SCHEDULE A - Form of Registration Agreement - .AU domains

 
 
1 These terms and conditions, and any applicable Published Policies of .auDA Domain Administration Limited (ACN 079 009 340) ('auDA') (the 'Published Policies'), constitutes the entire agreement between Melbourne IT and the Licensee for the registration of the Domain Name, and supersedes all prior agreements, understandings and representations whether oral or written.
LICENSEE'S OBLIGATIONS
2 The Licensee agrees to read and comply with the terms of the Published Policies referred to in clause 1 and located at http://www.auda.org.au/policy, in respect of its use and registration of Domain Names registered through Melbourne IT as the registrar of record.
3 The Licensee agrees that where it is to manage its own Domain Name (as opposed to its appointment of a Melbourne IT accredited reseller to manage its Domain Name), payment clauses 4-6 of this Agreement apply. The Licensee agrees that where it appoints a Melbourne IT accredited reseller to manage its Domain Name, the charges payable for the registration or renewal of that Domain Name, and the payment terms for such Domain Name, will be as agreed by the Licensee and the Melbourne IT accredited reseller.
4 The Licensee agrees that Melbourne IT's charges for the licence of a Domain Name or any related Domain Name services are set out on Melbourne IT's website http://www.melbourneit.com.au (the 'Melbourne IT Website'). The Licensee agrees to pay such charges:
a at the rates set out on Melbourne IT's Website at the time the Licensee's Domain Name Application for registration or renewal is submitted to Melbourne IT; and
b in accordance with the payment terms set out at the Melbourne IT Website at the time the Licensee's Domain Name application for registration or renewal is submitted to Melbourne IT.
5 The parties agree that the Licensee's application for the registration or renewal (as the case may be) of a Domain Name will not be processed by Melbourne IT until Melbourne IT receives all applicable charges in respect of that Domain Name from the Licensee.
6 The Licensee agrees that failure to pay any charge (including, without limitation, any renewal charge) for its Domain Name when due (as evidenced for example by, without limitation, the Licensee's credit card company notifying Melbourne IT of the Licensee disputing the payment of, or refusing to pay such charge, or where the Licensee's credit card payment has been declined or reversed) will entitle Melbourne IT to suspend the delegation of the Licensee's Domain Name on Melbourne IT giving the Licensee written notice of the Licensee's failure in payment. Where the Licensee fails to remedy its failure to pay the relevant charge within 14 days of receiving such notice from Melbourne IT, Melbourne IT may immediately cancel the relevant Domain Name registration by deleting the relevant Domain Name. Where the Licensee remedies the failure in payment within 14 days of receiving such notice from Melbourne IT, provided that the relevant Domain Name has not already been deleted in accordance with this clause 6, Melbourne IT will promptly cease its suspension of the delegation of the relevant Domain Name.
7 The Licensee agrees that it will:
a ensure that its Domain Name Application is in the form specified in the Published Policies;
b obtain the consent of individuals whose personal information is to be publicly listed in the Registry as part of the Domain Name Application;
c at all times comply with the Published Policies;
d promptly notify Melbourne IT of any change to its Domain Name registration details;
e promptly notify Melbourne IT of any actual or threatened proceedings brought in respect of the word/s used as a Domain Name whether by or against the Licensee; and
f not, directly or indirectly, through registration or use of its Domain Name or otherwise:
i register a Domain Name for the purpose of selling it;
ii register a Domain Name for the purpose of diverting trade from another business or website;
iii deliberately register as a Domain Name misspellings of another entity's company or brand name in order to trade on the reputation of another entity's goodwill;
iv register a Domain Name and then passively hold a Domain Name Licence for the purpose of preventing another licensee from registering it;
v transfer or purport to transfer a right of ownership in any Domain Name registration; or
vi grant or purport to grant a security interest or other encumbrance in a Domain Name.
8 The Licensee warrants:
a that it meets, and will continue to meet for the period of its Domain Name registration, the eligibility criteria prescribed in the Published Policies for registering a Domain Name;
b that the details in respect of its Domain Name submitted to Melbourne IT by the Licensee are true and correct, and that any future additions or alterations to those details will be true and correct;
c that it has not previously submitted a Domain Name Application (which is for the same Domain Name applied for with Melbourne IT) for registration with another registrar where:
d the Licensee is relying upon the same eligibility criteria for both Domain Names; and
e the Domain Name has previously been rejected by the other registrar.
8A In addition to the warranties contained in clause 8, the Licensee makes each of the warranties to Melbourne IT and auDA, as specified in auDA's Registrant Warranties Policy (2005-03), and any other policy introduced by auDA in substitution, replacement or amendment to that policy. These warranties include, without limitation, that all information supplied to Melbourne IT for the registration of the Domain Name are true, complete and correct. The Licensee accepts that auDA or Melbourne IT can cancel the registration of the Domain Name if any of these warranties are not true.
9 The Licensee warrants that neither the registration of the Domain Name nor the manner in which the Domain Name is directly or indirectly used infringes the legal rights of a third party. Melbourne IT's remedies under this warranty will continue to be available to it after the Licensee's completion of the Domain Name registration process and will survive notwithstanding the cancellation of the Domain Name or expiry or termination of this Agreement.
10 The Licensee indemnifies Melbourne IT against any claim that the registration of the Domain Name or the manner in which the Domain Name is directly or indirectly used infringes the legal rights of any third party (except for claims arising from Melbourne IT's negligence or breach of the terms of this contract), and indemnifies Melbourne IT against the costs and expenses, however they may arise, incurred in defending or dealing with such a claim.
11 The Licensee agrees that as required of Melbourne IT by auDA it grants:
a to auDA, the right to provide auDA with all information relating to the Licensee's Domain Names registered with Melbourne IT for public disclosure to third parties;
b to Melbourne IT, the right to provide the Registry Operator with all information which is reasonably required by the Registry Operator in order to register the Domain Name in the Registry; and
c to Melbourne IT, the right to provide the Registry Operator with all information relating to the registered Domain Name to enable the Registry Operator to maintain a public WHOIS service for public disclosure to third parties, provided that such disclosure is consistent with:
i the National Privacy Principles specified in the Privacy Act 1988 (Cth); and
ii the Published Policies.
12 The Licensee acknowledges that all personal information about the Licensee which is supplied by Melbourne IT to auDA is held by auDA for the benefit of the Australian public.
13 The Licensee agrees that Melbourne IT enters into this Agreement as the agent of auDA for the sole purpose, but only to the extent necessary, to enable auDA to receive the benefit of the rights and covenants conferred on auDA under this Agreement.
MELBOURNE IT'S OBLIGATIONS
14 Melbourne IT will:
i process the Licensee's Domain Name Application and consider whether to accept or reject it in accordance with the criteria laid down in the Published Policies in force at the time of the application;
ii (if the Domain Name Application is accepted) forward the Domain Name registration and delegation details to the Registry Operator and use its reasonable endeavours to ensure that details supplied by the Licensee in its Domain Name Application are entered into and maintained in the au zone file and sent to the Registry Operator;
iii (if the Domain Name Application is not accepted), notify the Licensee or its agent that the Application was not successful, and the reasons why;
iv permit the Licensee to transfer registered Domain Names to another auDA accredited registrar in accordance with the Published Policies; and
v immediately give written notice to the Licensee if Melbourne IT is no longer an auDA accredited registrar, or if Melbourne IT's auDA accreditation is suspended or terminated. The Licensee agrees that if Melbourne IT is no longer an auDA accredited registrar, the Licensee must transfer its registered Domain Name to another auDA accredited registrar in accordance with the Published Policies within 30 days of receiving written notice from auDA requiring such transfer. Melbourne IT agrees that it will not charge the Licensee any fee for such transfer.
REGISTRATION OF DOMAIN NAME
15 The Licensee agrees that Melbourne IT will register Domain Names on a first come, first served basis. The Licensee agrees that Melbourne IT does not guarantee that any Domain Name applied for by the Licensee will be successfully registered. The Licensee acknowledges that it will not take any action in respect of the registration of its Domain Name until the successful registration of that Domain Name is confirmed to it by Melbourne IT.
16 The parties agree that neither Melbourne IT nor the Licensee has any right of ownership in a registered Domain Name.
17 The parties agree that the initial licence period for use of the Domain Name is two years from the date of successful registration. Thereafter, the licence may be renewed indefinitely for periods of two years, on the Licensee's payment of the applicable renewal charge prior to the expiry of the Domain Name and subject to the then current Published Policies and the terms of this Agreement.
18 The Licensee acknowledges that:
a it is the Licensee's responsibility to ensure that the Domain Name is renewed; and
b the Licensee releases and holds Melbourne IT harmless against any claim for damage or loss arising from any failure of the Licensee's Domain Name to be renewed by the Licensee.
19 The Licensee acknowledges that Melbourne IT has a complaints handling procedure located at the Melbourne IT Website which Melbourne IT will follow in handling any complaint from the Licensee in respect of Melbourne IT's supply of Domain Name registration or other related Domain Name services to the Licensee.
LICENSEE'S CANCELLATION OF DOMAIN NAME
20 The Licensee agrees that Melbourne IT may suspend or cancel the registration or suspend the delegation of the Licensee's Domain Name:
a in accordance with the terms of clauses 6 or 8A;
b if as reasonably determined by Melbourne IT in its sole discretion, the Licensee or any other person uses the Domain Name in connection with:
i any activity that infringes the intellectual property rights or other rights of third parties;
ii any activity that defames or disparages any person;
iii any otherwise illegal or fraudulent activity; or
c as directed by auDA.
21 The Licensee agrees that Melbourne IT may cancel the registration or suspend the delegation of the Licensee's Domain Name in accordance with the terms of clause 6, or as directed by auDA.
22 The Licensee agrees that in the event that the Licensee ceases to meet the eligibility criteria prescribed in the Published Policies for registering a Domain Name during the licence period for its Domain Name, the Domain Name Licence may be cancelled by either Melbourne IT or auDA.
TERMINATION OR EXPIRY OF AGREEMENT
23 Where the Licensee transfers its Domain Name from Melbourne IT to another auDA accredited registrar in accordance with the Published Poicies and the terms of this Agreement, the parties agree that this Agreement will terminate effective from the date of such transfer.
24 The parties agree that this Agreement will terminate on the effective date of cancellation of the Licensee's Domain Name in accordance with the terms set out in clauses 20-22.
25 The parties agree that this Agreement will expire where the Licensee's Domain Name licence expires and is not renewed by the Licensee prior to the deletion of the Domain Name.
DISPUTES
26 The Licensee agrees to be bound by the auDA dispute resolution policy, auDRP (the .au Dispute Resolution Policy) in the event of disputes between Melbourne IT and the Licensee, or between the Licensee and a third party, in relation to a party's entitlements to register or maintain a Domain Name registration.
27 The Licensee acknowledges that auDA may develop and implement other dispute resolution policies. The Licensee agrees to be bound by such dispute resolution policies where notified to the Licensee by auDA.
LIABILITY
28 The parties agree that notwithstanding any other provision of this Agreement and to the fullest extent permitted by law, neither auDA, the Registry Operator nor Melbourne IT will be liable to the Licensee for direct, consequential or indirect loss or damages of any kind (including, without limitation, loss of profit, loss or corruption of data, business interruption or indirect costs) suffered by the Licensee as a result of any act or omission of auDA, the Registry Operator or Melbourne IT, or any act or omission of the officers, employees, agents or sub-contractors of auDA, the Registry Operator or Melbourne IT.
29 If any legislation implies in this Agreement a term or warranty, the Licensee agrees that Melbourne IT's liability under this Agreement for a breach of that term or warranty is limited to, in the sole discretion of Melbourne IT, the re-supply of the goods or services again, or the payment of the cost of having the goods repaired or replaced, or the services supplied again.
30 The parties agree that clauses 28 and 29 survive the expiry or termination of this Agreement.
GENERAL
31 If any clause of these terms and conditions is held to be invalid or unenforceable in whole or part, the invalid or unenforceable wording shall be deemed to be omitted.
32 Any notice to be given under the contract is be deemed to be served if delivered by hand or sent by pre-paid post, by fax or e-mail, to the party to whom it is given at its last known postal or e-mail address or fax number.
33 The contract is governed by Victorian law, and the Licensee and Melbourne IT submit to the non-exclusive jurisdiction of the Victorian courts.
34 The parties agree that Melbourne IT may assign this Agreement to a third party on prior written notice to the Licensee.
35 The failure of a party at any time to insist on strict performance of any provision of this Agreement is not a waiver of its right at any later time to insist on strict performance of that or any other provision of this Agreement