Service Agreement - Terms and Conditions

Service Agreement for Registration of Subdomains in hk.com
By applying for the registration of the Domain Name and through the use or continued use of the Domain Name, you agree to be bound by the terms and conditions contained in this Agreement.

1. Definitions and interpretation
1.1 In this Agreement, unless the context otherwise requires, “this Agreement” means this Agreement as may be amended from time to time; "you" refers to the party requesting services from SARNic Limited and “your” shall be interpreted accordingly; “we” refers to SARNic Limited and “our” shall be interpreted accordingly; “the Domain Name” means the subdomain in the hk.com domain and which you apply to register with SARNic; “the Domain” means the full domain name incorporating the Domain Name; “Hong Kong” means the Hong Kong Special Administrative Region of the People’s Republic of China; “the Domain Name Service” means the establishment and the maintenance of a primary domain name server and related secondary servers for the purposes of providing the domain name system and related management services for the Domain Name more particularly described in Section 6 of this Agreement; “your Application” means the application submitted by you for the registration of the Domain Name and the Domain Name Service; “your Account” means your account with us for the registration of the Domain Name and the Domain Name Service; “the Price List” means our list of charges, which we maintain and periodically update; “the Charges” means the charge(s) published in our Price List payable by you for the registration of the Domain Name and your continued access to the Domain Name Service; “the Dispute Resolution Policy” means SARNic’s Domain Name Dispute Resolution Policy which SARNic may in its sole and absolute discretion revise from time to time; “the Privacy Policy Statement” means our Privacy Policy Statement as may be revised by us from time to time; “Intellectual Property Rights” means all intellectual property rights and similar rights whether in the form of copyright, design (whether registered or not) patent, trade marks (whether registered or not), goodwill, know-how, trade secret, confidential information, domain name, e-mail address or any right to apply for any registration for any such rights.

1.2 any reference to a provision of any law or regulation includes a reference to that law or regulation as may from time to time be amended.

1.3 words importing the singular number shall include the plural and vice versa; persons shall include bodies corporate and partnerships; references to any gender shall include references to all other genders; references to any agreement or other instrument shall be deemed to include references to such agreement or other instrument as varied, amended or replaced from time to time.

1.4 all headings are inserted for ease of reference only and shall not be taken into account in construing this Agreement.

2. Your Application

2.1 By submitting your Application, you agree to establish your Account with us.

2.2 Upon receiving your Application, we will process it as soon as reasonably practicable. The fact that you have successfully transmitted your Application to us does not constitute any obligation on our part to process or accept your Application. We have absolute and sole discretion in deciding whether to accept your Application whether upon the terms and conditions contained in this Agreement or under any other terms or conditions.

3. Registration

3.1 If we accept your Application, we will notify you by e-mail and/or by post and issue you with the Domain Name and make the Domain Name Service available to you as soon as practicable.

3.2 We, in our sole and absolute discretion, reserve the right:- (a) to refuse to register the Domain Name or register you for any SARNic’s services; or (b) to delete the Domain Name and your Account within the first 30 days from receipt of your payment for such services. In the event we do not register the Domain Name or register you for the Domain Name Service, or we delete the Domain Name or cancel or suspend the Domain Name Service within such 30-day period, we shall refund any fees that you have paid us under this Agreement. We shall not be liable to you for any loss or damage that may result from any such deletion, cancellation or suspension.

3.3 Registering the Domain Name does not confer any legal rights to that name. In the event that the use of the Domain Name is challenged by any third party, or if any dispute arises in relation to this Agreement, the applicant shall abide by the procedures specified in the Dispute Resolution Policy to the extent that the policy is relevant.

4. Representations, warranties and undertakings

4.1 You represent and warrant that:- (a) all information provided by you in connection with your Application is complete and accurate; (b) you have full capacity and authority to enter into this Agreement; in particular, if you are an individual, you are 18 years old or above at the time of submitting your Application; (c) the use of the Domain Name by you does not and will not violate any Intellectual Property Rights; and (d) you have the right to use the Domain Name.

4.2 You undertake to defend, indemnify and hold us harmless, against any and all claims, actions, losses, damages, expenses and costs, including legal costs, arising out of or relating to (i) the registration of the Domain Name with us, (ii) any breach by you of this Agreement and/or the Dispute Resolution Policy, or (iii) any third party claim, action, or demand related to the Domain Name or use thereof by or procured or permitted by you.

4.3 Without prejudice to Section 4.2, you shall not by using, permitting or authorizing the use of the Domain in any way infringe, or attempt to infringe any Intellectual Property Rights of third parties. If in our reasonable opinion such infringement has occurred or is likely to occur, we may suspend or cancel Domain Name and/or your Account. You agree to indemnify us against any and all legal expenses incurred as the result of any third party claims in respect of such infringement whether innocent or otherwise. In the event of legal or other action by third parties for any reason in respect of your use of the Domain Nameyour Internet Names, we reserve the right to require guarantees in respect of your indemnity to us or at our sole discretion to suspend or cancel the Domain Name your Internet Name Rregistration. In such disputes we would release the Internet Domain Name only where directed by Court Order.

4.4 You undertake:- (a) not to use, or procure or authorize another to use, the Domain Name for any improper, immoral or unlawful purposes; (b) to, upon our reasonable request, give us any information relating to your use of the Domain name ; and (c) to comply with any reasonable instructions issued by us which concern your use of the Domain Name and/or the Domain Name Service for the purpose of maintaining our efficient and sound management of our domain name registry.

4.5 We do not make any representation or warranty that registration of the Domain Name will immunize you from challenges to the registration or your use of the Domain Name.

5. Term of registration

5.1 Unless we have otherwise agreed in writing, this Agreement shall be effective for the term specified in your Application commencing on the date on which we first make the Domain Name Service available to you for use, subject to and conditional upon timely payment of the Charges, and shall be renewable upon our sole discretion and also conditional upon your payment of annual renewal charges that we in our sole discretion may bill you.

6. Provision of Services

6.1 We shall use our best endeavours to make the Domain Name Service available to you at all times, provided that you acknowledge that the quality and availability of the service may be affected by factors outside our reasonable control. Such factors include without limitation fire, flood, land heave and subsidence, physical obstructions, atmospheric conditions, Acts of God, industrial action, default or failure of a third party, governmental action, or faults in any local or international telecommunication networks on which the Domain Name Service may rely.

6.2 Any acceptance of your Application and the performance of our services under this Agreement will and shall be deemed to occur at our offices in Hong Kong, in which our principal place of business and primary domain name server are located.

6.3 You shall follow our instructions and procedures as may be made and revised by us from time to time for the use of the Domain Name Service and for any change in your account information. In order to view or to change any of your account information with us, you shall if we so require use your account login name and password that you select when you open your Account with us. Please safeguard your account login name and password from any unauthorized use. We shall not be liable for any unauthorized use or misuse of your account login name or password.

7. Payment

7.1 You shall pay the billed Charges in accordance with the Price List in advance in accordance with our bills for the maintenance of the Domain Name in our registry. We reserve the right to amend the billing period at any time at reasonable notice. Registration fees are due at the time of the submission of your Application.

7.2 Payment of Charges shall be made within 14 days after the issue of each bill. If you fail to pay on the due date, we may suspend the Domain Name Service and charge interest on all sums outstanding at the rate of 5% above the prime loan interest rate of the banks in Hong Kong. The interest rate used shall be that in force on the bill date, and will be applied from the bill date until the date of actual payment.

7.3 We may in our sole and absolute discretion vary the Price List at any time. We shall give you notice of any such variation at least 14 days in advance.

8. Liability

8.1 You shall indemnify us against any and all loss, damage, costs or legal fees suffered or incurred by us as a result of any breach of this Agreement by you.

8.2 To the extent permitted by law, we disclaim any representation or warranty whether express or implied:- (a) as to the title, fitness for a particular purpose, accuracy or standard of quality of the Domain Name or the Domain Name Service; (b) that the Domain Name Service will be uninterrupted or error free; (c) any obligation to maintain the confidentiality of information (although our current practice is to maintain such confidentiality); (d) the results to be obtained from use of the Domain Name and/or the Domain Name Service unless otherwise specifically mentioned in this Agreement.

8.3 To the extent permitted by law, we disclaim any and all loss or damage whether resulting from the following or otherwise:- (a) loss or liability resulting from access delays or access interruptions relating to our domain name system; (b) loss or liability resulting from data non-delivery or data mis-delivery; (c) loss or liability resulting from acts of God; (d) loss or liability resulting from the unauthorized use or misuse of your Account information or security measures; (e) loss or liability resulting from errors, omissions, or misstatements in any and all information or services provided under this Agreement; (f) loss or liability relating to the deletion of or failure to store data collected from you; (g) loss or liability from your inability to use the Domain Name Service; (h) loss or liability that you may incur in connection with our processing of your Application for our services, our processing of any authorized or mandatory modification to your domain name record or your agents’ failure to pay any fees, including theany initial registration fee or registration fee; or (i) loss or liability as a result of the application of the Dispute Resolution Policy.; or (j) loss or liability as a result of our terminating this Agreement and your Account, discontinuing the Domain Name Service, canceling your registration of the Domain Name, and/or granting registration of the Domain Name to, and/or providing the Domain Name Service for, another customer thereafter.

8.4 Our liability arising out of this Agreement shall in any event not exceed the total Charges paid by you to us for the Domain Name immediately preceding twelve months prior to any incident giving rise to a claim.

8.5 Any breach of this Agreement by you may not be reasonably or adequately compensated by way of damages alone, and we shall be entitled to seek equitable relief by way of specific performance or injunction or other remedies in connection with this Agreement.

9. Suspension of services and re-registration

9.1 We may suspend the Domain Name Service in whole or in part, or remove any name from our registry at any time without notice if: (a) our equipment breaks down, or requires modification or maintenance; (b) you act in such a way that the operation of the Domain Name Service or any other part of our domain name system will be jeopardised or impaired; and You shall remain liable for all Charges during the period of the suspension unless, in our sole and absolute discretion, we decide otherwise.

9.2 We reserve the right to make a charge for any re-registration and apply different payment terms to you as a condition of re-registration, except only in the circumstances where our equipment breaks down, or requires modification or maintenance not resulted from any act or omission caused by you.

10. Termination of Agreement

10.1 We may terminate this Agreement in whole or in part, discontinue the Domain Name Service and cancel the registration of the Domain Name immediately by notice in writing to you if:- (a) you are in breach of any of the terms of this Agreement and you do not remedy such breach within 14 days of the date of a notice from us specifying the breach; or (b) you make, or offer to make, any arrangement or composition with creditors, or commit any act of bankruptcy, or if any petition or receiving order in bankruptcy is presented or made against you; or if you are a company, any resolution to wind up the company is passed, or if a receiver is appointed over the whole or any part of the company's assets, or if we reasonably anticipate that any such events is likely to happen if you take or suffer similar action on account of debt; or (c) we cease to make the Domain Name Service available to our customers in general for whatever reason.

10.2 If you terminate this Agreement for any reason, or we terminate this Agreement for reasons referred to in Section 10.1(a) or (b), you shall not be entitled to any refund of the Charges already paid.

10.3 Upon the date of termination of this Agreement for whatever reason, all licences, rights and privileges granted to you under the terms of this Agreement shall cease immediately. We may thereupon discontinue the Domain Name Service and cancel your registration for the Domain Name and at any time thereafter register another customer for the Domain Name.

10.4 Any termination of this Agreement shall not affect any accrued rights or liabilities of either party nor shall it affect the coming into force or the continuance in force of any provision contained in this Agreement which is expressly or by implication intended to come into or continue in force on or after such termination.

11. Privacy and personal data

11.1 Our Privacy Policy Statement sets forth your and our general policy on your personal data. We, in our sole and absolute discretion, may modify our the Privacy Policy Statement at any time. We shall post such revised statement on our web site at least 30 days before it becomes effective.

11.2 You represent and warrant that you have provided sufficient notice to, and obtained consent from, any third party whose personal data you supply to us. You shall provide such notice and obtain such consent with regard to any third party personal data that you supply to us in the future. We shall not be responsible for any consequences resulting from your failure to provide notice or receive consent from such individuals nor for your providing outdated, incomplete or inaccurate information. You shall indemnify and hold us harmless against any and all loss and damage concerning such third party personal data.

11.3 Subject to the requirements of our Personal Information Collection Statement and Privacy Policy Statement, in order for us to comply with the current rules and policies for the domain name system, you hereby grant us the right to, or authorize another to, disclose to third parties any mandatory information that we may be required to provide when registering or reserving the Domain Name or maintaining the Domain Name Service.

12. Modifications to Agreement

12.1 Except as otherwise provided in this Agreement, the terms and conditions of this Agreement and the services provided by us may be varied by us the services provided under this Agreement at any time. Any such variation shall be binding and effective immediately upon posting of the revised Agreement or change to the services on our web sites, or upon notification to you by e-mail or by post, in which event you shall be deemed to have notice of such revised Agreement or change to the services.

12.2 You shall periodically visit our web sites and review the contents thereof, including the current version of this Agreement available on our web sites, to keep yourself informed of any such revisions. By continuing to use our services after any revision to this Agreement or change, you agree to abide by and be bound by any such revisions or changes.

12.3 If you do not agree with any revision to the Agreement or change to services, you may terminate this Agreement at any time by providing us with notice by the method chosen by you when you submit your application for the Domain Name or such other way that you may choose subsequently by using the same procedure.E-mail or mail addressed to our office in Hong Kong. Notice of your termination will be effective upon receipt and processing by us. Any fees paid by you are nonrefundable, but you will not incur any additional fees. We shall not be liable in any way in the event that the Domain Name is cancelled or suspended by us

12.4 We are not bound by, and you shall not rely upon, any representation by any agent, representative or employee of any third party that you may instruct to apply for our services.

12.5 For the avoidance of doubt, none of our staff is authorised to orally alter the terms and conditions of this Agreement or make any change to our services.

13. Disposal of rights

13.1 Your rights under this Agreement shall not be assigned or licensed to any third party. Any attempt by you to assign or license your rights shall forthwith render this Agreement voidable at our option. Any attempt by your creditors to obtain an interest in your rights under this Agreement, whether by attachment, garnishment or otherwise, shall forthwith render this Agreement voidable at our option.

13.2 We may assign all or any of our rights or responsibilities under this Agreement without your consent being required.

14. Miscellaneous

14.1 You agree to the disclosure to any government agency, telecommunications company, debt collection agency, credit reference agency, security agency, or financial institution, of any information relating to this Agreement and your Account or such other disclosure as may be lawful under personal data protection legislation of Hong Kong for the time being in force.

14.2 The English version of these terms and conditions shall prevail over any version in any other language which shall be provided for information purposes only.

14.3 This Agreement and the documents referred to in this Agreement set forth the entire agreement and understanding between you and us in relation to the subject matter of this Agreement and supersedes and cancels in all respects all previous agreements, letters of intent, correspondence, understandings, agreements and undertakings (if any) between you and us with respect to the subject matters of this Agreement.

14.4 All provisions of this Agreement shall so far as they are capable of being performed or observed continue in full force and effect notwithstanding termination of this Agreement except in respect of those matters then already performed.

14.5 The parties hereto shall do and execute or procure to be done and executed all such further acts, Agreements, documents and things as may be necessary to give full effect to the terms and intent of this Agreement.

14.6 No breach of any provision of this Agreement shall be waived or discharged except with the express written consent of the Parties.

14.7 No failure or delay by any Party in exercising any right, power or entitlement under this Agreement shall operate as a waiver thereof nor shall any single or partial exercise by and party of any right, power or entitlement preclude any further exercise thereof or the exercise of any other rights, power or entitlement. The rights and remedies in this Agreement are cumulative and not exclusive of any rights and remedies provided by law.

14.8 Each and every obligation under this Agreement shall be a separate obligation and shall be severally enforceable. If at any time any one or more of the provisions of this Agreement is or becomes illegal, invalid or unenforceable in any respect under the laws of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions of this Agreement nor the legality, validity or enforceability of such provision under the laws of any other jurisdictions shall in any way be affected or impaired thereby.

15. Jurisdiction

15.1 This Agreement shall be governed by and construed in accordance with the laws of Hong Kong. Each Party hereby submits to the non-exclusive jurisdiction of the courts of Hong Kong as regards any claim or matter relating to this Agreement.

15.2 The submission to the jurisdiction of the courts of Hong Kong shall not (and shall not be construed so as to) limit the right of either you or us to take proceedings against each other in any court of competent jurisdiction, nor shall the taking of proceedings by any of the parties hereto in any one or more jurisdictions preclude it from taking proceedings in any other jurisdiction (whether concurrently or not) if and to the extent permitted by applicable law.