PLEASE READ THESE TERMS CAREFULLY.
This Alibaba Cloud International Website Domain Name Service Agreement (the “Service Agreement”) describes the terms and conditions applicable to your purchase and use of the domain name registration, renewal and redemption services, Domain Name Brokerage Services (as described under Clause 3A below) and any other related services provided by Alibaba Cloud (the “Services”) offered or made available through the website currently located at the URL: www.alibabacloud.com (the “Alibaba Cloud Platform”). This document is a legally binding agreement between you (the “Registrant”) as the purchaser and/or user of the Services and the Alibaba Cloud entity listed in Clause 2.1 below (“Alibaba Cloud”).
1. Application and Acceptance of the Service Agreement
1.1 This Service Agreement applies to your purchase and/or use of the Services on the Alibaba Cloud Platform. By purchasing and/or using the Services, you agree to accept and be bound by this Service Agreement. Please do not purchase and/or use the Services if you do not agree and accept all of the terms and conditions of this Service Agreement.
1.2 You acknowledge and agree that Alibaba Cloud may amend the Service Agreement at any time by posting the relevant amended and restated Service Agreement on the Alibaba Cloud Platform. By continuing to use the Services after the posting of the amended and restated Service Agreement, you agree to accept the terms and conditions of the amended and restated Service Agreement, and acknowledge that the amended and restated Service Agreement will apply to you.
1.3 You agree and acknowledge that your rights to any domain names registered or renewed through Alibaba Cloud are subject to the policies and regulations of ICANN, related registries and applicable laws. You shall comply with any and all current and future policies, regulations, terms and conditions of ICANN, the relevant registries and laws applicable to your registration, renewal and/or transfer of domain names hereunder, including, but not limited to, dispute resolution policies such as the Uniform Domain Name Dispute Resolution Policy (“UDRP”) or the Uniform Rapid Suspension Policy (“URS”), ICANN consensus policies, as well as acceptable use policies, privacy policies, and WHOIS data policies, including the policies of relevant registries.
2. Contracting Entity and Account
2.1 The Alibaba Cloud entity that you are contracting with in connection with your purchase or subscription of the Services is:
a) Alibaba Cloud (Singapore) Private Limited if you are a resident in or have indicated, at the time of registration of your Account (as defined in the Alibaba Cloud International Website Membership Agreement), that your billing address is an address in any jurisdiction outside of Europe, India, Malaysia or the United States of America;
b) Alibaba Cloud US LLC if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address in the United States of America;
c) Alibaba.com (Europe) Limited if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address in the United Kingdom, Switzerland, or any other jurisdiction in Europe but outside the European Economic Area;
d) Alibaba (Netherlands) B.V. if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address in any member state within the European Economic Area;
e) Alibaba Cloud (India) LLP if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address in India; and
f) Alibaba Cloud (Malaysia) Sdn. Bhd. if you are a resident in or have indicated that, at the time of your Account registration, your billing address is an address in Malaysia.
2.2 You must register as a member of the Alibaba Cloud Platform in order to purchase and/or use the Services. The registration and use of your account with the Alibaba Cloud Platform is governed by (among other things) the terms of the Alibaba Cloud International Website Membership Agreement.
3. Provision of Services
3.1 ICANN Registrar.
a) Alibaba Cloud provides the Services through an ICANN-accredited registrar. Alibaba Cloud currently provides the Services through Alibaba.com Singapore E-Commerce Private Limited (the “Registrar”). By using the Services, you agree to enter into the Alibaba Cloud Registrant Terms of Use set forth in Annex A with Registrar.
3.2 Domain Name Registration.
a) All applications for the registration of a domain name shall be made in the form and manner as may be prescribed from time to time by Alibaba Cloud, and you undertake to select the domain category in accordance with the selection criteria prescribed by the Registrar in respect of the subject domain name. You are wholly responsible for the information you submit to Alibaba Cloud in connection with the domain name registration, and to inform Alibaba Cloud of any changes or amendments to the same in a prompt and timely manner, and in any case within seven (7) days of such change. You shall ensure that current and valid addresses for one or more contacts responsible for and knowledgeable about the domain name and its operation are provided to Alibaba Cloud and updated from time to time as may be necessary, and undertake to furnish such further information and/or documents in relation to the domain name registration as may be requested by Alibaba Cloud from time to time, including documentary proof that you qualify to have the domain name registered in the domain category selected by you.
b) No domain name registrations that you seek to register will be effective until
(i) we have delivered the domain name registration information provided by you to us via the Alibaba Cloud Platform to the relevant registry administrator,
(ii) you have made payment of the applicable fees and Alibaba Cloud has accepted your registration following receipt of such payment,
(iii) the relevant registry administrator puts into effect your domain name registration and
(iv) we have informed you that the domain name registration is activated from the date as may be specified by Alibaba Cloud.
c) You agree and acknowledge that:
(i) domain names are registered on a first-come-first-served basis, and that the domain name of your choice may not necessarily be available for registration;
(ii) the registration of a domain name entitles you to use but not the right to own the domain name as your internet locator;
(iii) Alibaba Cloud may elect to suspend the domain name, or otherwise revoke the registration of the domain name, without prior notice if (1) you are found to be in breach of the terms and conditions of this Service Agreement or the Alibaba Cloud International Website Membership Agreement, (2) there is non-payment of service fees due to Alibaba Cloud, (3) for compliance with ICANN policies, applicable laws or pursuant to a court order, and/or (4) otherwise for security reasons; and
(iv) Alibaba Cloud is not liable or responsible in any way for any errors, omissions or any other actions by the registry administrator arising out of or related to your application and receipt of, or failure to receive, a domain name registration.
3.3 Domain Name Renewal and Redemption
a) You may renew the domain name prior to its expiration date via the Alibaba Cloud Platform. All applications for the renewal of a domain name shall be made in the form and manner as may be prescribed from time to time by Alibaba Cloud. The renewal of a domain name is subject to
(i) your compliance with the terms and conditions of this Service Agreement and any and all applicable renewal procedures,
(ii) payment of all applicable service fees and
(iii) our acceptance of your application for renewal.
b) You agree and acknowledge that certain registries may provide procedures or grace periods (the “Renewal Grace Period”) during which expired domain name registrations may be renewed. You agree and acknowledge that you assume all risks and all consequences if you wait until close to or after the end of a domain name registration term to attempt to renew the registration, or if you fail to comply with the relevant procedures during the Renewal Grace Period, and that Alibaba Cloud shall not be liable in any way for any losses, damages, consequences or liabilities arising from the foregoing.
c) If you fail to renew your domain name in the timeframes indicated in this Service Agreement, certain Registries will provide a redemption grace period (the “Redemption Grace Period”) during which you may pay a redemption fee to Alibaba Cloud and redeem your domain name. If you do not redeem your domain name prior to the Redemption Grace Period, such Registries will release your domain name and it will become available for registration on a first-come-first served basis. You agree and acknowledge that Alibaba Cloud shall not be liable in any way for any losses, damages, consequences or liabilities arising from the foregoing.
3.4 Domain Name Transfer
a) You may transfer a domain name either to or from another registrar via the Alibaba Cloud Platform, subject to
(i) your compliance with the terms and conditions of this Service Agreement and any and all applicable transfer procedures,
(ii) payment of all applicable service fees,
(iii) our acceptance of your application for transfer,
(iv) certain restrictions published on Alibaba Cloud Platform and ICANN Transfer Policy and
(v) approval by the respective registries. All applications for the transfer of a domain name shall be made in the form and manner as may be prescribed from time to time by Alibaba Cloud. You shall promptly furnish Alibaba Cloud with any information necessary to transfer your domain name to or from another registrar, or to assist Alibaba Cloud with resolving any transfer dispute.
b) Your transfer of domain name will be governed by the ICANN Transfer Policy, including the Registrar Transfer Dispute Resolution Policy, and Uniform Domain Name Dispute Policy.
c) Each registrar has its own transfer process and Alibaba Cloud is not responsible for any issues with such registrar’s system or your failure to comply with the same.
d) The domain name registered in your name may be transferred to another party without your consent and without notice to you if Alibaba Cloud receives a decision of an administrative panel appointed by a dispute resolution service provider approved by ICANN or by the respective registries for the purpose of resolving domain name disputes requiring such transfer pursuant to any administrative proceeding to which you were a party. Save for the foregoing, there shall not be any transfer of domain name between you and any other third party.
3.5 Change of Registrant
a) You may request a change of the registrant name, organization, and/or e-mail address of a domain name registered through the Registrar (“Change of Registrant”). All applications for the Change of Registrant shall be made in the form and manner as may be prescribed from time to time by Alibaba Cloud. The Change of Registrant is subject to
(i) your compliance with the terms and conditions of this Service Agreement and any and all applicable Change of Registrant procedures as we may prescribe from time to time,
(ii) payment of all applicable service fees,
(iii) the domain name being valid and not having expired and not being subject to any disputes; and
(iv) our acceptance of your application for Change of Registrant.
b) By requesting a Change of Registrant, the registrant before the change (the “Prior Registrant”) acknowledges that the registrant after the change (the “New Registrant”) is now the registered name holder of the registered domain name. The Prior Registrant warrants that the New Registrant has expressly agreed to the terms of this Service Agreement as well as all applicable agreements and/or policies, and Prior Registrant expressly authorizes us to take all steps necessary to register the relevant domain name(s) to the New Registrant. Upon completion of the Change of Registrant, Prior Registrant discharges us and our affiliates from all obligations under this Service Agreement.
c) You acknowledge that a Change of Registrant may trigger the 60-day inter-registrar transfer lock described in ICANN’s Transfer Policy, during which period the domain name will not be transferrable. You may opt out of the lock period during the Change of Registrant process.
3A.Domain Name Brokerage Services (DNBS)
3A.1 Alibaba Cloud may from time to time in its sole and absolute discretion make available Domain Name Brokerage Services (“DNBS”) to you.
DNBS means the Services involving the facilitation of your attempt(s) to purchase rights to domain name(s), including negotiation(s) with seller(s) or potential seller(s) in connection with your purchase of domain name(s), and/or the facilitation of the transfer of rights in the domain name(s) from the seller to you through Alibaba Cloud, as well as related services, in accordance and in connection with your request to acquire right(s) in specified (currently registered) domain name(s) (“Domain Name Brokerage Request”).
3A.2 For the avoidance of doubt, DNBS excludes (and neither Broker (as defined below) nor Alibaba Cloud shall be obliged to provide) any of the following:
a) services relating to the purchase or sale of associated website content;
b) due diligence, anti-money laundering screening or monitoring, and/or know-your-client/vendor (KYC/V) checks; and/or
c) investigation/scrutiny of the existence of any overriding business, naming or trademark rights or other rights of third parties,all of which shall be your sole responsibility.
3A.3 Alibaba Cloud shall have the right, in its sole and absolute discretion, to delegate or sub-contract any rights or obligations under this Service Agreement (including without limitation in connection with any aspect of the DNBS) to any third party, and appoint brokers, agents and/or sub-contractors (each a “Broker” hereafter) to provide the whole or part of the DNBS.
3A.4 This Clause 3A applies to your purchase and/or use of DNBS, in addition to the other applicable provisions under this Service Agreement. By purchasing and/or using DNBS, you agree to accept and be bound by all the provisions of this Clause 3A and all other applicable provisions of this Service Agreement. Please do not purchase and/or use DNBS if you do not agree and accept all of the terms and conditions herein.
3A.5 By purchasing and/or using DNBS, and/or by submitting a Domain Name Brokerage Request to Alibaba Cloud, you agree and acknowledge as follows:
a) you undertake, represent and warrant to Alibaba Cloud that your Domain Name Brokerage Request is made with good faith intent to purchase the specified domain name, and that you are not attempting to use the DNBS for the purpose of investigating the ownership of a domain, collecting evidence for the purpose of initiating legal proceedings, for the violation of applicable laws (including without limitation in relation to money laundering, financing of terrorism, or similar activities), and/or violation of the rights of third parties. Alibaba Cloud shall not be obliged to review nor verify your intentions in purchasing and/or using DNBS;
b) you authorize and consent to Alibaba Cloud designating Broker(s) (in Alibaba Cloud’s sole and absolute discretion) to handle any aspect(s) of the DNBS, and you authorize and consent to Alibaba Cloud and such Broker(s) working on your behalf to provide you with DNBS in connection with your Domain Name Brokerage Request (and corresponding information provided by you), including without limitation for Alibaba Cloud to communicate your Domain Name Brokerage Request to designated Broker(s) for consideration and/or fulfilment. For the avoidance of doubt, this authorization and consent to Alibaba Cloud and designated Broker(s) extend to Alibaba Cloud and/or each Broker’s authority to negotiate with the seller, publicly market, survey your interests, budget, specify the time lines for acquisition, obtain domain name(s) per your Domain Name Brokerage Request, and/or otherwise effectuating negotiations and the purchase of domain name(s) per your Domain Name Brokerage Request;
c) it is your sole responsibility to clearly outline in your Domain Name Brokerage Request (in the form and manner that Alibaba Cloud may specify) your expectations with regards to the purchase of your requested domain name, including but not limited to any reserve buying price, timelines for acquisition, as well as any other requirements sought. Notwithstanding the foregoing, you agree and acknowledge that fulfilment of your Domain Name Brokerage Request is not guaranteed;
d) as between you and Alibaba Cloud, you solely bear the risk that:
(i)the Broker designated by Alibaba Cloud may be involved in listings and transactions that may compete with your requested purchase, and/or may act as an agent for both seller and/or potential buyer of the specified domain name(s). You hereby consent to the Broker potentially acting as dual agent representing both you and a domain name owner;
(ii)domain names may not be transferred from one registrar to another immediately, and there may be time delays in such transfers; and/or
(iii)the domain name you seek to purchase in connection with DNBS may be subject to encumbrances or otherwise not meet your expectations or requirements. It is your sole responsibility to perform all necessary due diligence before entering into the transaction for purchase, including without limitation anti-money laundering screening or monitoring, know-your-client/vendor (KYC/V) checks, investigation/scrutiny of the existence of any overriding business, naming or trademark rights or other rights of third parties, research on fitness for particular intended uses, trademark clearance, and/or anything that could inhibit your future use or enjoyment of the domain name;
e) Alibaba Cloud does not act as a trustee, fiduciary or escrow with respect to any of monies that you may transfer to Alibaba Cloud in connection with DNBS from time to time;
f) unless expressly stated otherwise, Alibaba Cloud is not a party to any transaction you may enter into with the seller and/or Broker;
g) you shall be bound by the prevailing terms and conditions, instructions, procedures and directions as Alibaba Cloud and/or the relevant Broker may from time to time specify to you. Without limiting the generality of the foregoing, the DNBS are subject to: (i) availability and location serviceability from time to time; (ii) this Service Agreement; and (iii) any additional terms and conditions as Alibaba Cloud and/or the Broker may specify to you;
h) in respect of any domain name you seek to acquire through DNBS, you shall be solely responsible, at your own cost and expense, for ensuring compliance with applicable laws;
i) you shall not attempt to violate business, naming, trademark rights, or other rights of third parties;
j) Alibaba Cloud expressly excludes any guarantee, representation, warranty, condition, term or undertaking of any kind, whether express or implied, statutory or otherwise, relating to or arising from, the access to or use of DNBS and/or domain name, any security measures, security features and/or measures of any Broker and/or seller, including any warranties of merchantability, satisfactory quality, fitness for a particular purpose, and/or compliance with description. Alibaba Cloud does not represent or warrant that: (i) DNBS and/or domain name will meet your requirements; (ii) DNBS and/or domain name will always be available, accessible, function or interoperate with any network infrastructure, system or such other services as Alibaba Cloud may offer from time to time; and/or (iii) your use of any of DNBS and/or domain name will be uninterrupted, timely, secure or free of any malware or error.To the maximum extent permitted under applicable law, Alibaba Cloud shall not be liable to you or any other person for service interruption or other disruptions caused by any of the following circumstance(s): (i) disruption caused by computer viruses, trojan horses or other malicious programs or hacker attack; (ii) failure of computer software, system, hardware, and/or other communication lines, regardless whether belonging to Alibaba Cloud or you; (iii) improper user operation; (iv) your use of the DNBS in a manner that is not authorized by Alibaba Cloud or otherwise not in compliance with this Service Agreement; and/or (v) any situation that Alibaba Cloud cannot control or cannot reasonably foresee;
k) for the avoidance of doubt, Alibaba Cloud does not offer any guarantees and/or warranties whatsoever in respect of the availability of a domain name, the willingness of the current domain name owner to sell and/or the successful brokerage or acquisition of a domain name. Alibaba Cloud also hereby excludes and expressly disclaims any and all liability in respect of, and does not warrant, the non-existence of third parties with overriding rights to the requested domain name;
l) Alibaba Cloud is not responsible and disclaims all liability in the event that any transaction with any seller fails to complete;
m) you may not withdraw, cancel or make any changes to any Domain Name Brokerage Request after you submitted it to us, save as Alibaba Cloud may in its sole and absolute discretion permit on a case by case basis. Notwithstanding the foregoing, Alibaba Cloud may at its sole and absolute discretion, cancel or decline to process or complete any Domain Name Brokerage Request without providing any reason therefor;
n) you shall be bound by all electronic communications, messages, documents and records generated by Alibaba Cloud’s systems, in respect of DNBS, which shall all be deemed to be valid, accurate and authentic, and final, conclusive and binding on you;
o) Alibaba Cloud shall have the right at any time and without prior notification therefor to: (i) refuse to make available DNBS (or any aspect thereof); and/or (ii) immediately suspend or terminate the availability of DNBS at its sole and absolute discretion;
p) you shall at all times promptly provide Alibaba Cloud with any information (including without limitation corporate, payment processing, transactional or other information) Alibaba Cloud or the Broker or the relevant domain name registrar (each of Alibaba Cloud, Broker, and the registrar, a “Relevant Person”) requires for the purposes of making available DNBS, facilitating DNBS, meeting any request from any Relevant Person, addressing or investigating any feedback complaints, claims, disputes or fraudulent activities, or for such other purposes relating or relevant thereto or as may be notified to you by Alibaba Cloud from time to time, and you further agree that such information may be disclosed to the Relevant Person for any such purposes. You agree that all information provided by you to Alibaba Cloud in connection with DNBS shall comply with all formats, specifications, protocols and requirements as informed by Alibaba Cloud from time to time;
q) you shall be solely responsible for dealing with any dispute of whatsoever nature concerning any rights in domain name offered, supplied, sold to you or which constitute the subject matter of your Domain Name Brokerage Request, including without limitation any dispute concerning the quality, nature and/or price of any such domain name. Without prejudice to the generality of the foregoing, to the maximum extent permitted under applicable law, under no circumstances shall Alibaba Cloud have any liability (regardless whether to you or any other person) arising out of or in connection with any such dispute, including without limitation any dispute relating to the ownership and/or transfer of a domain name; and
r) you shall not acquire any rights in respect of Intellectual Property Rights (as defined in the Alibaba Cloud International Website Membership Agreement) of Alibaba Cloud or any Broker (including without limitation any of their respective names, logos or marks) nor in relation to any transactional or other data arising in connection with DNBS.
3A.6 By purchasing and/or using DNBS, and/or by submitting a Domain Name Brokerage Request to Alibaba Cloud:
a) Alibaba Cloud shall have the right to invoice you for the following (collectively “DNBS Fees”):
(i)initial fees for processing, including preliminary evaluation of your Domain Name Brokerage Request; and
(ii)brokering fees for facilitating the purchasing and subsequent maintaining of the requested domain name.
Upon receiving a payment notice issued by Alibaba Cloud, you shall pay the fees shown in the payment notice within seven(7) days (or according to such other payment cycle as agreed by Alibaba Cloud), in the manner and to such account(s) as may from time to time be designated by Alibaba Cloud;
b) you agree and acknowledge that save as expressly specified herein, DNBS Fees shall be payable and non-refundable regardless of the outcome, e.g. regardless whether the Broker is able to find a seller, and regardless whether there is any successfully concluded sale of domain name(s) to you. Alibaba Cloud will refund to you:
(i)the initial fees, if your Domain Name Brokerage Request fails the preliminary evaluation; and
(ii)the brokering fees, if the transaction with the seller fails to complete for reasons not caused by you (as determined in Alibaba Cloud’s sole and absolute discretion); and
c) in addition, on request by Alibaba Cloud, you shall pay a deposit as may be required according to the payment notice specified by Alibaba Cloud. You may not be able to withdraw such funds or send such funds to another recipient, unless we have received the DNBS fees paid by you, or the transaction with the seller is cancelled (e.g. due to unsuccessful negotiations with the seller), and in any event subject to terms or other procedure specified by Alibaba Cloud.
3A.7 When initiating the transfer of rights to the requested domain name to you, you authorize Alibaba Cloud to coordinate, as it sees fit in its sole and absolute discretion, and in accordance with this Service Agreement and any agreement between you and Alibaba Cloud, the transfer of the domain name with the relevant registrar and/or the Broker for the purposes of Alibaba Cloud assuming control of the domain name, for onward transfer to a registrar account assigned to you once Alibaba Cloud determines (in its sole and absolute discretion) that you have paid the applicable fees and deposits in accordance with this Service Agreement. In such cases where Alibaba Cloud temporarily assumes control of a domain name for onward transfer to your account, Alibaba Cloud is not obliged either to maintain or change the domain’s server settings, nor to display any content on the domain. Under no circumstances shall Alibaba Cloud have liability to you for any failure of such transfer due to your provision of information not compliant with the requirement of relevant registrar and/or registry administrator. In addition, upon becoming the new registrant/holder of the domain name, you shall comply with all the provisions of this Service Agreement.
4. Your Obligation
4.1 You shall provide accurate and reliable contact details and correct and update them within seven (7) days of any change during the term of the Service Agreement, including: your full name, postal address, e-mail address, voice telephone number, and fax number if available; name of authorized person for contact purposes in the case that you are an organization, association, or corporation; and the data elements listed below:
(i) The names of the primary nameserver and secondary nameserver(s) for the registered domain name;
(ii) The name, postal address, e-mail address, voice telephone number, and (where available) fax number of the technical contact for the registered domain name; and
(iii) The name, postal address, e-mail address, voice telephone number, and (where available) fax number of the administrative contact for the registered domain name.
4.2 Your willful provision of inaccurate or unreliable information, your willful failure to update information provided to us within seven (7) days of any change, or your failure to respond for over fifteen (15) days to inquiries by us concerning the accuracy of contact details associated with your registration shall constitute a material breach of the Service Agreement and be a basis for suspension and/or termination of the Service Agreement, and/or cancellation of the registration of the domain name.
4.3 If you intend to license use of a domain name to a third party, you are nonetheless the registered name holder of record and you are still responsible for providing your own full contact information and for providing and updating accurate technical and administrative contact information adequate to facilitate timely resolution of any problems that arise in connection with the registered domain name. By licensing use of a registered domain name according to this provision, you shall accept liability for harm caused by wrongful use of the registered domain name.
4.4 You shall only use data we provided to you in response to queries on Whois system for lawful purposes. You shall not: (a) allow, enable, or otherwise support the transmission by e-mail, telephone, postal mail, facsimile or other means of mass unsolicited, commercial advertising or solicitations to entities other than the data recipient’s own existing customers; or (b) enable high volume, automated, electronic processes that send queries or data to the systems of any Registry Operator or ICANN-Accredited registrar, except as reasonably necessary to register domain names or modify existing registrations.
4.5 You shall not distribute malware, abusive operating botnets, phishing, privacy, trademark or copyright infringing material, engage in fraudulent or deceptive practices, counterfeiting or otherwise engage in activity contrary to applicable law.
5. Service Fees
5.1 Services fees are payable for the provision of the Services. You shall make payment of the services fees corresponding to your use of the Services in accordance with the payment schedule as posted on the Alibaba Cloud Platform and the Alibaba Cloud Payment and Tax Terms.
5.2 All services fees shall be in U.S. Dollars unless otherwise stated, and shall be paid to Alibaba Cloud in the manner and within the time period prescribed in the payment schedule. Failure to pay the services fees in the manner and within the time period prescribed may result in Alibaba Cloud terminating this Service Agreement, suspending or terminating all or part of the Services, or otherwise revoking registration/acquisition of the domain name.
6. Registrant Data
6.1 In relation to any data or information requested from you by Alibaba Cloud in connection with your use of the Services (“Registrant Data”) you agree that:
a) Alibaba Cloud collects and processes Registrant Data, which includes the registration data Alibaba Cloud collects for registration/acquisition of domain names, written communications relating to registration applications, confirmations, modifications, terminations, or any other correspondence with you as registrant, and our records indicating your acceptance of this Service Agreement, in connection with your request to register/acquire a domain name;
b) Alibaba Cloud will share Registrant Data with the Registrar and/or the Broker (as applicable), and Registrar and/or the Broker (as applicable) may share Registrant Data with the relevant Registry Operator, and ICANN. Alibaba Cloud, Registrar and the Registry Operator and/or the Broker (as applicable) may collect or use the Registrant Data for the following purposes:
i. Inclusion in the public searchable WHOIS directory providing free public query-based access;
ii. Research on an amalgamated statistical basis;
iii. Day to day operations of Alibaba Cloud, the Registrar or the Registry Operator, including email contact by Alibaba Cloud, the Registrar or the Registry Operator with the Registered Name Holder as required by any acceptable use policy;
iv.Disclosure to the service providers of Alibaba Cloud, the Registrar or the Registry Operator which/who provide legal, accounting, delivery, installation, system support, escrow, marketing, clearinghouse and other Registry services on their behalf;
v. As may be required by the law enforcement agencies or a court order or other compulsory operation of law applicable to Alibaba Cloud, the Registrant or the Registry Operator;
vi. As may be required by ICANN in accordance with a zone file access request; and/or
vii. DNBS (as applicable).
c) The Registrar is required to make certain Registrant Data available to ICANN for inspection and copying by ICANN. The Registrar will share certain Registrant Data with ICANN to resolve compliance-related inquiries and respond to ICANN audits;
d) The Registrar and the Registry Operator may be required to submit an electronic copy of certain Registrant Data to ICANN from time to time. The Registrar and the Registry Operator must regularly submit an electronic copy of certain Registrant Data to an escrow agent mutually approved by the Registrar, the Registry Operator, and ICANN to be held in escrow;
e) Alibaba Cloud may collect other Registrant Data in the course of providing the Services (e.g. while investigating complaints); and,
f) You may access and make corrections to your personal data through the Alibaba Cloud Platform.
6.2 You consent to such data processing of Registrant Data for the purposes and with the limitations described in this Clause.
6.3 If any personal data you provide to us is personal data about any third-party individuals, you warrant, represent and undertake that you have provided equivalent notice as described in Clause 6.1 above to such third-party individuals, and that you have obtained consent from such third-party individuals to provide their data to us and to such data processing of Registrant Data for the purposes and with the limitations described in this Clause.
7. Warranties, Representations and Undertakings
7.1 You represent, warrant and undertake to Alibaba Cloud that:
a) any and all information, statement or document you provide to Alibaba Cloud through the Alibaba Cloud Platform is true, accurate, correct, complete, and not deceptive, fraudulent or misleading;
b) your registration and use of the domain name will not infringe upon or otherwise violate the rights of any third party or applicable laws and regulations;
c) you are not registering the domain name for an unlawful purpose; and
d) you will not knowingly use the domain name in violation of any and all current and future policies, regulations, terms and conditions of ICANN, the relevant registries and laws.
7.2 You agree and acknowledge that:
a) it is your responsibility to determine whether your domain name registration infringes or violates the rights of any third party, and that Alibaba Cloud relies on your warranties, representations and undertakings herein to provide the Services to you;
b) Alibaba Cloud does not evaluate whether the registration or use of the domain name may infringe upon any rights of any third party, and you shall not use the fact that the domain name is registered pursuant to this Service Agreement as a defence in any proceedings brought by any third party in connection with the domain name;
c) Alibaba Cloud does not guarantee that you will be able to register, renew, redeem or transfer a domain name, even if Alibaba Cloud’s systems indicate that the domain name is available or you are able to complete an order with respect to such domain name;
d) Alibaba Cloud may elect to reject your application for registration, renewal, redemption or transfer of a domain name for any reason at its sole discretion, including, but not limited to, failure to comply with the terms and conditions herein, rejection due to a prohibited, improper, unavailable, infringing or otherwise questionable domain name;
e) Alibaba Cloud may, in certain extenuating circumstances specifically approved by ICANN, required under a dispute policy, or mandated by a court of competent jurisdiction, renew your domain name registration without your explicit consent in order to prevent its deletion. Your failure to respond to expiration and/or renewal notices from Alibaba Cloud is not an extenuating circumstance;
f) Alibaba Cloud is not liable or responsible for any inaccuracies or errors in the domain name registration, renewal, redemption or transfer process, nor in any way for any errors, omissions, or any other actions by any third party or the Registry arising out of, or related to a request to register, renew, redeem or transfer a domain name.
8. Indemnity and Limitation of Liability
8.1 You will defend, indemnify, and hold harmless Alibaba Cloud, its affiliates, licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with any third party claim concerning your:
a) use of the Services;
b) breach of this Service Agreement;
c) breach of any applicable laws; and/or
d) alleged infringement (including infringement of any Intellectual Property Rights as defined in the Alibaba Cloud International Website Membership Agreement) or misappropriation of third party rights in connection with your use of the Services.
8.2 Alibaba Cloud will promptly notify you of any claim subject to the above, but Alibaba Cloud’s failure to notify you will only affect your obligations above to the extent that our failure prejudices your ability to defend the claim. Alibaba Cloud reserves the right to assume control of the defense and settlement of the claim at any time.
8.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND ALIBABA CLOUD HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, OR AS TO THE SERVICES BEING UNINTERRUPTED, ERROR FREE, FREE OF HARMFUL COMPONENTS, SECURE, OR NOT OTHERWISE CAUSING DAMAGE OR LOSS OF FUNCTIONALITY OR DATA.
8.4 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALIBABA CLOUD MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE ALIBABA CLOUD PLATFORM.
8.5 The Alibaba Cloud Platform may make available to you services or products provided by independent third parties on a pass-through basis. No warranty or representation is made with regard to such services or products. In no event shall Alibaba Cloud and its affiliates be held liable for any such services or products.
8.6 Alibaba Cloud shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort or otherwise or any other damages resulting from any of the following:
a) the use or the inability to use the Services; or
b) any other matter relating to the Services however arising, including negligence.
8.7 Save only for any warranties, representations, conditions and undertakings by Alibaba Cloud expressly set forth in this Service Agreement, Alibaba Cloud hereby excludes all other warranties, representations, conditions and undertakings, express or implied, to the maximum extent permitted under applicable law.
8.8 Notwithstanding anything in this Service Agreement except this Clause 8.8, the aggregate liability of Alibaba Cloud, its employees, agents, affiliates, representatives or anyone acting on its behalf with respect to you for any and all claims arising from or in connection with the Services or the use or inability to use the same shall, if not otherwise excluded or limited, be limited to, in aggregate, the greater of (a) the amount of fees you have paid to Alibaba Cloud or its affiliates for the Alibaba Cloud Services during the calendar year, or (b) USD100. The preceding sentence shall not preclude the requirement by you to prove actual damages. All claims against Alibaba Cloud in respect of any of the matters referenced in this Clause must be filed within one (1) year from the date the cause of action arose.
9. Term and Termination
9.1 The term of this Service Agreement will commence on the date that you first use the Services and will remain in effect so long as you continue to have a domain name registered through us or maintain a membership account with us on the Alibaba Cloud Platform, unless terminated by you or us in accordance with the terms below.
9.2 We may terminate or suspend this Service Agreement and/or your use of the Services immediately without prior notice to you:
a) if you breach this Service Agreement or the Alibaba Cloud International Website Membership Agreement;
b) if you fail to pay any service fees due to Alibaba Cloud;
c) if we or the Registrar deem that you may have violated the Registrant Terms of Use;
d) if we deem that this would be in accordance with any ICANN agreements, registrar-registry agreements or consensus policies, or to maintain our or an affiliated entity’s compliance with ICANN agreements registrar-registry agreements or consensus policies;
e) to comply with any applicable law or requests of any governmental or regulatory entity;
f) to comply with Alibaba Cloud’s security policies;
g) to comply with the order of a court of competent jurisdiction or an award or order of any arbitral or other tribunal binding upon you; and/or
h) if you conduct yourself in a manner that we deem to be detrimental to the integrity, security or operation of the Services or any information systems connected or in operation with the same.
9.3 You may terminate this Service Agreement for any reason by (a) providing us notice and (b) successfully deleting, assigning, or transferring to another registrar the registration of all domain names you currently have registered using the Services. You may not be able to delete or transfer your registration of your domain names in certain circumstances (e.g. the event of a dispute regarding the domain names or their use).
10. General Provisions
10.1 This Service Agreement and the Terms (as defined in the Alibaba Cloud International Website Membership Agreement) constitute the entire agreement between you and Alibaba Cloud with respect to and govern the use of the Alibaba Cloud Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
10.2 You and Alibaba Cloud are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Service Agreement.
10.3 If any term herein is adjudicated by a court or tribunal of competent jurisdiction to be void or unenforceable, the validity or enforceability of the remainder of the terms herein shall remain in full force and effect.
10.4 Unless a right or remedy of you or Alibaba Cloud is expressed to be an exclusive right or remedy, the exercise of it by either party is without prejudice to either party’s other rights and remedies at law and/or in equity.
10.5 You shall do and execute or procure to be done and executed all such further acts, deeds, things and documents as may be necessary to give effect to the terms of this Service Agreement.
10.6 Save for Alibaba Cloud and its affiliates, a person who is not a party to this Service Agreement has no right under the Contracts (Rights of Third Parties) Act 2001 to enforce any term of this Service Agreement.
10.7 Unless otherwise provided in the terms and conditions of the relevant Alibaba Cloud Services, under no circumstances shall Alibaba Cloud be held liable for any delay or failure or disruption of the content or services delivered through the Alibaba Cloud Platform (including the Alibaba Cloud Services) resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, computer viruses, cyber-attacks, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
10.8 Governing Law and Dispute Resolution:
a) This Service Agreement shall be governed by the laws of Singapore without regard to its conflict of law provisions.
b) The parties hereby submit to the jurisdiction of the courts of Singapore, on an exclusive basis, to settle any dispute or claim arising out of or in connection with this Service Agreement or their subject matter or formation (including non-contractual disputes or claims).
c) In addition to Clause 10.8b) above, for the adjudication of disputes concerning or arising from use of the registered domain name, you also agree to submit, without prejudice to other potentially applicable jurisdictions (including as set forth in Clause 10.8 b) above), to the jurisdiction of the courts (1) of your domicile and (2) where Registrar is located.
Europe (non-EEA) Addendum to Alibaba Cloud International Website Domain Name Service Agreement.
Terms applicable only to users contracting with Alibaba.com (Europe) Limited; this Addendum does not apply to users contracting with Alibaba Cloud (Singapore) Private Limited or Alibaba Cloud US LLC or Alibaba (Netherlands) B.V. or Alibaba Cloud (India) LLP or Alibaba Cloud (Malaysia) Sdn.Bhd
In addition to, or in place of, the relevant terms of the Service Agreement above, the following additional terms (the “Addendum”) are applicable in respect of any customer: (a) who creates a membership account with the Alibaba Cloud Platform; and (b) who is contracting with Alibaba.com (Europe) Limited for such Account. The Addendum forms part of the Service Agreement above and any definitions used in the Service Agreement shall have the same meaning in this Addendum. Notwithstanding anything else in this Service Agreement, if there is any conflict or inconsistency between the Addendum and any terms in the Service Agreement (including the Alibaba Cloud Payment and Tax Terms) and/or the Terms, the Addendum shall prevail only to the extent of the conflict or inconsistency.
1. For the purposes of the introductory paragraph of this Service Agreement and Clause 2.1, the applicable Alibaba Cloud contracting entity is Alibaba.com (Europe) Limited, a company registered in England with company number 06721521 and with its registered office at 8th floor, Millbank Tower, 21-24 Millbank, London SW1P 4QP, United Kingdom.
2. Nothing in the Service Agreement shall limit or exclude liability for personal injury or death caused by negligence, for fraud or fraudulent misrepresentation or where limitation of exclusion is not permitted by law.
3. Clause 8.3 shall apply to conditions as well as to warranties and also to any term of satisfactory quality.
4. Clause 8.6 shall be replaced with the following:
8.6 Alibaba Cloud shall not be liable for any special, indirect, punitive, incidental or consequential damages or for any damages for loss of profits, revenue, contract or savings, business interruption, or loss of information (whether direct or indirect), in each case whether in contract, tort (including but not limited to negligence), for breach of statutory duty or otherwise resulting from any of the following:
a) the use or the inability to use the Services; or
b) any other matter relating to this Service Agreement or the Services however arising.
5.Clause 10.6 shall be amended to refer additionally to the UK Contracts (Rights of Third Parties) Act 1999.
6.Clauses 10.8 a) and 10.8 b) shall be replaced by the following: This Service Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales. Each party to this Service Agreement irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Service Agreement or its subject matter or formation (including non-contractual disputes or claims).
Australia Addendum to Alibaba Cloud International Website Domain Name Service Agreement
Terms applicable only to users who are located in Australia and contracting with Alibaba Cloud (Singapore) Private Limited. This Addendum does not apply to users contracting with Alibaba (Netherlands) B.V., or Alibaba.com (Europe) Limited, or Alibaba Cloud US LLC, or Alibaba Cloud (India) LLP or Alibaba Cloud (Malaysia) Sdn.Bhd or to users who contract with Alibaba Cloud (Singapore) Private Limited but are not located in Australia.
In addition to, or in place of, the relevant terms of the Service Agreement above, the following additional terms (the“Addendum”) are applicable in respect of any customer: (a) who creates a membership account with the Alibaba Cloud Platform from Australia; and (b) who is contracting with Alibaba Cloud (Singapore) Private Limited for such Account. The Addendum forms part of the Service Agreement above and any definitions used in the Service Agreement shall have the same meaning in this Addendum. Notwithstanding anything else in this Service Agreement, if there is any conflict or inconsistency between the Addendum and any terms in the Service Agreement (including the Alibaba Cloud Payment and Tax Terms) and/or the Terms, the Addendum shall prevail only to the extent of the conflict or inconsistency.
1. Clause 8.1 shall be replaced by the following: You will defend, indemnify, and hold harmless Alibaba Cloud, its affiliates, licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with any third party claim concerning your:
a) use of the Services;
b) breach of this Service Agreement;
c) breach of any applicable laws; and/or
d) alleged infringement (including infringement of any Intellectual Property Rights as defined in the Alibaba Cloud International Website Membership Agreement) or misappropriation of third party rights in connection with your use of the Services, to the extent that Alibaba Cloud, its affiliates, licensors, and each of their respective employees, officers, directors, and representatives has not contributed to any third party claim.
2. Clause 8.5 shall be replaced by the following: Alibaba Cloud may make available to you services or products provided by independent third parties on the Alibaba Cloud Platform, which shall be subject to third party terms and warranties.
3. Clause 8.6 shall be replaced by the following: Exclusions of liability. With the exception of Consumer Guarantees, Alibaba Cloud excludes: (a) any term, condition or warranty that may otherwise be implied into this agreement; (b) any liability for loss or damage incurred as a result of or in connection with the negligence of Alibaba Cloud; and (c) any liability for Consequential Loss.
4. Clauses 8.8 shall be replaced by the following: General limitations of liability. Alibaba Cloud and you agree that, other than a Claim pursuant to a Consumer Guarantee: Alibaba’s liability for Claims shall be limited to the greater of: (a) the amount of fees you have paid to Alibaba Cloud or its affiliates for the Alibaba Cloud Services during the calendar year, or (b) USD100. All claims against Alibaba Cloud in respect of any of the matters referenced in this Clause must be filed within one (1) year from the date the cause of action arose.
5. The following clauses shall be added:
8.9 Liability for Consumer Guarantees. Subject to Clause 8.8, the liability of Alibaba Cloud in respect of any breach of or failure to comply with any Consumer Guarantee is limited to the following: In the case of goods, to:
(i) the replacement of the goods or the supply of equivalent goods;
(ii) the repair of the goods;
(ii) the payment of the cost of replacing the goods or of acquiring equivalent goods; or
(iv) the payment of the cost of having the goods repaired.
In the case of services, to:
(i) the supplying of the services again; or
(ii) the payment of the cost of having the services supplied again.
8.10 Exception to limitation. The liability of Alibaba Cloud in respect of a breach of or a failure to comply with a Consumer Guarantee will not be limited in the way set out in Clause 8.9 if: the goods or services supplied are goods or services ‘of a kind ordinarily acquired for personal, domestic or household use or consumption’, as that expression is used in section 64A of the Australian Consumer Law; it is not ‘fair or reasonable’ for Alibaba Cloud to rely on such limitation in accordance with section 64A(3) of the Australian Consumer Law; or the relevant Consumer Guarantee is a guarantee pursuant to sections 51, 52 or 53 of the Australian Consumer Law.
8.11 The limitations and exclusions of liability under this Service Agreement shall apply to the maximum extent permitted by law and shall apply whether or not Alibaba Cloud has been advised of or should have been aware of the possibility of any such losses arising.
6. For the purposes of this Addendum: “Australian Consumer Law” shall mean schedule 2 of the Competition and Consumer Act 2010 (Cth) and any equivalent state or territory legislation. “Claim” shall mean any claim, liability, cost, expense, loss or damage suffered or incurred by you, however arising (including, without limitation, from or by the negligence of the Alibaba Cloud) in connection with this Service Agreement. “Consumer Guarantee” shall mean a right or guarantee you may have under the Australian Consumer Law or other rights in relation to the supply of goods or services (such as terms implied into a contract) that cannot lawfully be excluded.
7. Where this Service Agreement is deemed a small business contract for the purposes of the unfair contract terms under the Australian Consumer Law, Clauses 10.8 a) and 10.8 b) shall be replaced by the following: This Agreement and any dispute or Claim arising out of or in connection with this Service Agreement or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of New South Wales and Australia. Each party to this Service Agreement agrees that the courts of New South Wales shall have non-exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or Claims).
Annex A
Registrant Terms of Use
This Registrant Terms of Use (the “Terms of Use”) is between you (“Registered Name Holder”) and Alibaba.com Singapore E-Commerce Private Limited (the “Registrar”) for your use of the Services provided by Alibaba Cloud. In additional to the rights and responsibilities set forth in the Alibaba Cloud International Website Domain Name Service Agreement (the “Agreement”) between you and Registrar’s resellers (which include the entities described in Clause 2.1 of the Agreement), you further consent to the following terms for your use of the Service. Capitalized terms not defined in the Terms of Use shall have the same meaning as in the Agreement.
You agree and acknowledge that your rights to any domain names registered or renewed through Alibaba Cloud are subject to the policies and regulations of ICANN, related registries and applicable laws. You shall comply with any and all current and future policies, regulations, terms and conditions of ICANN, the relevant registries and laws applicable to your registration, renewal and/or transfer of domain names hereunder, including, but not limited to, dispute resolution policies such as the Uniform Domain Name Dispute Resolution Policy (“UDRP“) or the Uniform Rapid Suspension Policy (“URS“), ICANN consensus policies, as well as acceptable use policies, privacy policies, and WHOIS data policies, including the policies of relevant registries.
1. Definitions
a) “Personal Data” refers to data about any identified or identifiable natural person;
b) A “Registry Operator” is the person or entity then responsible, in accordance with an agreement between ICANN (or its assignee) and that person or entity (those persons or entities) or, if that agreement is terminated or expires, in accordance with an agreement between the US Government and that person or entity (those persons or entities), for providing registry services for a specific gTLD.
Any other capitalized terms not specifically defined in this Clause 1 or in the Agreement shall have their meanings as set out in Section 1 of the 2013 ICANN Registrar Accreditation Agreement (“RAA”).
2. Registered Name Holder’s Obligation
2.1 The Registered Name Holder shall provide to Registrar accurate and reliable contact details and correct and update them within seven (7) days of any change during the term of the Registered Name registration, including: the full name, postal address, e-mail address, voice telephone number, and fax number if available of the Registered Name Holder; name of authorized person for contact purposes in the case of an Registered Name Holder that is an organization, association, or corporation; and the data elements listed below:
(i) The names of the primary nameserver and secondary nameserver(s) for the registered domain name;
(ii) The name, postal address, e-mail address, voice telephone number, and (where available) fax number of the technical contact for the registered domain name; and
(iii) The name, postal address, e-mail address, voice telephone number, and (where available) fax number of the administrative contact for the registered domain name.
2.2 A Registered Name Holder’s willful provision of inaccurate or unreliable information, its willful failure to update information provided to Registrar within seven (7) days of any change, or its failure to respond for over fifteen (15) days to inquiries by Registrar concerning the accuracy of contact details associated with the Registered Name Holder’s registration shall constitute a material breach of the Terms of Use and be a basis for suspension and/or cancellation of the registration of the domain name.
2.3 Any Registered Name Holder that intends to license use of a domain name to a third party is nonetheless the Registered Name Holder of record and is responsible for providing its own full contact information and for providing and updating accurate technical and administrative contact information adequate to facilitate timely resolution of any problems that arise in connection with the registered domain name. A Registered Name Holder licensing use of a registered domain name according to this provision shall accept liability for harm caused by wrongful use of the registered domain name.
2.4 The Registered Name Holder shall only use data the Registrar and/or its resellers provide in response to queries on our Whois system for lawful purposes. The Registered Name Holder shall not:
a) allow, enable, or otherwise support the transmission by e-mail, telephone, postal mail, facsimile or other means of mass unsolicited, commercial advertising or solicitations to entities other than the data recipient’s own existing customers; or
b) enable high volume, automated, electronic processes that send queries or data to the systems of any Registry Operator or ICANN-Accredited registrar, except as reasonably necessary to register domain names or modify existing registrations.
2.5 The Registered Name Holder shall not distribute malware, abusive operating botnets, phishing, privacy, trademark or copyright infringing material, engage in fraudulent or deceptive practices, counterfeiting or otherwise engage in activity contrary to applicable law.
3. Registrant Data
3.1 In relation to any data or information requested from you by Alibaba Cloud in connection with your use of the Services (“Registrant Data”) you agree that:
(i) Alibaba Cloud collects and processes Registrant Data, which includes the registration data Alibaba Cloud collects for registration/acquisition of domain names, written communications relating to registration applications, confirmations, modifications, terminations, or any other correspondence with you as registrant, and our records indicating your acceptance of the Terms of Use and/or the Agreement, in connection with your request to register/acquire a domain name;
(ii) Alibaba Cloud will share Registrant Data with the Registrar, and Registrar may share Registrant Data with relevant Registry Operator, and ICANN. Alibaba Cloud, Registrar, Registry Operator may collect or use the Registrant Data for the following purpose:
i. Inclusion in the public searchable WHOIS directory providing free public query-based access;
ii. Research on an amalgamated statistical basis;
iii. Day to day operations of Alibaba Cloud, the Registrar or the Registry Operator, including, email contact by Alibaba Cloud, the Registrar or the Registry Operator with the Registered Name Holder as required by any acceptable use policy;
iv. Disclosure to the service providers of Alibaba Cloud, the Registrar or the Registry Operator which/who provide legal, accounting, delivery, installation, system support, escrow, marketing, clearinghouse and other Registry services on their behalf;
v. As maybe required by the law enforcement agencies or a court order or other compulsory operation of law applicable to Alibaba Cloud, the Registrant or the Registry Operator;
vi. As may be required by ICANN in accordance with a zone file access request.
(iii) The Registrar is required to make certain Registrant Data available to ICANN for inspection and copying by ICANN. Registrar will share certain Registrant Data with ICANN to resolve compliance-related inquiries and respond to ICANN audits;
(iv) The Registrar and Registry Operator may be required to submit an electronic copy of certain Registrant Data to ICANN from time to time. The Registrar and Registry Operator must regularly submit an electronic copy of certain Registrant Data to an escrow agent mutually approved by the Registrar, the registry operator, and ICANN to be held in escrow;
(v) Alibaba Cloud may collect other Registrant Data in the course of providing the Services (e.g. while investigating complaints);
(vi) You may access and make corrections to your personal data through the Alibaba Cloud Platform; and
(vii) You consent to such data processing of Registrant Data for the purposes and with the limitations described in this Clause.
3.2 If any personal data you provide is personal data of any third-party individuals, you warrant, represent and undertake that you have provided equivalent notice as described in Clause 3.1 above to such third-party individuals, and that you have obtained consent from such third-party individuals to provide that to us and to our use of that data as set out in Clause 3.1.
4. Warranties, Representations and Undertakings
4.1 You represent, warrant and undertake to Registrar that:
(i) any and all information, statement or document you provide to Alibaba Cloud through the Alibaba Cloud Platform is true, accurate, correct, complete, and not deceptive, fraudulent or misleading;
(ii) your registration and use of the domain name will not infringe upon or otherwise violate the rights of any third party or applicable laws and regulations;
(iii) you are not registering the domain name for an unlawful purpose;
(iv) your registration of the domain name shall be subject to suspension, cancellation, or transfer pursuant to any Specification or Policy, or pursuant to any registrar or registry procedure not inconsistent with any Specification or Policy,
(1) to correct mistakes by Registrar or the Registry Operator in registering the name or
(2) for the resolution of disputes concerning the Registered Name;
(v) you will not knowingly use the domain name in violation of any and all current and future policies, regulations, terms and conditions of ICANN, the relevant registries and laws.
4.2 Registrar agrees that it will not process the Personal Data collected from the Registered Name Holder in a way incompatible with the purposes and other limitations about which it has provided notice to the Registered Name Holder in accordance with Clause 3.1 above.
4.3 Registrar agrees that it will take reasonable precautions to protect Personal Data from loss, misuse, unauthorized access or disclosure, alteration, or destruction.
5. Indemnity and Limitation of Liability
5.1 You will defend, indemnify, and hold harmless Registrar, its affiliates, licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with any third party claim concerning your:
(i) use of the Services;
(ii) breach of the Agreement or Terms of Use;
(iii) breach of any applicable laws; and/or
(iv) alleged infringement (including infringement of any Intellectual Property Rights as defined in the Alibaba Cloud International Website Membership Agreement) or misappropriation of third party rights in connection with your use of the Services.
5.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND REGISTRAR HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, OR AS TO THE SERVICES BEING UNINTERRUPTED, ERROR FREE, FREE OF HARMFUL COMPONENTS, SECURE, OR NOT OTHERWISE CAUSING DAMAGE OR LOSS OF FUNCTIONALITY OR DATA.
5.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REGISTRAR MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE ALIBABA CLOUD PLATFORM.
5.4 Registrar shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort or otherwise or any other damages resulting from any of the following:
a) the use or the inability to use the Services; or
b) any other matter relating to the Services however arising, including negligence.
5.5 Notwithstanding anything in these Terms of Use, the aggregate liability of Registrar, its employees, agents, affiliates, representatives or anyone acting on its behalf with respect to you for any and all claims arising from or in connection with the Services or the use or inability to use the same shall, if not otherwise excluded or limited, be limited to, in aggregate, the greater of (a) the amount of fees you have paid to Alibaba Cloud or its affiliates for the Alibaba Cloud Services during the calendar year, or (b) USD100. The preceding sentence shall not preclude the requirement by you to prove actual damages. All claims against Alibaba Cloud in respect of any of the matters referenced in this Clause must be filed within one (1) year from the date the cause of action arose.
5.6 The Registered Name Holder shall indemnify and hold harmless the Registry Operator and its 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 related to the Registered Name Holder’s domain name registration and/or use.
6. Term and Termination
6.1 The term of these Terms of Use will commence on the date that you first use the Services and will remain in effect so long as you continue to have a domain name registered with Registrar, unless terminated by you or Registrar in accordance with the terms below.
6.2 Registrar may terminate or suspend these Terms of Use and/or your use of the Services immediately without prior notice to you:
a) if you breach these Terms of Use or the Agreement;
b) if we deem that this would be in accordance with any ICANN agreements, registrar-registry agreements or consensus policies, or to maintain our or an affiliated entity’s compliance with ICANN agreements registrar-registry agreements or consensus policies;
c) to comply with any applicable law or requests of any governmental or regulatory entity;
d) to comply with Registrar and/or Alibaba Cloud’s security policies;
e) to comply with the order of a court of competent jurisdiction or an award or order of any arbitral or other tribunal binding upon you; and/or
f) if you conduct yourself in a manner that we deem to be detrimental to the integrity, security or operation of the Services or any information systems connected or in operation with the same.
6.3 You may terminate these Terms of Use for any reason by (a) providing us notice and (b) successfully deleting, assigning, or transferring to another registrar the registration of all domain names you currently have registered with us. You may not be able to delete or transfer your registration of your domain names in certain circumstances (e.g. the event of a dispute regarding the domain names or its use).
7. Governing Law, Dispute and Dispute Resolution
7.1 These Terms of Use shall be governed by the laws of Singapore without regard to its conflict of law provisions.
7.2 The parties hereby submit to the jurisdiction of the courts of Singapore, on an exclusive basis, to settle any dispute or claim arising out of or in connection with these Terms of Use or their subject matter or formation (including non-contractual disputes or claims).
7.3 In addition to Clause 7.2 above, for the adjudication of disputes concerning or arising from use of the registered domain name, you also agree to submit, without prejudice to other potentially applicable jurisdictions (including as set forth in Clause 7.2 above), to the jurisdiction of the courts (1) of your domicile and (2) where Registrar is located.
Australia Addendum to Registrant Terms of Use
In addition to, or in place of, the relevant terms of the Terms of Use above, the following additional terms (the “Addendum”) are applicable in respect of any customers who are located in Australia. The Addendum forms part of the Terms of Use above and any definitions used in that Terms of Use shall have the same meaning in this Addendum. Notwithstanding anything else in these Terms of Use, if there is any conflict or inconsistency between the Addendum and any terms in the Terms of Use, the Addendum shall prevail only to the extent of the conflict or inconsistency.
1. Clause 5.1 shall be replaced by the following: 5.1 You will defend, indemnify, and hold harmless Registrar, its affiliates, licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with any third party claim concerning your: (i) use of the Services; (ii) breach of the Agreement or Terms of Use; (iii) breach of any applicable laws; and/or (iv) alleged infringement (including infringement of any Intellectual Property Rights as defined in the Alibaba Cloud International Website Membership Agreement) or misappropriation of third party rights in connection with your use of the Services, to the extent that Registrar, its affiliates, licensors, and each of their respective employees, officers, directors, and representatives has not contributed to any third party claim.
2. Clause 5.4 shall be replaced by the following: Exclusions of liability. With the exception of Consumer Guarantees, Registrar excludes: (a) any term, condition or warranty that may otherwise be implied into these Terms of Use; (b) any liability for loss or damage incurred as a result of or in connection with the negligence of Registrar; and (c) any liability for Consequential Loss.
3. Clauses 5.5 shall be replaced by the following: General limitations of liability. Registrar and you agree that, other than a Claim pursuant to a Consumer Guarantee: Registrar’s liability for Claims shall be limited to the greater of: (a) the amount of fees you have paid to Registrar or its affiliates for the Services during the calendar year, or (b) USD100. All Claims against Registrar in respect of any of the matters referenced in this Clause must be filed within one (1) year from the date the cause of action arose.
4. Clauses The following clauses shall be added:
5.7 Liability for Consumer Guarantees. Subject to Clause 5.4, the liability of Registrar in respect of any breach of or failure to comply with any Consumer Guarantee is limited to the following: In the case of goods, to: (i) the replacement of the goods or the supply of equivalent goods; (ii) the repair of the goods; (ii) the payment of the cost of replacing the goods or of acquiring equivalent goods; or (iv) the payment of the cost of having the goods repaired. In the case of services, to: (i) the supplying of the services again; or (ii) the payment of the cost of having the services supplied again.
5.8 Exception to limitation. The liability of Registrar in respect of a breach of or a failure to comply with a Consumer Guarantee will not be limited in the way set out in Clause 5.7 if: the goods or services supplied are goods or services ‘of a kind ordinarily acquired for personal, domestic or household use or consumption’, as that expression is used in section 64A of the Australian Consumer Law; it is not ‘fair or reasonable’ for Registrar to rely on such limitation in accordance with section 64A(3) of the Australian Consumer Law; or the relevant Consumer Guarantee is a guarantee pursuant to sections 51, 52 or 53 of the Australian Consumer Law.
5.9 The limitations and exclusions of liability under the Terms of Use shall apply to the maximum extent permitted by law and shall apply whether or not Registrar has been advised of or should have been aware of the possibility of any such losses arising.
5. For the purposes of this Addendum: “Australian Consumer Law” shall mean schedule 2 of the Competition and Consumer Act 2010 (Cth) and any equivalent state or territory legislation. “Claim” shall mean any claim, liability, cost, expense, loss or damage suffered or incurred by you, however arising (including, without limitation, from or by the negligence of the Alibaba Cloud) in connection with this these Terms of Use. “Consumer Guarantee” shall mean a right or guarantee you may have under the Australian Consumer Law or other rights in relation to the supply of goods or services (such as terms implied into a contract) that cannot lawfully be excluded.
6. Where these Terms of Use is deemed a small business contract for the purposes of the unfair contract terms under the Australian Consumer Law, Clauses 7.1 and 7.2 shall be replaced by the following:
7.1 These Terms of Use and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of New South Wales and Australia.
7.2 Each party to these Terms of Use agrees that the courts of New South Wales shall have non-exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms of Use or their subject matter or formation (including non-contractual disputes or claims).