
(a)there are mandatory terms and conditions that apply to all domain name licences, and such terms and conditions are incorporated into, and form part of, this Agreement;
(b)you are bound by, and must submit to, the .au Dispute Resolution Policy; and
(c) auDA may delete or cancel the registration of a .au domain name.
4. Compliance
4.1 By using the Services, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions of this Agreement (as amended from time to time), as well as any additional rules or policies that are or may be published on the Website from time to time.
5. Registration, Renewal, Expiry and Deletion of Registered Names
5.1 The Registrar registers domain names on a first come, first served basis. Provided the relevant eligibility rules prescribed in the auDA Published Policies are satisfied, the first registrant to apply for a domain name will be permitted to licence it. The Registrar does not guarantee that any domain name applied for by you will be able to be registered.
5.2 You agree that you will not take any action in relation to a particular domain name until the successful registration of that domain name ("Registered Name") has been confirmed by the Registrar.
5.3 You shall not have any proprietary rights in a Registered Name. Registration and/or renewal of a Registered Name only gives you a licence ("Domain Name Licence") to use the Registered Name for a specified period of time and under certain terms and conditions. The initial licence period is 2 years from the date of registration ("Licence Period").
5.4 You may apply to renew the Domain Name Licence when the Licence Period expires provided that you:
(a)have complied with the terms and conditions of this Agreement;
(b)pay the applicable renewal fees;
(c)continue to meet the eligibility criteria prescribed in the auDA Published Policies.
5.5 You acknowledge that it is your responsibility to ensure that the Domain Name Licence is renewed and release and hold the Registrar harmless against any claim for damage or loss arising from your failure to renew registration of a Registered Name.
5.6 In the event that the applicable renewal fees have not been received by the Registrar (as cleared funds) on or before the expiry date, the Registrar reserves the right to immediately cancel the registration of the Registered Name and remove it from the Domain Name System ("DNS").
5.7 In the event that a Registered Name is not renewed by you prior to the expiry of the current Licence Period:
(a)the Registered Name is removed from the DNS;
(b)the Registered Name enters "serverUpdateProhibited" and "serverHold" status for 30 calendar days;
(c)the Registered Name can be renewed during the 30 calendar day period;
(d)after 30 calendar days, the Registered Name is purged from the Registry on the next business day.
5.8 There is a 3 calendar day grace period during which a new domain name registration can be deleted, or a renewal cancelled, with immediate effect and the registration/renewal fee will be refunded to you.
5.9 Where you request that a Registered Name be deleted:
(a)the Registered Name will be removed from the DNS;
(b)the Registered Name enters "pendingDelete" status for 3 calendar days;
(c)the Registered Name can be reactivated on your instruction during the 3 calendar day period; and
(d)after 3 calendar days, the Registered Name is purged from the Registry on the next business day.
(e) You acknowledge and provide consent on day 29 of domains expiry for Domainshield.com.au to list the expired domain on our daily auctions. You further acknowledge and provide consent for Registrar to perform on day 30 of expiry immediately before domain purge to perform a CoR on any domains that had a successful bid. This does not remove your right to renew the domain at anytime to remove it from the Domainshield.com.au daily auctions as per your standard renewal terms.
5.10 The following procedure applies in the case of a Registered Name that is deleted for breach of an auDA Published Policy:
(a)the Registered Name is deleted from the DNS;
(b)the Registered Name enters "serverTransferProhibited", "serverUpdateProhibited" and "pendingDelete" status for 14 calendar days;
(c)the Registered Name can be reactivated on auDA's instruction during the 14 calendar day period;
(d)after 14 calendar days, the Registered Name is purged from the Registry on the next business day.
6. Transfer of Registered Name
6.1 Click here to read auDA's Published Policy 2011-03 - Transfers (Change of Registrant) Policy .
6.2 Under certain circumstances, the Registrar may change the name of the registrant as listed in the Registry database in order to correct an error made at the time of registration. This does not involve a transfer of the Domain Name Licence and does not result in a new 2 year Domain Name Licence being issued.
7. Domain Name Dispute Resolution Policy
7.1 You acknowledge that you have read, understood and agree to be bound by the 2016-01 .au Dispute Resolution Policy (auDRP) as amended from time to time.
7.2 For the adjudication of disputes concerning or arising from use of the Registered Name, you submit to the jurisdiction of the courts at the location of either the principal office of the Registrar or your address as shown for the registration of the Registered Name.
8. Your Warranties and Obligations
8.1 You warrant that:
(a)you are a legal entity with the power and authority to enter into this Agreement;
(b)all information provided to register or renew the registration of the Registered Name (including all supporting documents, if any) are true, complete and correct, and are not misleading in any way, and the application is made in good faith;
(c)you will promptly inform the Registrar of any change to the information provided to register or renew the registration of the Registered Name;
(d)you shall at all times comply with the auDA Published Policies;
(e)you meet and will continue to meet, the eligibility criteria prescribed in auDA Published Policies for the Registered Name for the duration of the Domain Name Licence;
(f)you have not previously submitted an application for the domain name with another registrar using the same eligibility criteria, and the other registrar has rejected the application;
(g)the Registered Name is not a misspelling of an entity, personal or brand name that does not belong to you, in breach of the auDA Published Policy 2008-09 - Prohibition on Misspellings Policy;
(h)you are aware that even if the domain name is accepted for registration, your entitlement to register the domain name may be challenged by others who claim to have an entitlement to the domain name;
(i)you are aware that auDA or the Registrar can cancel the registration of the Registered Name (ie. the Domain Name Licence) if any of these warranties are found to be untrue, incomplete, incorrect or misleading.
8.2 You agree to promptly notify the Registrar of any actual or threatened proceedings brought against you in respect of the Registered Name.
9. Payment of Moneys
9.1 Subject to clause 9.2, the applicable fees for the registration or renewal of a domain name are set out on the Website and are inclusive of GST. The applicable fees must be paid in full and any identification or authorisation documents requested shall be provided to the Registrar at the time of submitting the domain name registration or renewal application, as the case may be.
9.2 Where you have appointed a Registrar accredited reseller ("Reseller") to manage the Registered Name, the applicable fees and the relevant payment terms will be as agreed between you and the Reseller.
9.3 The Registrar reserves the right to not process a domain name registration or renewal until all applicable fees have been paid, the funds cleared and any requested identification or authorisation documents have been received by the Registrar. All fees are non-refundable.
9.4 All payments of fees for the Services provided by the Registrar shall be made in Australian dollars.
9.5 In the event that you fail to pay any and all moneys owed to the Registrar as and when they are due and payable ("Debt"), or if any requested identification or authorisation documents are not provided, then the Registrar shall be entitled in its sole discretion, to take any or all of the following actions:
(a)immediately suspend access to your Domainshield.com.au account;
10.Consent to use your information
10.1 Personal information the Registrar collects from you will be dealt with in accordance with our Privacy Policy.
10.2 You grant to:
(a)auDA the right to publicly disclose to third parties, all information relating to the Registered Name in accordance with auDA Published Policies;
(b)the Registrar the right to disclose to the Registry Operator, all information which is reasonably required by the Registry Operator in order to register the domain name in the registry database; and
(c)the Registry Operator the right to publicly disclose to third parties, all information relating to the Registered Name to enable the Registry Operator to maintain a public WHOIS service,
provided that such disclosure is consistent with the National Privacy Principles and the auDA Published Policies.
10.3 You undertake to provide a copy of this clause and our Privacy Policy to any third-party individuals whose personal information is to be supplied to the Registrar by you and obtain the consent of such third party individuals before disclosing their personal information to us.
11. Agents and Licensees
11.1 If the Services are used or accessed by your agent, you shall nonetheless be bound as a principal by all terms and conditions of this Agreement, including the auDA Published Policies.
12. Third Party Rights
12.1 You warrant that the registration or renewal of the Registered Name is made in good faith and that, to the best of your knowledge and belief, neither the registration nor renewal of the Registered Name nor the manner in which it is or shall be used, either directly or indirectly, infringes the intellectual property rights or other legal rights of any third party. A breach of this warranty shall constitute a material breach of this Agreement.
13. auDA's Liabilities and Indemnity
13.1 To the fullest extent permitted by law, auDA will not be liable to you for any direct, indirect, consequential, special, punitive or exemplary losses or damages of any kind (including, without limitation, loss of use, loss of profit, loss or corruption of data, business interruption or indirect costs) suffered by you arising from, as a result of, or otherwise in connection with, any act or omission whatsoever of auDA, its employees, agents or contractors.
13.2 You agree to indemnify, keep indemnified and hold auDA, it employees, agents and contractors harmless from all and any claims or liabilities, arising from, as a result of, or otherwise in connection with, your registration or use of the Registered Name.
13.3 Nothing in this Agreement is intended to exclude the operation of Trade Practices Act 1974.
14. No Warranty or Guarantee
14.1 The Registrar is not responsible or liable in any way for any errors, omissions or any other actions or inactions by auDA or the Registry Operator arising out of or in connection with your application for registration or renewal of a particular domain name, or a failure to register or renew a particular domain name.
14.2 To the full extent permitted by law, the Registrar disclaims all warranties, whether express or implied, regarding the Services or any other services that the Registrar may perform for you from time to time, including but not limited to merchantability and fitness for purpose. To the extent that such warranties cannot be disclaimed, you agree that the liability of the Registrar shall be limited to the re-supply of the services.
15. Limitation of Liability
15.1 Notwithstanding anything else contained in this Agreement and to the fullest extent permitted by law, neither the Registrar nor the Registry Operator shall be liable to you for any direct, indirect, consequential, special, punitive or exemplary losses or damages of any kind (including, without limitation, loss of use, loss of profit, loss or corruption of data, business interruption or indirect costs) suffered by you arising from, as a result of, or otherwise in connection with any act or omission whatsoever of auDA, the Registry Operator or the Registrar, or their employees, agents or contractors.
16. Indemnity
16.1 You agree to indemnify, keep indemnified and forever hold harmless, the Registrar and the Registry Operator, their directors, officers, employees and agents, from and against any and all claims, damages, liabilities, costs and expenses (including reasonable legal fees and expenses) arising out of or in connection with:
(a)the use of the Services or any other services that the Registrar may perform for you from time to time, including but not limited to your application to register or renew a particular domain name, or a failure to register or renew that domain name; or
(b)your registration or use of any Registered Name, whether registered in your name or the name of your agent or nominee.
17. Change in Registrar
17.1 You acknowledge and agree that you can change registrars for an existing domain name, but only in accordance with the auDA Published Policy.
18. Use of the Registered Names
18.1 You warrant and covenant that:
(a)the Registered Name shall not be used in such way as to mislead or deceive minors into viewing sexually explicit material;
(b)the Registered Name shall not be used to redirect internet traffic to any website that contains content (or links to such content) that:
(i)is hateful, defamatory, derogatory or bigoted based on racial, ethnic, political grounds or otherwise causes injury, damage or harm of any kind to any person or entity;
(ii)that is threatening or invades another person's privacy or property rights or otherwise in breach of a duty owed to a third party;
(iii)depicts minors engaged in any activity of a sexual nature or may otherwise harm minors;
(iv)infringes the registered trademark, copyright, patent rights, trade secret or other intellectual property rights of a third party;
(v)violates any applicable local, state, national or international law or regulation;
(vi)promotes, is involved in or assists in, the conduct of illegal activity of any kind or promote business opportunities or investments which are not permitted under law;
(vii)advertises or offers for sale any goods or services that are unlawful or in breach of any national or international law or regulation;
(viii) advertise or offer for sale any goods or services the advertiser does not have the legal right to sell; or
(ix)attempts to defraud members of the public in any way (for example, "phishing" sites). (collectively referred to as "Illegal Activities").
18.2 The Registrar does not condone the use of a Registered Name for or in connection with any Illegal Activity and reserves the right to report such activities to the relevant legal enforcement agencies if it determines in its sole and absolute discretion that a Registered Name is being used in such manner.
19. Suspension, Cancellation, Transfer or Modification of Domain Name Licence
19.1 auDA may, at its discretion, cancel the registration of a Registered Name, or revoke a Domain Name Licence:
(a)if you breach any auDA Published Policy; or
(b)in order to comply with a request of a law enforcement agency, or an order of a court, or under any applicable law, government rule or requirement, or under any dispute resolution process; or
(c)to protect the integrity and stability of the DNS or the Registry.
19.2 The Registrar may immediately suspend, cancel, transfer or modify your registration of a Registered Name without further notice if:
(a)directed by auDA;
(b)you are in material breach of this Agreement;
(c)the Registrar has reasonable grounds to believe that a Registered Name is being used for or in connection with an Illegal Activity; or
(d)ordered to do so by a court or tribunal of competent jurisdiction for the purpose of resolving a dispute concerning the Registered Name.
20. Termination
20.1 Unless a Domain Name Licence is renewed, this Agreement will terminate upon the expiry of the Licence Period.
20.2 Where you transfer your Registered Name from the Registrar to another auDA accredited registrar in accordance with this Agreement and auDA Published Policies, this Agreement will terminate from the date of transfer.
20.3 Where your Registered Name is deleted or cancelled in accordance with this Agreement, this Agreement will be terminated from the date of such cancellation or deletion.
21. Survival
20.1 Clauses 8, 10, 12, 13, 14, 15, 16, and 18 shall survive the termination or expiration of this Agreement.
22. Severability
22.1 The terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, it shall be severed from this Agreement and shall not affect the interpretation or operation of the remaining terms or provisions, which shall remain in full force and effect.
23. Entire Agreement
23.1 This Agreement and the auDA Published Policies incorporated herein, constitute the entire agreement between you and the Registrar regarding the provision of the Services and supersede all prior agreements and understandings, whether established by custom, practice, policy, or precedent.
24. Governing Law
24.1 This Agreement is governed in all respects by and construed in accordance with the laws of the State of Victoria, Australia, and you submit to the non-exclusive jurisdiction (without prejudice to other potentially applicable jurisdictions) of the Courts of Victoria.
25. Relationship
25.1 Nothing in this Agreement shall be construed as creating the relationship of agency, partnership or joint venture between the parties.
26. Force Majeure
26.1 No party to this Agreement will be in default or otherwise liable for any delay or failure in its performance under this Agreement where such delay or failure arises by reason of an Act of God, any government or governmental body, acts of war, the elements, strikes or labor disputes, power or system failures, failure of the Internet, computer hacking, or other causes beyond the reasonable control of such party.
27. Waiver
27.1 Failure by the Registrar to exercise or enforce any right or provision of this Agreement shall not be deemed to be a waiver of such right or provision and does not affect the right to require any provision to be performed at any time thereafter.
28. Notices
28.1 All notices required to be sent under this Agreement shall be sent via e-mail:
(a)If to Domainshield.com.au, to support@domainshield.com.au;
(b)If to you, to the e-mail address listed on your Domainshield.com.au account at the relevant time.
28.2 Any notice sent shall be deemed to have been received at the time and date logged by the sender's email server of confirmation of delivery of the email message to the recipient's email server.
Mandatory Terms and Conditions Applying to .au Domain Name Licences (2008-07)
Policy No: 2008-07
Publication Date: 30/05/2008
Status: Current
1. BACKGROUND
1.1 This document sets out the mandatory terms and conditions that apply to all domain name licences in the open .au second level domains (2LDs). At the time of publication, the open 2LDs are asn.au, com.au, id.au, net.au and org.au.
1.2 This document is incorporated by reference (as an auDA Published Policy) in the Registrant Agreement between the registrant and the registrar, and has effect as if it formed part of the Registrant Agreement.
2. MANDATORY PROVISIONS
2.1 The mandatory terms and conditions are set out in Schedule A.
2.2 In the event that these mandatory terms and conditions are inconsistent with provisions in the Registrant Agreement, then to the extent of such inconsistency, these mandatory terms and conditions prevail.
3. CHANGES TO MANDATORY TERMS AND CONDITIONS
3.1 From time to time, auDA may update this document for the purposes of clarification or correction.
SCHEDULE A
MANDATORY TERMS AND CONDITIONS
1. REGISTRANT WARRANTIES
The registrant makes, and is taken to make, the following warranties to the registrar and to auDA, when applying to register or renew the registration of a domain name:
1.1 all information provided to register or renew the registration of the domain name (including all supporting documents, if any) are true, complete and correct, and are not misleading in any way, and the application is made in good faith;
1.2 the registrant meets, and will continue to meet, the eligibility criteria prescribed in auDA Published Policies for the domain name for the duration of the domain name licence;
1.3 the registrant has not previously submitted an application for the domain name with another registrar using the same eligibility criteria, and the other registrar has rejected the application;
1.4 the registrant is aware that even if the domain name is accepted for registration, the registrant's entitlement to register the domain name may be challenged by others who claim to have an entitlement to the domain name; and
1.5 the registrant is aware that auDA or the registrar can cancel the registration of the domain name (that is, the domain name licence) if any of the warranties set out above is found to be untrue, incomplete, incorrect or misleading.
2. CONSENT TO USE REGISTRANT INFORMATION
The registrant grants to:
2.1 auDA – the right to publicly disclose to third parties, all information relating to the registered domain name in accordance with auDA Published Policies;
2.2 the registrar – the right to disclose to the registry operator, all information which are reasonably required by the registry operator in order to register the domain name in the registry database; and
2.3 the registry operator – the right to publicly disclose to third parties, all information relating to the registered domain name to enable the registry operator to maintain a public WHOIS service,
provided that such disclosure is consistent with:
2.4 the National Privacy Principles; and
2.5 auDA Published Policies.
3. REGISTRANT DATA
3.1 Throughout the term of the domain name licence, the registrant must give notice to the registry operator, through the registrar, of any change to any information in the registrant data relating to the domain name.
3.2 The registrant accepts that its failure to comply with this requirement may lead to the cancellation of the domain name licence.
4. RENEWAL OF DOMAIN NAME LICENCE
4.1 The registrant may apply to renew the domain name licence when the licence period expires, provided that it:
4.1.1 pays the applicable renewal fees; and
4.1.2 continues to meet the eligibility criteria prescribed in the auDA Published Policies.
4.2 The registrant accepts that it has the responsibility for ensuring that the domain name licence is renewed before the expiry date.
5. auDA PUBLISHED POLICIES
The registrant must comply with all auDA Published Policies. In the event of any inconsistency between any auDA Published Policy and the Registrant Agreement (with its registrar), then the auDA Published Policy will prevail to the extent of such inconsistency.
6. REVOCATION OF LICENCE
auDA may, at its discretion, cancel the registration of a .au domain name, or revoke a licence to use a .au domain name:
6.1 if the registrant breaches any auDA Published Policy; or
6.2 in order to comply with a request of a law enforcement agency, or an order of a court, or under any applicable law, government rule or requirement, or under any dispute resolution process; or
6.3 to protect the integrity and stability of the domain name system or the .au registry.
7. LIMITATION OF LIABILITIES AND INDEMNITY
7.1 To the fullest extent permitted by law, auDA will not be liable to the registrant for any direct, indirect, consequential, special, punitive or exemplary losses or damages of any kind (including, without limitation, loss of use, loss of profit, loss or corruption of data, business interruption or indirect costs) suffered by the registrant arising from, as a result of, or otherwise in connection with, any act or omission whatsoever of auDA, its employees, agents or contractors.
7.2 The registrant agrees to indemnify, keep indemnified and hold auDA, its employees, agents and contractors harmless from all and any claims or liabilities, arising from, as a result of, or otherwise in connection with, the registrant's registration or use of its .au domain name.
7.3 Nothing in this document is intended to exclude the operation of the Trade Practices Act 1974.
Last Updated: 25/03/2011
Customer Terms & Conditions | Domainshield.com.au Pty Ltd
Core terms
1. Document
1.1. This document contains the basic terms on which Domainshield.com.au provides services (this includes goods and services) to customers. They apply to every service Domainshield.com.au supplies, and are called 'core terms'.
1.2. Extra terms may also apply in certain cases. These terms indicate when extra terms will apply.
2. Parties
'We', 'us', or 'Domainshield.com.au' means Domainshield.com.au Pty Ltd, and 'you' or 'customer' means anyone that we supply a service to.
3. Service Descriptions
A 'service' means any goods or service that we offer or supply. Each service may be briefly identified by its 'service description'.
4. Service Terms
4.1. We may publish extra terms that apply to a particular product or service ('service terms').
4.2. Service terms may be set out in service information, or on an application form, or otherwise notified to you.
4.3. Service terms only apply to the service they relate to.
4.4. Service terms may include, or incorporate by reference, a service level guarantee.
4.5. Service terms are part of our customer contract with you.
5. Pricing
5.1. We may charge you for our products and services in accordance with our price list.
5.2. We may change the price list by publishing a new one our web site. A reference to 'price list' means the current price list at any particular time.
5.3. Changes take effect immediately. They have no effect on charges for services that have already been supplied.
5.4. The price list is part of our customer contract with you.
5.5. If a customer contract states that charges for the contract will be fixed for a certain period, or until a certain date, changes made during that period, or before that date, do not take effect until the end of that period, or until that date.
6. Customer contracts
6.1. When we supply a service to you, the terms and conditions of supply consists of:
6.1.1. these core terms; and
6.1.2. any applicable service terms; and
6.1.3. the applicable items in the price list;
6.2. Together, those terms and conditions and items are called the 'customer contract'.
7. Order of precedence
7.1. To the extent of any conflict or inconsistency between them, the parts of the customer contract have the following order of priority, from highest to lowest:
7.1.1. price list;
7.1.2. service terms;
7.1.3. core terms.
8. Contract amendments
8.1. Unless you are in a fixed term contract or the minimum term of your customer contract has not expired, we may change the terms of your customer contract, subject to this clause.
8.2. We may change our price list by publishing a new one on our web site.
8.3. We may change any other part of your customer contract, including our price list, by informing you of the change.
8.4. You can change your customer contract at the expiration of the minimum term if we agree.
8.5. Otherwise changes to any other part of a customer contract take effect when we inform you of the change.
9. Non merger
9.1. When a customer contract or this agreement ends:
9.1.1. a right of action that arises from a breach that occurred before it ended survives;
9.1.2. charges for products and services delivered before it ended can be invoiced and recovered;
9.1.3. clauses 14, 25, 26, 31 and 40 continue to operate; and
9.1.4. any other clause in the customer contract that indicates that the clause survives termination also continues to operate.
10. Ordering
10.1. We may receive an order in any form we choose e.g. by written application, on line, or over the telephone.
10.2. You must comply with any ordering procedures that we specify e.g. if we ask you to use a particular order form, you must do so.
10.3. We are not obliged to accept any order.
10.4. You must ensure that you provide us with all the information we request in relation to your order and that the information you provide is correct.
11. Additional terms
Except for things set out in express terms in a customer contract, and things that are implied by law and cannot be excluded, there are no other representations, promises, warranties, covenants or undertakings between the parties and customer contracts contain the entire understanding between us.
12. Mixed services
If we supply a mixture of services, prices and service terms that would apply to the different services if ordered separately apply to each of them individually within the mixture.
13. Charges, invoicing, and payment
13.1. We may charge you, and you must pay us, in accordance with our price list.
13.2. Set up charges are payable as soon as we agree to provide a service.
13.3. Periodic or repeating charges are payable from the date when we inform you that we are ready to supply the service, whether or not you actually make use of the service.
13.4. All other charges are payable on invoice.
13.5. When a customer contract is terminated or otherwise ends:
13.5.1. we may immediately invoice any accrued charges (but later invoicing remains effective);
13.5.2. our invoices must be paid immediately; and
13.5.3. we have a lien over any customer equipment for unpaid charges.
13.6. We may invoice you whenever charges have accrued, but we normally invoice by 'billing months'. A 'billing month' is a month, starting on the same day of the month that your customer contract started.
13.7. If we hold your advance deposit, Direct Debit Authority, or Credit Card Authority, we may draw payment as soon as a charge has accrued.
14. Invoice payments
14.1. Unless we require pre-payment, you must pay our invoices within 7 days by means of a payment method that we approve.
14.2. Apart from our other rights in case of non-payment, we may suspend any services and/or charge interest and or a one off fee for late payment.
14.3. Interest will be calculated at the rate which is 2% higher than the ANZ Bank unsecured overdraft rate for sums of over $100,000, calculated daily with rests.
14.4. If your payment is dishonoured then we may pass on our bank's dishonour fees to you.
15. Billing disputes
15.1. You may dispute charges in an invoice by written notice that:
15.1.1. you give to us within 14 days of the date of the invoice;
15.1.2. clearly identifies you and the invoice you dispute;
15.1.3. detail the grounds of your dispute.
15.2. We will acknowledge your notice within 14 days.
15.3. You must still pay the disputed invoice by its due date. If we uphold your dispute, we shall credit your account within a reasonable time.
16. Minimum terms
If a customer contract has a minimum term:
16.1. you cannot cancel it during the minimum term (except in specific cases where these terms say otherwise);
16.2. after that, either of us may cancel it by giving the other at least 30 days' written notice, ending at the end of a billing month; and otherwise
16.3. it continues until one of us cancels it.
17. Repeating terms
17.1. If a customer contract has a repeating term, it serially repeats for that term unless one of us gives the other written notice that they do not wish to repeat it.
17.2. If a notice under clause 17.1 is given less than a month before the end of the current term, it takes effect at the end of the next term, not the end of the current term.
18. GST
18.1. Except where express provision is made to the contrary, the consideration payable by the customer under this agreement represents the value of any taxable supply for which payment is to be made.
18.2. Subject to us supplying you with a valid tax invoice, if we make a taxable supply for a consideration, which represents its value, then you will pay, at the same time and in the same manner as the value is otherwise payable, (or, if for any reason that does not happen, without delay after we request you to) the amount of any GST payable in respect of the taxable supply.
18.3. Subject to us supplying you with a valid tax invoice, if this agreement requires you to pay, reimburse or contribute to an amount paid or payable by us in respect of an acquisition of a taxable supply from a third party, the amount required to be paid, reimbursed or contributed by you will be the value of the acquisition by us less any input tax credit to which we are entitled plus, if our recovery from you is a taxable supply, any GST payable under clause 18.2.
19. Domain names
19.1 Where we provide you with domain name registration services you must comply with all auDA published policies, guidelines and any warranties you give under them must be true and accurate.
19.2 Where any other Registrar registers a domain name on your behalf, as part of the DROP expired domain name auction, you agree that:
(a) you will immediately authorise (and do all things necessary to give effect to) a transfer of that domain name to Domainshield.com.au as the Registrar on record; and
(b) you consent to receiving emails from Domainshield.com.au (or any other Registrar who registers a domain name on your behalf as part of the domain name auction) to facilitate the transfer.
20. Support services
20.1. We will support a service as specified in the customer contract.
20.2. We are not obliged to support a service in any way that is not specified. For instance, unless a customer contract states otherwise, we are not obliged to provide:
20.2.1. on-site support;
20.2.2. software or hardware support; or
20.2.3. support outside business hours.
20.3. If a customer contract includes a service level guarantee, we will provide support in accordance with it.
21. Acceptable Use Policies
You must comply with any AUP we publish, as amended from time to time.
22. Additional Obligations
You must:
22.1. be responsible for all data that you retrieve, store, transmit, or use in any other way;
22.2. back up all your data;
22.3. maintain the security of your password and user identification;
22.4. not:
22.4.1. do anything which will damage or interfere with our network / system or facilities;
22.4.2. do anything unlawful with a service;
22.4.3. share a service with any third party without our written consent; or
22.4.4. do anything with a service which may subject either you or us to a claim.
23. Suspension
23.1. We may suspend service under a customer contract without notice and without any liability for loss and without prejudice to our rights under the customer contract or at law if:
23.1.1. we suspect that your service has been accessed without authority, or the integrity of the your service has been compromised;
23.1.2. we suspect that your service has been used for unlawful purposes;
23.1.3. you have not paid money you owe us;
23.1.4. we consider it is necessary to protect our network / system or facilities;
23.1.5. you or a guarantor has an adverse credit report;
23.1.6. you are in breach of any clause of your customer contract;
23.1.7. a governmental or law enforcement agency asks us to do so;
23.1.8. a wholesaler requires us to do so;
23.1.9. we consider that unless we do so, there is an unacceptable risk that there will be a breach of a law or of an agreement between us and a wholesaler; or
23.1.10. you have changed your contact details without informing us.
23.2. Suspension does not affect your liability for charges under your customer contract.
23.3. Unless the reason or circumstance that caused the suspension is resolved to our satisfaction within 7 days, we may terminate your customer contract.
24. Termination
24.1. A customer contract can only be terminated:
24.1.1. on notice by either party, given after its minimum term has expired. Such a notice takes effect at the end of the next billing month that occurs at least 30 days after the notice was given; or
24.1.2. in accordance with clauses 24.2, 24.5 or 17; or
24.1.3. in any other way that the customer contract allows.
24.2. We may terminate your customer contract/s immediately if you:
24.2.1. become insolvent;
24.2.2. are subject to an application for winding up;
24.2.3. are subject to any form of external administration or management;
24.2.4. fail to pay us money within 14 days of it being due;
24.2.5. breach a customer contract and fail to remedy the breach within seven days after receiving a notice requiring that it be remedied;
24.2.6. die;
24.2.7. have provided false or misleading information to us -
and in any other circumstances where the customer contract allows us to.
24.3. If we terminate a customer contract because you have breached it, you must pay us, on invoice, the charges that would have been payable under that customer contract if it had not been terminated until after any minimum term.
24.4. If you have more than one customer contract, and you breach one of them, you are in breach of all of them. We can terminate any or all of your customer contracts, or exercise any other rights we have under a customer contract.
24.5. You may terminate your customer contract/s immediately if we:
24.5.1. become insolvent;
24.5.2. are subject to an application for winding up; or
24.5.3. are subject to any form of external administration or management.
25. Warranties and liability
25.1. To the extent permitted by law we:
25.1.1. will provide services with reasonable care and skill but do not warrant that they will be provided without fault or disruption;
25.1.2. do not provide a service level guarantee or any guaranteed service level unless the customer contract states otherwise;
25.1.3. do not provide a warranty for hardware provided under a customer contract (unless we are required by law to do so), but we will (where capable of assignment) assign the benefit of any manufacturer's warranty to you.
25.2. Except for any express warranties in a customer contract, to the extent permitted by law we disclaim all express and implied warranties in relation to a service or a customer contract.
25.3. In the case of any breach of a customer contract, or any negligence for which we are responsible, or breach of a condition or warranty that legislation prohibits us from excluding (which condition or warranty shall accordingly be included), our liability to you will be limited, at our option, to:
25.3.1. if the breach or negligence relates to goods -
25.3.1.1. replacement of any goods involved or the supply of equivalent goods;
25.3.1.2. the repair of such goods;
25.3.1.3. the payment of the cost of replacing the goods or of acquiring equivalent goods; or
25.3.1.4. the payment of the cost of having the goods repaired; and
25.3.2. if the breach relates to services -
25.3.2.1. supplying of the services again; and
25.3.2.2. the payment of the cost (for the period of the breach) of having the services supplied again.
25.4. In no circumstances are we liable for any indirect, secondary or consequential loss or loss of income that you or anyone else may suffer.
26. Indemnities
You indemnify us (on a full indemnity basis including all legal costs and expenses) against any claim, loss or damage we suffer to the extent that it arises from:
26.1. any act or omission;
26.2. any breach of any law;
26.3. any breach of a customer contract or an AUP;
26.4. any unauthorised use of a service -
by you or anyone using a service we provide to you.
27. Safety of data and set up
27.1. Unless a customer contract specifies that we will create a back up of any data and/or customised software set up of yours, you are solely responsible for ensuring that you have a complete, working back up of them.
27.2. We are entitled to assume that you have complied with clause 27.1.
27.3. You indemnify us against loss or damage that you or anyone else suffers as a result of damage to data or customised software set up on your computer system.
27.4. We are not obliged to provide you or any third party with historical data (e.g. material that used to be stored on our server).
27.5. You do not have any rights to any particular user identification, password, customer number, IP address, or any other thing which we may provide as part of a service. We can change or direct you to change these at anytime.
27.6. We are not required to store any email or data in accounts that are not active , and we are not responsible for any loss or damage because of this.
28. Acknowledgements
28.1. A customer contract may state that you acknowledge certain matters.
28.2. You must accept service from us subject to those matters, and none of them constitutes a defect in service.
28.3. You release us from all losses and claims in respect of, or out of, such matters or their consequences.
29. Monitoring
Unless a customer contract states otherwise, no service is provided on the basis that we will:
29.1. monitor your computer system or any part of it;
29.2. follow up or review any issue once it has been attended to;
29.3. update, upgrade or patch anything in future;
29.4. notify or remind you about anything in future.
30. Equipment and software
30.1. If we sell any equipment to you:
30.1.1. we retain title to and ownership of that equipment until it is paid for in full;
30.1.2. risk of loss or damage passes to you when it is delivered to your premises;
30.1.3. you must fully insure it from the time of delivery and maintain the insurance until you obtain title, and failing that until the equipment is delivered up to us;
30.1.4. you must not:
30.1.4.1. mortgage, charge or encumber the equipment (that you purchase from us) without our written consent; and
30.1.4.2. loan, rent, licence, transfer or assign or part with possession of the equipment without our written consent;
unless you have paid us in full.
30.2. If we provide any third party software to you, then:
30.2.1. we do so subject to the licence terms and conditions that apply to that software; and
30.2.2. you are solely responsible for ensuring the suitability and compatibility of the software.
30.3. If you use software not distributed or approved by us, you acknowledge that it may result in interference to the service or it may result in loss, which we are not responsible for;
31. Spam
31.1. You may not use a Service to:
31.1.1. send, allow to be sent, or assist in the sending of Spam;
31.1.2. use or distribute any software designed to harvest email addresses; or
31.1.3. otherwise breach the Spam Act 2003 or the Spam Regulations 2004 of the Commonwealth.
31.2. In addition to our other rights, we may suspend our provision of the Service to you in the following events:
31.2.1. if the Service provided to you is being used to host any device or service that allows email to be sent between third parties not under your authority and control; or
31.2.2. if you are in breach of clause 31.1;
provided however that we will first make reasonable attempts to contact you and give you the opportunity to address the problem within a reasonable time period. What is reasonable in this context will depend on the severity of the problems being caused by the open service or breach referred to above.
31.3. You agree to use your best endeavours to secure any device or network within your control against being used in breach of clause 31.1 by third parties, including where appropriate:
31.3.1. the installation and maintenance of antivirus software;
31.3.2. the installation and maintenance of firewall software; and
31.3.3. the application of operating system and application software patches and updates.
31.4. Our right to suspend your account applies regardless of whether the open service is provided or the breach is committed intentionally, through misconfiguration, or by other means not authorised by you including but not limited to through a Trojan horse or virus.
31.5. We may scan any IP address ranges allocated to you for your use with the Service in order to detect the presence of open or otherwise misconfigured mail and proxy servers.
31.6. If the Service is suspended and the grounds upon which it was suspended are not corrected by you within 7 days, we may terminate the Service.
31.7. If the Service is terminated under clause 31.6, in addition to our other rights, we may levy a reasonable fee for any costs incurred as a result of the conduct that resulted in the suspension.
32. Confidential Information
32.1. Each party must treat the confidential information of the other party as confidential and commercially valuable and ensure that its representatives do the same.
32.2. You consent to us accessing your information and data for legitimate purposes to provide the service, improve the service or respond to complaints. The terms of clause 32.1 apply to this clause.
33. Law
You must observe all laws of Australia in relation to your use of our services.
34. Privacy
34.1. We may deal with your personal information in accordance with our privacy policy at www.domainshield.com.au as amended from time to time.
34.2. We may use your personal information for promotional and marketing purposes until you request to opt out of receiving such information.
34.3. For the purposes of clause 34.2 and anything else in this agreement, you consent to receiving emails from us.
35. Force majeure
We are not responsible for the consequences of force majeure.
36. Notices
36.1. A notice under this agreement must be written and signed by the party giving it and sent to a party's valid address or personally delivered.
36.2. A party's valid address is any of:
36.2.1. in the case of a corporation, its current registered office;
36.2.2. the last:
36.2.2.1. fax number;
36.2.2.2. business address;
36.2.2.3. email address;
the party notified as its address for service of notices to the party giving the notice.
36.3. A notice is deemed to have been given:
36.3.1. if hand delivered to a business address between 9 a.m. and 4:45 p.m. on a business day - on delivery;
36.3.2. if hand delivered to a business address other than between 9 a.m. and 4:45 p.m. on a business day - at 9 a.m. on the next business day;
36.3.3. if posted by ordinary mail -- at 10 a.m. on the third business day next following posting;
36.3.4. if faxed between 9 a.m. and 4:45 p.m. on a business day - when the sender's fax machine issues a successful transmission notification;
36.3.5. if faxed other than between 9 a.m. and 4:45 p.m. on a business day - at 9 a.m. on the next business day, subject to the sender's fax machine having issued a successful transmission notification;
36.3.6. if emailed - the earlier of:
36.3.6.1. receipt by the sender of return notification that the message has been read, and
36.3.6.2. 10 a.m. on the next business day subject to the sender not receiving a delivery failure notification.
36.4. For the purposes of this agreement:
36.4.1. our current valid addresses (unless we tell you otherwise on our website www.domainshield.com.au) are:
36.4.1.1. our fax number: +61-3-9589-7951
36.4.1.2. our business address: 8 East Concourse, BEAUMARIS, VIC 3193, AUSTRALIA
36.4.1.3. our email address - support@domainshield.com.au;
36.4.2. your current valid addresses are those contained in your most recent service order, unless you advise us otherwise in writing.
37. Waiver
No right under a customer contract can be waived except by notice in writing signed by the party waiving it. If a party overlooks a breach by the other party on one or more occasions, it is not taken to have agreed to any future breach.
38. Assignment
38.1. You may not transfer your rights or obligations under a customer contract to or share them with anyone without our prior written consent.
38.2. We may transfer or novate our rights or obligations under this agreement to or share them with anyone on notice to you.
39. Credit Checks
39.1. You authorise us to do the things set out in this clause 39 and acknowledge that we may do so, whenever we see fit for as long as a customer contract continues or you owe us any money.
39.2. We may use a credit report (within the meaning of the Privacy Act 1988 (Commonwealth)) on you to assess your creditworthiness or for debt recovery purposes.
39.3. We may give to a credit reporting agency any information we have about you to enable us to obtain a credit report.
39.4. We may exchange information about you with other credit providers or a credit reporting agency.
39.5. You acknowledge that we are authorised to do the things set out in this clause 39 under the Privacy Act 1988 (Commonwealth) and that to assess or review your creditworthiness, we may: (a) request a third party to report about your creditworthiness; and (b) disclose financial, credit and other information about you to any person.
39.6. You must cooperate with any enquiries that we make about your creditworthiness and provide any further information, consent or authority we reasonably require.
40. Severence
If any provision in this agreement is unlawful or inconsistent with any law, then to the extent of the unlawful nature or inconsistency, that provision may be severed from without affecting the remainder of the agreement.
41. Jurisdiction
This agreement and any customer contract is governed by the law of Victoria, Australia. Any legal proceedings relating to them can only be taken in courts with jurisdiction in Victoria.
42. Holidays
Anything that can or must be done on or before a day that is not a business day can be done on the next business day.
43. Government Charges
You must pay stamp duty and other government charges in relation to a customer contract.
44. Interpretation
In this agreement or a customer contract, unless the context indicates otherwise:
44.1. Dictionary
The expression: Means
auDA: .au Domain Administration Ltd or such successor that is responsible for the administration of the .au TLD
AUP: our Acceptable Use Policies
Billing dispute: a dispute or difference between us as to whether you are liable to pay an amount that we have invoiced to you
Billing month: has the meaning given by clause 13.6
Domainshield.com.au: Domainshield.com.au Pty Ltd ACN 135 424 878
business day: any day from Monday to Friday inclusive, excluding any public holidays observed in South Australia
business hours: between 8:30 a.m. and 5 p.m. on a business day
Claim: any demand, or allegation of liability, and all related costs, claims, demands, liability, damages, losses and expenses of any nature including all legal expenses suffered or incurred
confidential information: any information of a party which the other party knows or should know is confidential to the other party, for as long as it remains confidential, or would have remained confidential except for a wrongful disclosure by the first party
core terms: this document
customer: has the meaning given by clause 2
customer equipment: server/s and associated equipment and, where they are connected to telecommunications services provided by a carrier, those connections
dictionary: this table of defined terms
disputed amount: in relation to a billing dispute means the amount within the relevant invoice that you dispute liability to pay
excess use charge: a charge for use of a service in excess of any base allowance
fixed service fees: fees for any service that apply on a once only basis, or on a periodic basis and are not variable based on data volumes as between periods
force majeure: an event or circumstance beyond our reasonable control
general dispute: any dispute or difference between us other than (a) a billing dispute or (b) a claim by us solely for the payment of money
GST: GST within the meaning of the GST Act
GST Act: A New Tax System (Goods and Services Tax) Act 1999 (as amended)
Loss: any harm, losses or expenses of any nature whether direct or indirect, secondary or consequential suffered by you or anyone else
manufacturer's warranty: a warranty given by the manufacturer or distributor of a thing, or a person from whom we obtain a thing for resupply
minimum term: a period that we specify as such
Office hours: between 9 a.m. and 5 p.m. on a business day
periodic fee: a fee payable at regular intervals e.g. an amount per month
personal information: the same thing as in the Privacy Act 1988
price list: our published list of fees and charges from time to time
customer contract: the documents indicated by clause 6
service description: a guide or description we publish, describing a service we offer, as amended from time to time
service terms: has the meaning given by clause 4
repeating term: a period that we specify as such
representative: a delegate, authorised representative, employee or agent
service: any service that you request and we agree to supply, generally as described in a service description
set up charge: a charge that we describe as such, or any charge that we require to be paid in respect of the set up or establishment of a service
undisputed amount: in relation to a billing dispute means the amount within the relevant invoice that you do not dispute liability to pay
wholesaler: a third party whose services we utilise in providing a service to you
44.2. Interpretation
44.2.1. If an expression is defined in the dictionary in clause 44.1, that is what it means.
44.2.2. If an expression is defined in the dictionary, grammatical derivatives of that expression have a corresponding meaning. (For instance, if "to colour" means "to paint red", then "coloured" means "painted red".)
44.2.3. Headin
