Terms and conditions

SKYDOMAINS.IO TERMS AND CONDITIONS

1. Definitions 1.1 “Client”: any natural or legal person who has entered into an Agreement with the Contractor or to whom the Contractor has made an offer or quotation. 1.2 “Contractor”: All Electronics B.V., operating under the name Skydomains.io, registered at Kettingstraat 8, 5611RD Eindhoven, The Netherlands, registered at the Dutch Chamber of Commerce under the number KVK: 67808816. 1.3 “Agreement”: the arrangement between the Contractor and the Client under which the Contractor will provide Services to the Client. 1.4 “Party” or “Parties”: Contractor and/or Client. 1.5 “Services”: the services the Contractor provides under the Agreement, including but not limited to the sale of domain names.
2. Applicability 2.1 These Terms apply to all offers, quotations, orders, Agreements and deliveries of the Contractor, unless the Contractor and Client have explicitly agreed otherwise in writing. 2.2 If the Client includes a provision or conditions that deviate from, or not appear in, these Terms in its acceptance, confirmation or notification of agreement, then such can only bind the Contractor if and insofar as the Contractor has accepted such in writing. 2.3 We reserve the right to change or supplement these Terms. Changes also apply to Agreements already concluded with due observance of a period of thirty (30) days after written notification of the change.
3. Conclusion of the Agreement 3.1 The Agreement is concluded at the moment the Client accepts the offer of the Contractor and fulfils the conditions set by the Contractor. 3.2 If the Client has accepted the offer by electronic means, the Contractor will immediately confirm receipt of acceptance of the offer by electronic means. As long as the receipt of this acceptance has not been confirmed, the Client has the opportunity to dissolve the Agreement. 3.3 If it appears that the Client has provided incorrect data when accepting or otherwise entering into the Agreement, the Contractor has the right to only fulfil its obligation after the correct data has been received.
4. Execution of the Agreement 4.1 The Contractor will execute the Agreement to the best of its knowledge and ability and in accordance with high standards. All Services by the Contractor are carried out based on a commitment to the Contractor’s best efforts, unless and insofar as the Contractor has explicitly promised a result in the written Agreement and the result in question has also been described with sufficient certainty. 4.2 The Contractor has the right to have certain work done by third parties. The applicability of Articles 7:404, 7:407(2) and 7:409 of the Dutch Civil Code is explicitly excluded. 4.3 The Contractor is entitled to execute the Agreement in different phases and to invoice the thus executed part separately. 4.4 If the Agreement is executed in phases, the Contractor can suspend the execution of those parts that belong to a next phase until the Client has approved the results of the preceding phase in writing. 4.5 The Client ensures that all data, of which the Contractor indicates that these are necessary or of which the Client should reasonably understand that these are necessary for the execution of the Agreement, are provided to the Contractor in a timely manner. If the data required for the execution of the Agreement are not provided to the Contractor in a timely manner, the Contractor has the right to suspend the execution of the Agreement and/or to charge the Client with the extra costs resulting from the delay in accordance with the usual rates. 4.6 If it has been agreed that the Agreement will be executed in phases, the Contractor can suspend the execution of those parts that belong to a next phase until the Client has approved the results of the preceding phase in writing. 4.7 If and insofar as required for a good execution of the Agreement, the Contractor has the right to have certain work done by third parties.
5. Changes to the Agreement 5.1 If, after the conclusion of the Agreement, it appears necessary for its proper execution to change or supplement its contents, the Parties will timely and in mutual consultations adjust the Agreement accordingly. 5.2 If the Parties agree that the Agreement will be changed or supplemented, this can influence the time of completion of the execution. The Contractor will inform the Client as soon as possible. 5.3 If the change or supplement to the Agreement will have financial, quantitative and/or qualitative consequences, the Contractor will inform the Client about this in advance. 5.4 If a fixed fee has been agreed upon, the Contractor will indicate to what extent the change or supplement to the Agreement will result in this fee being exceeded. 5.5 Contrary to paragraph 3, the Contractor will not be able to charge additional costs if the change or supplement is the result of circumstances attributable to the Contractor.
6. Contract Duration 6.1 The Agreement between the Contractor and the Client is entered into for an indefinite period of time, unless the nature of the Agreement dictates otherwise or if the Parties explicitly agree otherwise in writing. 6.2 If a deadline has been agreed upon within the duration of the Agreement for the completion of certain activities or for the delivery of certain items, this is never a strict deadline. In the event that a term is exceeded, the Client must therefore give the Contractor written notice of default. The Contractor must be given a reasonable period of time to still execute the Agreement. 6.3 The Contractor is allowed to suspend the fulfilment of its obligations or to dissolve the Agreement, if the Client does not, not fully, or not timely fulfil its obligations under the Agreement, or if circumstances brought to the Contractor’s attention after the conclusion of the Agreement give the Contractor good grounds to fear that the Client will not fulfil its obligations.
7. Fees 7.1 For the execution of the Agreement, the Client owes a fee to the Contractor as stated on the Website. 7.2 All prices used by the Contractor are exclusive of VAT and other government levies, unless otherwise indicated. 7.3 If a change in the Agreement or the execution thereof results in the Contractor having more or less costs, the Contractor is entitled to adjust the prices accordingly. 7.4 The Contractor is entitled to adjust the agreed prices and rates by written notification to the Client for deliveries that, according to the relevant planning or according to the Agreement, will take place at least three months after the date of notification. 7.5 If the Client does not wish to accept the adjustment of prices and rates communicated by the Contractor as referred to in paragraph 4, the Client is entitled to terminate the Agreement in writing within seven working days after the aforementioned notification, or to cancel the order as of the date stated in the Contractor’s notification on which the price or rate adjustment would take effect.
8. Payment 8.1 Payment of the purchase price for a domain name must be made in full before the transfer of the domain name to the Client. 8.2 If the Client fails to fulfil its payment obligation(s) in time
   8.3 After the Client has been informed by the Contractor of the late payment and the Contractor has granted the Client a period of 14 days to still fulfil its payment obligations, and if payment is still not made within this 14-day period, the legal interest is due on the amount owed and the Contractor is entitled to charge any extrajudicial collection costs it has incurred. These collection costs amount to a maximum of: 15% on outstanding amounts up to € 2,500; 10% on the next € 2,500 and 5% on the next € 5,000, with a minimum of € 40.
9. Confidentiality
   9.1 Both Parties are obliged to maintain the confidentiality of all confidential information that they have received from each other or from another source in the context of their Agreement. Information is considered confidential if the other Party has indicated it as such or if this arises from the nature of the information.
   9.2 If, on the basis of a statutory provision or a court judgment, the Contractor is obliged to provide confidential information to third parties designated by law or by the court and the Contractor cannot invoke a right to refuse to give evidence recognized or permitted by the competent court, the Contractor is not obliged to pay compensation or indemnification and the Client is not entitled to dissolve the Agreement on the basis of any damage resulting from this.
10. Intellectual Property
    10.1 All IP Rights and copyrights of the Contractor rest solely with the Contractor and are not transferred to the Client.
    10.2 The Client is prohibited from infringing any IP Rights, making changes to the physical carriers of these rights, or to remove or modify any indication regarding the confidential nature or regarding copyrights, trademarks, trade names or other IP Rights, including indications regarding the confidential nature and non-disclosure of the Contractor’s databases.
    10.3 The Contractor has the right to take protective measures to protect its IP Rights and databases and, in the event of a violation of the agreed conditions, the Client is liable for all damage suffered and still to be suffered by the Contractor as a result.
11. Liability
    11.1 The Contractor is not liable for damages that are or may be the result of any act or omission as a result of (incomplete and / or incorrect) information on the Website or linked websites.
    11.2 The Contractor is not responsible for errors and / or irregularities in the functionality of the Website and is not liable for malfunctions or the unavailability of the Website.
    11.3 The Contractor is not liable for any damage, whatever the cause, as a result of the Client acting on the basis of incorrect and / or incomplete information.
    11.4 The Client is aware that the Contractor only sells domain names and does not provide any intermediary service or other services. The Contractor is therefore not liable for any damages as a result of the use of the domain name by the Client.
    11.5 The Contractor’s liability for indirect damage, including consequential damage, lost profit, lost savings, loss of data and damage due to business interruption, is excluded.
    11.6 In case of force majeure, as described in Article 14, the Contractor is not obliged to compensate for any damage.
    11.7 The exclusions and limitations of liability mentioned in this article do not apply if the damage is the result of intentional or grossly negligent conduct by the Contractor or its managers.
    11.8 It is the responsibility of the Client to ensure that the domain name purchased from the Contractor does not infringe on any patent, copyright, trademark, trade secret or other proprietary and/or other rights of any third party.
12. Force Majeure
    12.1 The Contractor is not obliged to comply with any obligation towards the Client if it is hindered to do so as a result of a circumstance that is not due to its fault, and is not for its account under the law, a legal act or generally accepted views.
    12.2 In these Terms, force majeure is understood to mean, in addition to what is understood in this respect in law and jurisprudence, all external causes, foreseen or unforeseen, which the Contractor cannot influence, but as a result of which the Contractor is unable to fulfil its obligations. This includes but is not limited to: (D)DOS attacks, failures in the internet or electricity network, failures in blockchain, failures in the APIs of third parties on which the Services depend, a strike, riots, war or terrorist actions, natural disasters, epidemics, pandemics or a decision or law of a government institution.
    12.3 The Contractor also has the right to invoke force majeure if the circumstance that prevents (further) performance of the Agreement occurs after the Contractor should have fulfilled its obligation.
    12.4 During the period that the force majeure continues, the Contractor can suspend the obligations under the Agreement. If this period lasts longer than two months, then each of the Parties is entitled to dissolve the Agreement, without obligation to compensate for damage to the other Party.
    12.5 To the extent that at the time of the occurrence of force majeure the Contractor has meanwhile partially fulfilled its obligations under the Agreement or will be able to fulfil them, and to the extent that the part already fulfilled or to be fulfilled has independent value, the Contractor is entitled to invoice the part already fulfilled or to be fulfilled separately. The Client is obliged to pay this invoice as if it were a separate Agreement.
13. Miscellaneous
    13.1 These Terms, as well as any Agreement are governed by Dutch law (The Netherlands). Any dispute resulting out of or in connection with these Terms or any associated agreement shall be exclusively submitted to the competent court in Eindhoven, the Netherlands.
    13.2 The provisions of these Terms set out the legal relationship between the Parties and replace all previous agreements or statements made by the Contractor and only provide evidence for it.
    13.3 The Client agrees that any version received and/or saved by the Contractor with respect to any communication or measurement (monitoring) from the Client shall be considered authentic and leading, unless the contrary is proven by the Client.
    13.4 These Terms might have been drafted in multiple languages. In case of any discrepancy between the language versions of these Terms, the English version is considered leading and binding, and shall prevail in the event of any dispute as to the scope or content of the Terms.
    13.5 Our Privacy Statement, which you may view at skydomains.io/privacy, is incorporated herein by reference. By accepting these Terms, you acknowledge that you have reviewed the Privacy Statement and expressly consent to the use and disclosure of your personally identifiable and other information as described in the Privacy Statement.
    B. Sale of Domain Services
    The following additional Terms apply with respect to Sale of Domain Services provided by the Contractor to the Client.
14. Additional Client obligations
    14.1 Client and Contractor shall enter into a Sales Agreement, which includes the procedure for purchasing domain names through the Website. By entering into the Sales Agreement, Client agrees to be bound by these Terms.
    14.2 Sales Services shall only be provided after the following conditions are met:
    acceptance by the Client of the applicable Terms and Agreement(s);
    acceptance by the Contractor (in its sole discretion) of the domain purchase application; and
    payment of the applicable fees by the Client.
    14.3 The Client is responsible for ensuring that all information provided to the Contractor is complete and accurate.
15. Limitation of Liability
    15.1 Client acknowledges and agrees that Contractor does not control all aspects of the domain name registration process. Contractor shall therefore not be liable for any inaccuracies regarding the registration information relating to information provided by the Client or any information processed and/or used by the respective domain name registry. Contractor shall not be held liable and not refund any domain name registration due to spelling errors/typos.
    15.2 Client acknowledges and agrees that Contractor only acts on its own behalf and does not perform any actions with respect to the Sales Services without Client’s prior written instructions or consent. Client acknowledges and agrees that Contractor shall not be liable for any damages as a result of Client’s own omissions or incomplete or untimely instructions.
    15.3 Client acknowledges and agrees that the domain name purchase is subject to suspension, cancellation or transfer to correct mistakes by the Contractor, another registrar, or a registry administrator in administering the domain name or for the resolution of disputes concerning the domain name pursuant to an ICANN policy or procedure. It is Client’s sole responsibility to verify if any domain name is infringing the patent, copyright, trademark, trade secret, right of publicity or other intellectual property rights of any third Party prior to purchase. In the event that the domain name is found to be infringing , Contractor may cancel or terminate the purchase with immediate effect, without any obligation to refund any amounts paid by the Client to the Contractor or without the obligation to compensate the Client for any damages incurred therewith. Client acknowledges and agrees that Contractor is entitled (in its sole discretion) to suspend, cancel, transfer or otherwise modify a domain name purchase in order to comply with a court order. In no event shall Contractor be liable to the Client in that respect.
    15.4 Client shall defend, indemnify and hold harmless the Contractor from and against any and all claims, losses, damages, liabilities, costs and expenses, including attorneys’ fees, arising from or relating to Client’s breach of the Sales Agreement, these Terms or any policies which apply to the Services, as well as Client’s use of the domain name or any Third Party claim with respect to the domain name.
16. Fees
    16.1 Sales Services are subject to payment of the applicable fees. All fees are non-refundable, in whole or in part, even if your domain name purchase is suspended, cancelled or transferred prior to the end of your then-current registration term. It is the responsibility of the listed purchaser for the domain name to maintain records appropriate to document and prove the initial domain name purchase date.
    16.2 Contractor reserves the right to modify fees, surcharges, and renewal fees or to institute new fees at any time with 30 days’ notice, for any reason, at its sole discretion.
17. Registration information
    17.1 As part of the domain name purchase process and in accordance with ICANN policies, a registered name holder is required to submit, and update within seven (7) days of any change, complete and accurate information, including (but not limited to) the following:
    The domain name purchaser’s name and postal address;
    The domain name being requested;
    Administrative contact information, including the name, postal address, email address, telephone number, and where available, fax number of the administrative contact for the domain name; and
    Technical contact information, including the name, postal address, email address, telephone number, and where available, fax number of the technical contact for the domain name; and
    Billing contact information, including the name, postal address, email address, voice telephone number, and where available, fax number of the billing contact for the domain name.
    The original creation date of the domain name purchase;
    The submission date and time of the purchase to Contractor and by Contractor to the proper registry;
    Account records for your domain name purchase, including dates and amounts of all payments and refunds;
    The IP addresses of the primary nameserver and any secondary nameservers for the domain name;
    The corresponding names of those nameservers;
    The name, postal address, email address, voice telephone number, and where available, fax number of the technical contact for the domain name;
    The name, postal address, email address, voice telephone number, and where available, fax number of the administrative contact for the domain name;
    The expiration date of the purchase; and
    Information regarding all other activity between you and us regarding your domain name purchase and related services.
    Client therefore acknowledges and agrees that Contractor will make this information available as part of the domain name purchase process.
    17.2 Upon renewal of the domain name registration, the type of information Client is required to provide may have changed. Client acknowledges and agrees that the Contractor may refuse renewal of the registration if the Client fails to timely submit any additional required information.