General Terms & Conditions
United Domains Inc. General Terms and Conditions of Service
BY SIGNING UP FOR AND/OR OTHERWISE ACCESSING ANY OF THE SERVICES OR PRODUCTS OFFERED BY UNITED DOMAINS INC YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. THESE TERMS & CONDITIONS SUPERSEDE ALL EARLIER VERSIONS AND REQUIRE MANDATORY ARBITRATION OF DISPUTES. Please read these terms and conditions carefully, as they describe your legal rights and obligations. This agreement shall become effective as of the date of (1) your electronic signature on or acceptance of this agreement, (2) the activation of your account or (3) your receipt of an email from UD confirming your order, whichever happens first.
For the purposes of this Agreement:
"UD, "us," "we," "our" and grammatical variants thereof shall collectively refer to United Domains Inc., a corporation organized and existing under the laws of the State of Delaware, United States of America, located at 47 Third Street, Suite 301, Cambridge, MA 02141, U.S.A. and its assigns and successors in interest.
"You", "your" and grammatical variants thereof shall refer to the client, any other entity which has an ownership or other beneficial interest in the client, or any other entity in which the client has an ownership or other beneficial interest.
"UD's Equipment" shall mean computer and telecommunications devices, Internet access and/or transmission rights owned, operated, and/or maintained by UD and/or UD's affiliates, agents, or assigns which provide the UD Services.
"UD Services" shall mean the products and services provided by UD and/or UD's affiliates, agents, or assigns at any given time, including but not limited to domain registration, web hosting, email, and any associated support services, which services may be changed, amended, and/or otherwise altered at any time at UD's sole discretion.
"UD Software" shall mean any software provided by UD at any given time, whether downloaded to your computer, provided to you on CD or another form of removable media, or utilized online as part of the UD Services. The UD Software includes the program and any and all copies or portions thereof, whether standing alone or in combination with other programs, as well as the documentation and other materials delivered in connection with the software, if any.
"Bandwidth" shall refer to the rate of data transmission in bits per second using UD's Equipment.
"Content" shall mean the downloadable files which are interpreted by a client web browser for display with or without plug-ins.
"Customer Service" shall refer to communication from us to you dealing with problems or questions relating to services provided by us to you.
"Fee" shall mean monies and other consideration you are obligated to pay to UD for the right to use the UD Services and Bandwidth subject to the terms and conditions of this Agreement and of the particular UD Services for which you have registered, as outlined by the then-current schedule of fees.
"Fee Schedule" shall mean the fees for the UD Services as published on the UD website, which may be modified at any time at UD's sole discretion pursuant to the provisions of 23.1.
"International Customers" shall mean customers residing in or accessing the UD Services from outside of the United States of America and Canada.
"Laws" shall mean the laws, statutes, and regulations then in effect of the United States of America and its various states and dependencies as well as the laws of Your country of residence or the country in which you use or access the UD Services and the laws of any provinces, states or dependencies thereof.
"Parties" shall collectively refer to UD and you.
"Payment Account" shall refer to the credit card or Pay Pal account provided by You upon registration to pay for Your UD Services. UD may add, delete, or modify the methods by which customers can pay for the UD Services at any time without prior notice, at its sole discretion. Payments processed by Pay Pal are subject to Pay Pal's terms and conditions of service, and UD makes no representations or warranties with respect to those services.
"Portfolio" shall refer to your customer account.
"Suspend" or "Suspension" shall include the disabling of, releasing of, disabling of, and/or placing of a registrar lock on your domain name and the cessation of transmission of data to or from Your Website or via Your Services.
"Technical Support" shall refer to communications from us to you dealing with problems or questions relating to technical matters involving software or services provided by us to you.
"Website Space" shall mean a quantity of computer memory allocation, as outlined in the program description for Your Services, generally located on one or more computer storage devices and measured in units of megabytes (MBs) wherein data comprising Your Website is stored and is accessible by UD's web server equipment.
"Your Data" shall mean any data, including but not limited to personal data, advertisements, documents, emails, images, movies, web pages, or other Content, related to your use of the UD Services and stored on or transmitted by UD Equipment.
"Your Website" shall mean data transmittable via the Internet by UD which is stored in your Website Space regardless of whether it is located on web server equipment belonging to UD or a third party.
"Your Services" shall mean the specific UD Services for which you have contracted, subject to the limitations and specifications of the particular service effective as of the date of contract and to the fees for those UD Services pursuant to the current Fee Schedule.
Subject to and conditioned upon UD's retained rights and all other terms and conditions set forth in this Agreement, UD offers UD Services as soon as practicable after registration for and payment of any and all fees due. You will receive a password, account and instructions upon completion of the registration process. You are responsible for maintaining the confidentiality of both your password and your account and are fully responsible for all activities that occur under your password and your account. You agree to immediately notify UD of any unauthorized uses of the account or any other breach of security. UD cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. You acknowledge and agree that under no circumstances will UD be liable, in any way, for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. UD Services are subject to the following conditions and restrictions:
Certain functions of your Portfolio may be accessed directly by you through the Internet. Such access is password protected.
You are responsible for selecting and continuously managing password and security settings to protect your account and your domain name registration records (including your contact records and host records) from unauthorized access, changes and activity. You are entirely responsible for maintaining the confidentiality and secrecy of your password and account security settings, as well as your credit card and other information. All consequences of your disclosure of password and account information as well as all activities that occur in your Portfolio are your responsibility alone.
The provisions of this section 2.2 apply to web hosting services and/or email-services if such are part of your contract with UD.
UD shall provide to you a non-transferable, revocable, non-sublicensable, non-exclusive and limited license to use the amount of Website Space allocated to Your Services for your non-exclusive use for the exclusive purpose of storing Your Website data and disseminating said data via the Internet through the use of UD's Equipment for purposes consistent with this Agreement.
UD, either directly or through its assignee(s) or licensee(s), shall provide Customer Service relating to Your Website consisting of replying to customer questions or complaints regarding services provided by us to you relating to Your Website. UD is not obligated to provide any Customer Service except as specified in this Section 2 of this Agreement. Any and all requests for additional Customer Service may be refused by UD with or without reason. Any additional Customer Service which UD may subsequently agree to provide to you shall be at UD's sole discretion and once commenced, may be terminated at any time by UD without notice to you and without any liability to UD. Notwithstanding the foregoing, UD at its sole discretion may at any time alter or cease providing the Customer Service which it has agreed to provide to you relating to Your Website pursuant to this Agreement without any liability to UD.
UD, either directly or through its assignee or licensee, shall provide Technical Support relating to Your Website Space at UD. Any and all requests for Technical Support may be refused by UD with or without reason, in its sole discretion. Any Technical Support which UD may subsequently agree to provide to you shall be at UD's sole discretion and once commenced, may be terminated at any time by UD without notice to you and without any liability to UD.
All use of Website Space and provision of services to you by UD shall be subject to all terms and conditions set forth herein. You may not attempt to expand or alter these rights or UD's services by entering into multiple agreements.
Unless provided otherwise in the specifications for your Services, Bandwidth use, including but not limited to data retrieval from your Website, email traffic, and downloads, shall not exceed six gigabytes per month. Your combined mailbox use per account shall not exceed twenty-five gigabytes per month. You are responsible for monitoring your Bandwidth and mailbox use, and agree to check your e-email and download or delete your e-mail on a regular basis in order to ensure compliance with this your Bandwidth allotment according to this section. Should you exceed your mailbox use limits UD may return or reject any and all e-mails sent to you to the originating sender without liability to you. You agree that UD may debit the Payment Account for usage in excess of permitted amounts at the rates set forth in the then-current Fee Schedule.
Some UD Services may not be available to International Customers, and UD reserves the right to alter, amend, or discontinue the provision of some or all of the UD Services to International Customers in a particular market at any time at UD's sole discretion.
UD may suspend performance under or terminate this Agreement, cease transmission of data associated with your domain name immediately and without notice, permanently remove Your Data from the UD Equipment, and take any other actions it deems necessary, at its sole discretion, immediately and without notice, to comply with the relevant laws if it is informed or otherwise believes, at its sole discretion, that Your Website violates the intellectual property rights of any third party or is otherwise the subject of a dispute. As more completely set forth in Sections 5, 6, and 9, you waive any and all claims you may have, now and forever, against UD relating to the content, use, and operation of Your Website. You further agree to indemnify and hold harmless UD from and against any such claims.
You are responsible for backing up Your Data on your own computer. UD does not warrant or otherwise guarantee that it will back up your data or that data which has been backed up can be retrieved, and will not be responsible for any archiving or backup of Your Data. If any of Your Data is damaged, deleted, lost or corrupted in any way, or becomes otherwise unavailable due to termination or suspension of your account pursuant to this Agreement, UD will have no obligation or liability to you.
2.3. Domain Name Registration
If you register a domain name through UD, UD will register a second or third level (according to your order) domain name on your behalf, provided such domain name is available for registration. Your domain registration will be effective upon occurrence of all of the following:
- You offer to UD this Agreement, without modification, for UD's acceptance;
- UD accepts this Agreement and your domain registration application;
- UD receives payment of the registration, renewal and reinstatement fees as applicable; and
- UD delivers the domain registration information you provide either to the registry administrator for the applicable top level domain (TLD) or to a third-party registrar who delivers such information to the registry administrator for the applicable TLD and the registry administrator and, if applicable, the third-party registrar puts into effect your domain registration application.
UD only acts as an intermediary between you and the organization providing the domain name, which might be a third-party registrar and/or registry. UD does not guarantee or otherwise take any responsibility for delivering the domain registration information you provide immediately, promptly or in any specific timeframe to the registry administrator for the applicable TLD(s) or to a third-party registrar who delivers such information to the registry administrator for the applicable TLD. Especially UD does not take responsibility that a domain name that is listed as available at the time of order is not actually registered by a third party at that time or any time in the future and therefore cannot be registered for You. UD has no influence over the assignment of domain names. The registration of your domain name is subject to the terms and conditions of those third-party registrars and registries, and is also subject to the terms of the Uniform Domain Name Dispute Resolution Policy ("UDRP"). Additional registration terms and conditions apply for domains under certain TLDs. You agree that, if the registration or reservation of your domain name is challenged by a third party, you will be subject to the provisions of the UDRP in effect at the time of the dispute. UD assumes no liability in the event the domain name is unavailable or otherwise not assigned to you, and does not warrant or guarantee that assigned domain names do not infringe the rights of third parties, or that you will retain the rights to that domain name for any period of time. Upon payment in full of any and all registration fees, UD shall not own or otherwise legally control any domain name registered on your behalf
If you submit an application for pre-registration of a domain name, UD does not guarantee that the name will be secured for you, or that you will have immediate access to the domain name if secured. UD may use third party service providers for the pre-registration services.
You acknowledge and agree that UD or its agents, assignees or licensees may associate any data of any kind, at UD's sole discretion, with the domain name registered or any URL incorporating said domain name until you replace such data with Your Website, at such times as Your Website is no longer available, and upon termination for any reason, for as long as UD or UD's agent, assignee or licensee continue to be listed as the hosting entity with the domain name registry used to register such domain name. This paragraph shall apply to any and all web pages generated by UD or its affiliates, including but not limited to 404 error pages.
You represent and warrant that your domain name does not infringe the copyright, trademark, or any other intellectual property rights of any person or company and that your domain name is otherwise in compliance with the terms of this agreement, in particular the provisions of Section 7.
You shall inform UD of any claim or potential claim against your domain name, including but not limited to the initiation of a dispute under the UDRP, within five days of notification of same. Should you lose your right to use a domain name which is used in connection with the UD Services, whether through expiration of the domain name, judicial decree, administrative decisions of the UDRP or otherwise, you agree to inform UD immediately of the party to whom the domain name is to be transferred and you authorize UD to take any and all action necessary to effect such transfer.
UD will accept the transfer of domain names from other registrars, provided however, that you will be required to pay for an initial year of registration fees upon transfer. By requesting the transfer of your domain name you authorize UD to debit your Payment Account for this registration fee and any related fees or charges.
If Whois Protection Services are offered by UD these are subject to the terms and conditions of UD's Whois Protection Service (the "T&C Whois Protection Service"), which are incorporated herein by reference.
UD may suspend performance under or terminate this Agreement, cease transmission of data associated with your domain name, permanently remove Your Data from UD Equipment, and take any other actions it deems necessary, at its sole discretion, immediately and without notice, to comply with the UDRP or relevant laws if it is informed or otherwise believes, at its sole discretion, that your domain name violates the intellectual property rights of any third party or is otherwise the subject of a dispute. As more completely set forth in Sections 5, 6, and 9, you waive any and all claims you may have, now and forever, against UD relating to the registration, use, and subsequent transfers of your domain name. You further agree to indemnify and hold harmless UD from and against any such claims.
UD may, at its sole discretion, provide you with UD Software in combination with Your Services. Upon payment of all fees due and owing to UD under this Agreement, UD hereby grants, and you hereby accept, a nontransferable, revocable, non-sublicensable, and non-exclusive license to use the UD Software and all related documentation for your own personal or business use during the term of this Agreement. Any rights not expressly granted herein shall be reserved for UD. Source code or other information pertaining to the logic design of UD Software is specifically excluded from the license granted hereunder.
Although certain UD Software may be provided free of charge, UD reserves the right to charge for UD Software or any updates thereto or upgrades therefore at any time.
You recognize that UD Software and all related information, including but not limited to any and all updates, improvements, modifications, enhancements, and information related to installation of UD Software at your home or office, are proprietary, and that all rights thereto, including copyright, are owned by UD. You further acknowledge that you have been advised that UD Software, including updates, improvements, modifications, enhancements, and information related to installation, constitutes a trade secret of UD, is protected by civil and criminal law, and by the law of copyright, is valuable and confidential to UD, and that its use and disclosure must be carefully and continuously controlled.
UD shall at all times retain title to all UD Software and all related information, including all updates, improvements, modifications and enhancements, furnished to you hereunder.
Unless provided otherwise in the specifications for Your Services,, UD Software supplied hereunder is for the your personal or business use. You shall not permit any third party to use the UD Software or allow access to the UD Software from sites outside of your home or business premises except as specifically authorized in writing by UD. UD Software is to be used only for the purposes specified in this Agreement and specifically as restricted in the following three subparagraphs of this Section 2 (2.4.6-2.4.8).
While this Agreement is in effect, or while you have custody or possession of any of the Software, you will not: (i) reproduce, copy or publicly display, or permit anyone else to reproduce, copy or publicly display, any of UD Software, whether such UD Software is in written, magnetic or any other form, except pursuant to reasonable backup procedures, or for use related to Your Website pursuant to this Agreement, nor; (ii) provide or make UD Software available to any person or entity other than your employees or agents who have a need to know consistent with your use thereof under this Agreement, nor; (iii) create or attempt to create, or permit others to create or attempt to create, by disassembling, reverse engineering or otherwise, the source programs or any part thereof from the object program or from other information (whether oral, written, tangible or intangible) made available to you under this Agreement, nor; (iv) copy for your own use or the use of others operating manuals, system reference guides, training materials and other user-oriented materials without the prior written consent of UD. In order to protect UD's trade secrets and copyrights in the UD Software, you agree to reproduce and incorporate UD's trade secrets or copyright notice in any copies, modifications or partial copies.
You agree to notify UD forthwith if you obtain information as to any unauthorized possession, use or disclosure of any UD Software by any person or entity, and further agree to cooperate with UD at UD's expense, in protecting UD's proprietary rights.
Unless agreed otherwise in writing by UD, UD Software may be used only on a single computer or workstation. UD software designed for use on portable workstations may be installed on both a portable and a stationary computer but may not be used on both simultaneously. You may not install the UD Software on a network except to facilitate permissible installation of UD Software on computers attached to the network. You warrant and guarantee that all users of the software shall be aware of and comply with the terms of this license.
Certain UD Software is provided for online use as part of the UD Services (the "UD Online Software"), and the use of such software may be subject to fees as outlined in the current Fee Schedule in accordance with this Agreement. The UD Online Software is hosted software which runs directly on UD's servers, and you may not download, install, store or make any copies of the UD Online Software, nor may you sublicense the UD Online Software. You agree not in any way to translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, license, distribute, market or otherwise dispose of any portion of the UD Online Software or any copies thereof and not to assist any third party in doing so. The UD Online Software is designed to be used through the UD user interface and, as such, may be utilized by any authorized user from any computer or workstation. This license will be automatically revoked upon termination of this Agreement. UD reserves the right to suspend the use of, modify or discontinue the UD Online Software for any or all customers at any time without notice. Certain Online Software is also Third Party Software, and is subject to the applicable provisions of 2.4.10. UD may limit the functionality of any such third party Online Software, at its sole discretion.
From time to time UD may provide its customers with the ability to download from its site certain third-party software (the "Third Party Software"). The license conditions governing the use of the Third Party Software may differ from UD's own software licenses. Customers of UD are bound by the conditions of all licenses pertaining to such Third Party Software and should make themselves familiar with their terms and conditions. Some such Third Party Software is provided under license from Microsoft Corporation ("Microsoft Software"), and customers using Microsoft Software are bound by the T&C Microsoft Software Products, which are incorporated herein by reference. UD does not provide Technical Support for the Third Party Software. THIRD PARTY SOFTWARE IS OFFERED "AS-IS." THE PROVISION AND OFFERING OF THIRD PARTY SOFTWARE BY UD DOES NOT CONSTITUTE AN ENDORSEMENT OF THE THIRD PARTY SOFTWARE, NOR CAN UD MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE USE AND FUNCTIONALITY OF SUCH THIRD PARTY SOFTWARE.
In the event of termination of this Agreement, or upon any act which shall give rise to UD's right to terminate, or upon the expiration of the license for UD Software which is subject to a limited-duration license, any and all licenses granted under this Section 2.3 shall terminate automatically, and you will remove, erase or destroy the UD Software and documentation and all copies thereof, wherever located, without demand or notice.
UD may stop providing the Software or any updates thereto, including but not limited to the Online Software or the Third Party Software, at any time without notice or any further liability to you.
Software for International Customers may be available for download only. Certain Software (including Third Party Software) may not be available to International Customers.
Certain UD Services are subject to set-up, service, and domain service fees, pursuant to the Fee Schedule, and by registering for such UD Services you hereby authorize UD to debit Your Payment Account for any and all such fees.
Fees for domain name registrations pursuant to the Fee Schedule apply for a period of one year of registration (payment period) of the respective domain name. The fee for the first year of such registration at UD is due immediately upon the registration of the domain.
Unless terminated in due time (see Section 14), at the end of a payment period your respective contract with UD will be prolonged each year for additional one year payment periods. For each successive payment period the fee is due forty-five (45) days before the beginning of such payment period.
The regulations of Sections 3.2.1 and 3.2.2 apply, whether or not the domain has been newly registered, transferred to UD or moved into your Portfolio from another Portfolio at UD. This means that no prepayments for any such domain(s) at another service provider, registrar, registry or any third party will be credited, accepted or considered in any way by UD.
You agree that you are responsible for any and all fees and costs related to the registration of your domain name, and you authorize UD to debit Your Payment Account for any such fees and costs, and you further authorize UD to debit your Payment Account for all fees for successive payment periods, and any related fees or charges up to forty-five (45) days in advance of the beginning of the respective payment period.
Should the Payment Account provider fail to honor any debit related to your domain or should the Payment Account provider reverse any such debit - for whatever reason-, the contract for your domain may be cancelled by UD at its sole discretion without notice. UD may, at its sole discretion, not renew, release, cancel, or otherwise dispose of or utilize Your domain name as it sees fit, with no obligation to you whatsoever. You will still be obliged to pay any fees that have already become due.
In the event that UD determines that the services of a collection agency are necessary or appropriate to collect amounts due under this paragraph, which determination shall be made at UD's sole and unfettered discretion, any and all collection agency fees and other costs of collection shall be added to any amounts due under this provision.
All Fees must be paid in United States Dollars (USD) in advance of the provision of services. UD will charge fee(s) and any additional fees to Your Payment Account unless specifically provided otherwise. You also agree that UD may automatically debit your Payment Account, without further authorization from you, for any renewal term, additional services, and any fees or expenses applicable to Your Services or Your Website. If payment in full is not received by UD from the provider of your Payment Account or its agents, you agree to pay all amounts due by you for Your Services upon demand by UD.
UD may offer subsequent promotional rates or special offers, the terms of which may or may not be more favorable than the terms and conditions for Your Services. Any such promotions or modifications shall not effect your obligations under this Agreement. Promotional fees may be subject to additional terms and conditions which, to the extent they conflict with the terms of this Agreement, shall govern. Promotional fees and special offers may not be combined.
UD offers a service uptime guarantee for the UD Services of 97,00 %. This guarantee does not cover downtimes of UD Services caused by (i) periodic scheduled maintenance or repairs undertaken by UD from time to time; (ii) downtime caused by you; (iii) outages that do not limit browser access to Your Website (for example, interruptions to your ftp service or email); (iv) suspension of Your account due to legal action taken or threatened against you or Your Services; (v) suspension of Your account due violations of these General Terms & Conditions, as determined at UD's sole discretion, including but not limited to excessive use of system resources, non-payment or other billing issues, or identification by UD's employees as fraudulent or otherwise in violation of the GT&C; or (vi) causes beyond the control of UD or that are not reasonably foreseeable by UD.
You shall pay all costs of collection, including reasonable attorney's fees and costs, in the event any invoice requires collection efforts. All accounts referred to a collection agency shall be subject to an additional fee of $18.95, which must be paid in full before the account is reactivated.
International Customers bear the risk of currency fluctuations and any fees or taxes associated with the conversation of foreign currencies into USD. Certain UD Services will not be available to International Customers until UD is able to receive satisfactory confirmation from such customer's Payment Account provider, at UD's sole discretion, that the funds will be available for debit from the International Customer's account. Orders from International Customers will not be accepted unless the country provided in the contact information matches that on file for the Payment Account.
Upon cancellation of this Agreement fees for certain services, including but not limited to domain name registration and maintenance, are not refundable, neither in total nor prorated, unless provided otherwise by applicable local law. UD may, at its sole discretion, refund other amounts as it deems necessary or advisable.
4. NO EXPRESS OR IMPLIED AGREEMENT TO DISSEMINATE MATERIALS THAT ARE INCONSISTENT WITH YOUR WARRANTIES.
Receipt by UD of data for storage in Your Website Space and/or transmission via UD's Equipment which are inconsistent with your warranties as set forth in Section 7 herein shall not constitute an agreement by UD to allow the UD Services or the UD Equipment to be used to disseminate such information or data in whole or in part, by any means, or if once disseminated via the use of UD's Services or Equipment, to continue to disseminate such data.
5. NO WARRANTIES BY UD.
UD SERVICES AND UD SOFTWARE ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED. YOU EXPRESSLY AGREE THAT THE USE OF UD SERVICES IS AT YOUR SOLE RISK. UD DOES NOT WARRANT THAT UDSERVICES WILL BE UNINTERRUPTED OR FREE OF ERRORS, NOR DOES UD MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF UD SERVICES. NO WARRANTY IS MADE BY UD REGARDING ANY INFORMATION, SERVICES OR PRODUCTS PROVIDED THROUGH OR IN CONNECTION WITH THIS AGREEMENT, AND UD HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, INCLUDING WITHOUT LIMITATION: (1) ANY WARRANTIES AS TO THE AVAILABILITY, QUALITY, QUANTITY, OR CONTENT OF SERVICES OR GOODS PROVIDED TO YOU HEREUNDER, INCLUDING BUT NOT LIMITED TO YOUR SERVICES AND YOUR WEBSITE; AND (2) ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. UD DOES NOT GUARANTEE THAT ANY CONTENT, INFORMATION, SOFTWARE OR OTHER MATERIAL ACCESSIBLE THROUGH THE UD SERVICES WILL BE FREE OF VIRUSES, "WORMS", "TROJAN HORSES", OR OTHER HARMFUL COMPONENTS. YOU AGREE AND ACKNOWLEDGE THAT NO REPRESENTATIONS OF ANY KIND HAVE BEEN MADE TO YOU REGARDING THE POTENTIAL VOLUME OF PATRONAGE OF YOUR WEBSITE OR ANY OTHER PERSON'S OR ENTITY'S WEBSITE OR WEB PAGE.
6. UD'S LIMITED LIABILITY.
YOUR SOLE AND EXCLUSIVE REMEDY HEREUNDER SHALL BE FOR YOU TO DISCONTINUE YOUR USE OF THE SERVICE AND TERMINATE THIS AGREEMENT. IN NO CASE SHALL UD, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS OR CONTRACTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF OR OTHERWISE RELATING TO UD SERVICES. SOME COUNTRIES, STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. IN SUCH COUNTRIES, STATES OR JURISDICTIONS, UD'S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. EXCEPT AS EXPRESSLY SET FORTH IN ANY SEPARATE SOFTWARE LICENSE OR IN THIS AGREEMENT, UD DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY THIRD-PARTY PRODUCT OR SERVICE OFFERED OR OTHERWISE ACCESSED USING UD SERVICES, AND UD WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD PARTIES. YOU HEREBY RELEASE UD FROM ANY AND ALL OBLIGATIONS, LIABILITY AND CLAIMS IN EXCESS OF THESE LIABILITY LIMITATIONS. THE TOTAL LIABILITY OF UD FOR BREACH OF WARRANTY ARISING OUT OF CONTRACT, NEGLIGENCE OR STRICT LIABILITY IN TORT, OR ANY OTHER CLAIM RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL SERVICE FEES PAID BY YOU TO UD IN THE SIX MONTHS PRECEDING SUCH ALLEGED BREACH, BUT IN NO EVENT TO EXCEED $150,000.
7. YOUR ADDITIONAL OBLIGATIONS AND WARRANTIES.
You acknowledge and warrant that the contact information you have provided to UD is complete and accurate, and you further agree to notify UD within fifteen days of a change to any such contact information. Contact information includes your full legal name, email address, and mailing address and the name, mailing address, telephone number, facsimile number, and e-mail address of the technical and administrative contacts for your domain, if any. You acknowledge that failing to do so may in particular lead to the cancellation of Your domain name registration with or without further notice.
You agree to provide UD notice of any changes in the primary or secondary DNS address of your name servers, to the extent you have installed and are operating those name servers..
You agree and warrant that your use of UD Services and UD's Equipment, and all sales and distributions, by any and all means, of any type(s) of content including, but not limited to, executable files (i.e. .EXE files), digitized audio/visual files (i.e. MP3 or .AAC files), or archived copies of copyrighted works (i.e. .ZIP files); goods, including, but not limited to, videotapes and CD-ROM products, and any type of services by you, which are advertised and/or promoted by, or are in any other way directly or indirectly associated with your use of UD Services or UD Equipment, shall at all times comply with all applicable Laws.
You agree and warrant that you will neither store on nor allow to be transmitted by UD's Equipment or by the use of UD Services any data or other matter which constitutes, contains, or links to child pornography or which involves depictions of sexuality by someone who is or appears to be younger than eighteen years of age, regardless of their actual age, or by a performer who is portrayed or made to appear as a person under the age of eighteen years of age, or which could otherwise result from or cause harm to minors.
You agree and warrant that Your Data shall be solely for business, entertainment and/or educational purposes and that you shall assume the sole responsibility and duty to ensure that all such data, visual materials, advertising and other matter shall be transmitted exclusively to willing adults and only to places in which such materials comply with contemporary community standards and applicable laws.
You agree and warrant that Your Data shall not violate any Laws concerning obscenity and shall not contain or link to any pornography, or depictions of bestiality, rape, sexual assault, violence, torture or disfigurement, or other content deemed objectionable by UD, at its sole discretion.
You agree that you shall install and maintain appropriate and effective screening devices and/or procedures on Your Website to avoid access to, or communication of, any harmful matter or indecent communications to minors.
You agree that if, at UD's sole and exclusive judgment, UD concludes that Your Website displays, contains or links to any harmful matter or indecent materials or communications which are available to, or accessible by, minors, or displays or contains any material that consists of child pornography or which could otherwise result in harm to minors; then UD may, without prior notice to you and at UD's sole and exclusive discretion, disable public access to the material on Your Website and/or cease hosting Your Website, without any liability of any kind to UD from either you or any third party.
You agree that in the event that UD is informed by any party that your domain name or any material on Your Website infringes the copyright of any party, or violates name or trademark rights of any party, or violates the right of publicity or privacy of any party, or consists of any other claim or violation of intellectual property rights of any kind, then UD may, without prior notice to you and at UD's sole and exclusive discretion, either remove the material from Your Website, and/or disable public access to your domain name or the material on Your Website, and/or terminate this Agreement, without any liability of any kind to UD from either you or any third party. As more completely set forth in Sections 5, 6 and 9, you waive any and all claims you may have, now and forever, against UD relating to any action taken in response to the claim that you have infringed the intellectual property rights of a third party, and agree to indemnify and hold harmless UD from and against any such claims.
You affirmatively represent, agree and warrant that you have and at all times shall have all necessary intellectual property rights, including, but not limited to, all copyrights, trademark and service mark rights and rights of publicity, both in the United States and throughout the world, to reproduce and disseminate, via the Internet, Your Data or Content which you otherwise promote, advertise, disseminate and/or distribute to anyone by your direct or indirect use of UD Services or UD's Equipment, prior to and at all times during the time such materials are promoted, advertised, disseminated or distributed through any direct or indirect use of UD Services or UD's Equipment.
You agree and warrant that Your Data or Your domain name shall not contain or link to any material which is harmful, violent, threatening, abusive or hateful.
You agree and warrant that Your Data and any and all material(s) of every kind which you transmit or make accessible using UD's Services or UD's Equipment shall at all times be free from any and all damaging software defects, including, but not limited to, software "viruses", "worms", "Trojan Horses," and other source code anomalies, which may cause software or hardware disruption or failure, reduced computer operating speed, or compromise any security system. You agree that you will not attempt to access the UD Equipment or Website or another customer's Website without authorization, or use the UD Services to carry out, or assist in the carrying out of, any "denial of service" attacks on any other website or internet service.
You agree and warrant that you shall not use any form of mass unsolicited electronic mail solicitations, news group postings, IRC posting or any other form of "spamming," "phishing," or "mail bombing," and UD reserves the right to block mail from any source which UD believes, at its sole discretion, is being used to send such unsolicited email , including but not limited to open mail relays. UD reserves the right to suspend, make inaccessible, cancel, release and/or let expire any domain name which UD believes to be promoted by such unsolicited e-mail at its sole discretion.
You agree and warrant that you shall not engage in any false, deceptive or fraudulent activities in association with your use of UD Services or UD's Equipment.
You shall not use Your Services in any way which may result in an excessive load on the UD Equipment. Use of Your Services shall be in a manner consistent with this Agreement and shall not in any way impair the functioning or operation of UD's Equipment or network. Should your use of the UD Services result in an overly high load on the UD Equipment,at UD's sole discretion, UD may suspend your account until the cause of any such overload is determined and resolved.
You agree and warrant that all applicable taxes have been paid or will be paid in full by you when due regarding all businesses and employees associated with your use of the UD Services and that no taxing authorities shall have any claim against UD or any persons affiliated therewith for the payment of such taxes.
You represent and warrant that you are over eighteen (18) years of age (or twenty-one (21) years of age in places where eighteen years is not the age of majority) and are fully competent to enter into this Agreement.
You agree to comply with all laws rules regarding online conduct and acceptable content.
You represent and warrant that you are not a national or resident of Burma/Myanmar, Cuba, Iran, Iraq, Libya, North Korea, Serbia, Sudan, and Syria or any other country subject to U.S. Treasury Department embargo restrictions, and that you are not listed in the "Entity List" or "Denied Persons List" maintained by the US Department of Commerce or the list of "Specially Designated Nationals and Blocked Persons" maintained by the US Department of Treasury. You further acknowledge that you are not a national or resident of a country whose name is otherwise omitted from the registration form for UD Services. Residents of countries which are serviced by a UD affiliate are required to contract with those UD affiliates, and you represent and warrant that you are not a resident of one of those countries.
You agree to abide by United States and other applicable export control laws and not to transfer or permit the transfer, by electronic transmission or otherwise, any content or software subject to restrictions under such laws to a destination prohibited under such laws, without first obtaining, and then complying with, any requisite government authorization. You further agree not to upload to your UD account any data or software that cannot be exported without prior written government authorization, including, but not limited to, certain types of encryption software.
You agree not to use your IMAP account, if applicable, for the storage of files other than in the course of normal email usage.
You shall not operate a chat room using UD Services unless expressly permitted by the terms and conditions of Your Services.
You are responsible for backing up all Your Data on your own computer. UD does not warrant or otherwise guarantee that it will back up your data or that data which has been backed up can be retrieved, and will not be responsible for any archiving or backup of Your Data. If any of Your Data is damaged, deleted, lost or corrupted in any way, or becomes otherwise unavailable due to termination or suspension of your account pursuant to this Agreement, UD will have no obligation or liability to you.
8. CONFIDENTIALITY, TRADEMARK, AND COPYRIGHT
During the course of this Agreement you may gain access to certain confidential, proprietary and trade secret business or technical information belonging to UD in connection with UD's performance of the UD Services ("Confidential Information"). You agree to preserve the confidentiality of all Confidential Information that is provided in connection with the Agreement, and shall not, without the prior written consent of UD, disclose or make available to any person, or use for your own or any other person's benefit, other than as necessary in performance of your obligations under this Agreement, any Confidential Information of UD. UD retains all rights and titles to such Confidential Information.
United Domains and UD are service marks of United Domains Inc. All rights reserved. The trademarks, logos, and service marks displayed on this Website (collectively, the "Marks") belong UD and/or its affiliates or third parties which have licensed those rights to UD ("Partners"); UD and Partners retain all rights to the Marks and nothing in this Agreement grants you or anyone else any right whatsoever to the use of the Marks. You may not use, reproduce, or display any Marks without their owner's prior written consent. All other trademarks, product names, and company names and logos appearing on UD's Website are the property of their respective owners.
Unless expressly stated otherwise on the UD Website, you should assume that all content, images, and materials appearing on this Website (collectively "UD Content") are the sole property of UD. Both U.S. and international copyright laws and treaties protect such UD Content. You may not use, reproduce, display, or sell any UD Content without UD's prior written consent. You may not link to any page within UD's Website or frame any portion of the site without UD's prior written consent.
9. YOUR INDEMNIFICATION OF UD.
You agree that you shall fully defend and indemnify UD, including its officers, directors, owners, managing agents, attorneys, shareholders, related entities, heirs, and assigns, from any and all claims, demands, actions, suits, losses, liabilities, damages, injuries, fines penalties, costs and expenses, attorneys' fees, arbitration fees, mediation fees, expert expenses, and all other consequences of every kind, directly or indirectly resulting from any and all failure(s) of you or your agent(s) to fully comply with all duties, obligations and other provisions set forth in this Agreement, including, but not limited to, your warranties set forth in Section 7 or your violation of a third party's intellectual property rights. You further agree to defend, indemnify and hold harmless UD, including its officers, directors, owners, managing agents, attorneys, shareholders, related entities, heirs, and assigns, from and against any and all claims, demands, actions, suits, loses, liabilities, damages, injuries, fines, penalties, costs and expenses, including, without limitation, reasonable attorneys' fees, arising out of any property damage or recoverable economic loss incurred by a third party, to the extent such damage or loss is caused by any act or omission of you or your agents in connection with the performance of this Agreement. You agree that UD shall have the right to participate in the defense of any such claim through counsel of its own choosing at your expense.
10. NO JOINT VENTURE OR PARTNERSHIP
Nothing in this Agreement is intended by the Parties to create or constitute an agency, joint or collaborative venture, or partnership of any kind between UD and you, nor shall anything in this Agreement be construed as constituting or creating any such agency, joint or collaborative venture, or partnership between UD and you. UD shall have no control or ownership interests of any kind in your business. UD shall have no direct financial or other interest in, nor in any way "own" any online "store" or other online venture pertaining to your use of UD Services or UD's Equipment. UD's relationship to you shall be restricted to matters pertaining to the provision of UD Services as set forth in this agreement.
11. UD HAS MADE NO REPRESENTATIONS REGARDING SUCCESS, MARKETS OR PROFITABILITY
You confirm that you have unilaterally decided to enter the online and/or Website service business and that these are high-risk businesses. You further confirm, understand, acknowledge and expressly agree that neither UD, any agent or representative of UD, nor any other person is currently representing or otherwise directly or indirectly communicating in any manner herein or otherwise, nor has at any time in the past, represented to you or has otherwise directly or indirectly communicated in any manner to you any guarantee, reassurance or any other communication of any kind regarding:
The potential profitability, marketability, or likelihood of success of your endeavors through the use of UD Services or UD's Equipment as set forth herein or otherwise;
The possibility or likelihood that use of any products and/or services provided by UD pursuant to this Agreement can or will result in the recoupment of any funds expended by you for any purpose; or
The existence, nonexistence, size or any other characteristics of any market for any products or services which involve your use, in any manner, of UD Services or UD's Equipment pursuant to this Agreement.
You expressly acknowledge and agree that the success of any business endeavors which involve your use, in any manner, of UD Services and/or UD's Equipment pursuant to this Agreement, like any other business endeavor, is subject to numerous factors, such as the effectiveness of its advertising and promotion, your administrative capabilities, etc., and that the ultimate success or failure of your business rests with you and not UD. You further expressly agree not to raise any claim of any kind against UD and to hold harmless UD from any claim of financial investment or other loss to you directly or indirectly resulting from your decision to use UD Services and/or UD's Equipment pursuant to this Agreement.
12. SERVICES RENDERED ON A NON-EXCLUSIVE BASIS.
Any and all services which are or may be provided to you by UD pursuant to this Agreement, including the licensure of rights herein, are non-exclusive and nothing in this Agreement shall limit or restrict UD from providing similar services and granting similar licenses to third parties regardless of whether such third parties are competitors to you or your business endeavors. Nothing in this Agreement shall limit or restrict UD from engaging in any activities similar to yours or in competition with you.
13. NO EDITORIAL CONTROL BY UD.
In reliance on your express warranties regarding Your Data, UD shall neither have nor exert any editorial or other subjective control over the substantive content of Your Data. UD does not engage in any monitoring of Your Data, and exercises no control over information that is found on the internet, except for its own Website. UD cannot be held responsible for the accuracy, correctness, or legality of such information. You are solely responsible for the content of Your Website and for verifying the accuracy and suitability of information and services you obtain from third parties via the internet.
14. TERM AND TERMINATION.
Each contract between you and UD, unless agreed upon otherwise, has an initial term of one year and shall be automatically prolonged each year for additional one year periods unless and until sooner terminated, not renewed or disposed of otherwise pursuant to the provisions of this Section 14.
You or UD may terminate any contract between you and UD at any time for any reason, with or without cause upon written notice. You may also terminate any such contract at any time for any reason, with or without cause in your Portfolio. You can only prevent fees for any successive payment period from becoming due by terminating the respective contract in Your Portfolio before the due date (see section 3.2.2.) or upon forty-five (45) days written notice before the beginning of the successive registration period. Due Fees paid by You are not refundable in total or prorated unless the respective Agreement is terminated by UD without cause pursuant to this Section 14.2. or as otherwise agreed to in writing by UD at its sole discretion.
UD may suspend performance under or terminate this Agreement and cease transmission of data associated with Your Website immediately and without notice:
If UD, at its sole discretion, deems that you have breached any part of this Agreement, including, without limitation, any warranty or obligation set forth in Section 7,
If Your Payment Account provider refuses payment of fees or charges or you refuse authorization for same, or
If payment for UD Services is more than fifteen days overdue.
Should the Payment Account provider fail to honor any debit related to your domain or should the Payment Account provider reverse any such debit - for whatever reason-, the contract for your domain may be cancelled by UD in its sole discretion without notice. UD may, at its sole discretion, not renew, release, cancel, or otherwise dispose of or utilize your domain name as it sees fit, with no obligation to you whatsoever. You will still be obliged to pay any fees that have already become due.
It is UD's policy to respect your privacy. UD will not monitor, edit, or disclose any personal information about you or your account, including its contents, without your prior consent unless UD deems it necessary, at its sole discretion, to:
comply with legal process or other legal requirements, including but not limited to responding to civil or criminal subpoenas, search warrants, national security letters, or other requests for information from law enforcement officials;
Protect and defend the rights or property of UD or its officers, agents, affiliates, and licensees;
Enforce this Agreement; or
Protect the interests of other UD customers.
NOTWITHSTANDING THE PROVISIONS OF THIS AGREEMENT TO THE CONTRARY, UD RESERVES THE RIGHT (SUBJECT TO APPLICABLE LOCAL LAW),AT ITS SOLE DISCRETION, TO MONITOR YOUR ACCOUNT, INCLUDING BUT NOT LIMITED TO THE USE OF A USER'S MAIN ACCOUNT AND ANY SUB-ACCOUNTS, FOR THE PURPOSE OF INVESTIGATING VIOLATIONS OF THIS AGREEMENT OR TO ASSIST WITH CRIMINAL OR CIVIL INVESTIGATIONS.
INTERNATIONAL CUSTOMERS UNDERSTAND AND AGREE THAT UD SERVICES ARE PROVIDED BY UNITED DOMAINS, INC. IN THE UNITED STATES OF AMERICA. THE PERSONAL INFORMATION THAT YOU GIVE UD WILL BE TRANSFERRED TO AND MAINTAINED IN THE UNITED STATES AND ELSEWHERE. IF YOU DO NOT CONSENT TO THIS TRANSFER, DO NOT ACCEPT THE TERMS AND CONDITIONS FOR UD SERVICES. INTERNATIONAL CUSTOMERS FURTHER UNDERSTAND AND AGREE THAT UD MAY DISCLOSE PERSONAL INFORMATION ABOUT THEM AND THEIR WEBSITE OR DOMAIN NAMES PURSUANT TO THIS SECTION, AND WAIVE ANY RIGHTS TO PRIVACY OR PROTECTION OF PERSONAL DATA RELATING TO SUCH INFORMATION TO THE FULLEST EXTENT PERMITTED UNDER NATIONAL AND INTERNATIONAL LAW.
In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision(s) had never been included. The invalidity or unenforceability of any provision(s) of this Agreement shall not affect the validity or enforceability of any other provision.
17. NON-ENFORCEMENT DOES NOT CONSTITUTE WAIVER.
Failure of UD at any time to enforce any of the specific provisions of this Agreement shall not preclude any other or further enforcement of such provision(s) or the exercise of any other right hereunder. No waiver of a breach of this Agreement shall be valid unless made in writing and signed by duly authorized representative of UD.
UD may provide notice to you via email sent to the Email address provided by you upon registration or as subsequently provided by you to UD. Such notice is deemed effective whether you receive it or not and shall be deemed written notice for the purposes of this Agreement.
You may provide notice to UD in one of the following ways:
By personal delivery;
By addressing the notice as indicated below and depositing the same by registered or certified mail, postage prepaid, in the United States mail, United Domains Inc. 47 Third Street, Suite 301, Cambridge, MA 02141, U.S.A.
By Federal Express to the above postal address;
By facsimile transmission to +1 781 538 0476; or
By email and registered or certified mail to the above postal address.
Such notice, statement or other document so delivered to UD, except as this Agreement expressly provides otherwise, shall be conclusively deemed to have been given when first personally delivered, on the date of delivery or on the first date of receipt. Notice by email to UD shall be deemed ineffective, null and void unless a copy of such notice is also sent by registered or certified mail, and postmarked not more than five days subsequent to the giving of e-mail notice. Any such e-mail notice to UD shall be deemed effective as of the date on which UD receives the certified or registered mail notice.
19. FORCE MAJEURE.
In the event of "force majeure" (as defined below), UD may terminate this Agreement without liability to you. For purposes of the Agreement, "force majeure" shall mean circumstances or occurrences beyond UD's reasonable control, whether or not foreseeable at the time of entering into the Agreement, in consequence of which UD cannot reasonably be required to perform its obligations hereunder or otherwise perform its obligations under the Agreement. Such circumstances or occurrences include, but are not limited to: acts of God, war, civil war, insurrection, fires, floods, labor disputes, epidemics, governmental regulations and/or similar acts, embargoes, termination or temporary unavailability of any computer hardware or software, server, or network on which UD Services are located or maintained or through which the UD Services are provided, and unavailability of any permits, licenses and/or authorizations required by governmental authority.
UD reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, UD Services (or any part thereof) with or without notice. You agree that UD shall not be liable to you or to any third party for any modification, suspension or discontinuance of UD Services.
20. NO ASSIGNMENT BY YOU; ASSIGNMENT BY UD.
This Agreement and the rights pertaining hereto may not be assigned, resold, or otherwise transferred in whole or in part by you without UD's prior written consent. In particular, you may not sell accounts or subaccounts to third parties. Notwithstanding the above, this Agreement shall be binding upon your successors and assigns, if any. UD may assign or license any or all of its rights and/or obligations hereunder in its free, sole, and unfettered discretion.
21. ARBITRATION AND WAIVER OF JURY TRIAL.
ANY AND ALL DISPUTES AS TO THE INTERPRETATION OF OR ANY PERFORMANCE UNDER THIS AGREEMENT WHICH ARE NOT FIRST RESOLVED INFORMALLY, SHALL BE DETERMINED BY BINDING ARBITRATION IN BOSTON, MASSACHUSETTS IN ACCORDANCE WITH THE RULES OF JUDICIAL ARBITRATION AND MEDIATION SERVICES, INC ("JAMS") AND IN ACCORDANCE WITH THE RULES OF JAMS. Any award arising out of such arbitration shall be subject to entry as a judgment by any court of competent jurisdiction in the United States. Any action to confirm or vacate such an award must be brought in courts located in Middlesex or Suffolk County, Massachusetts, USA. You consent to personal jurisdiction and venue in such courts and you waive any challenge to personal jurisdiction or venue in such courts. You further agree that UD shall be entitled to collect its attorneys' fees, costs and other expenses in the event that UD acts to enforce this arbitration and forum selection clause, regardless of whether UD prevails in the underlying action. The final award in any such arbitration proceeding shall be subject to entry as a judgment by any court of competent jurisdiction, provided that such judgment does not conflict with the terms and provisions hereof. The jurisdiction of the arbiter (or arbiters) with respect to legal matters shall be limited only by the statutory and common law of the Commonwealth of Massachusetts and the federal law of the United States of America. There are no exceptions to these mandatory arbitration provisions except as set forth in Sections 21.2 and 21.3.
Notwithstanding the provisions of Section 21.1, if you fail to timely pay amounts due UD may assign your account for collection and the collections agency may pursue such claims in court limited strictly to the collection of the past due debt and any interest or cost of collection permitted by Law or this Agreement.
Nothing in Section 21.1 shall preclude UD from: (i) seeking and obtaining any injunctive relief or attachment and expedited discovery or other equitable relief to enforce the terms of this Agreement or to remedy a breach thereof, or (ii) bringing an action to enforce this Agreement or the provisions hereof in the event JAMS will not or cannot arbitrate a particular dispute. Any action under this section 21.3 may be brought in courts located in Middlesex or Suffolk County, Massachusetts, USA, and each party consents to the in personam jurisdiction of such Courts for the purpose of any such action or proceeding. Each party hereby waives all rights it has or which may hereafter arise to contest such exclusive jurisdiction of such courts.
In addition to the foregoing, YOU HEREBY AGREE THAT AS A PART OF THE CONSIDERATION FOR THIS AGREEMENT, YOU WAIVE THE RIGHT TO A TRIAL BY JURY FOR ANY DISPUTE ARISING BETWEEN YOU AND UD THAT IS IN ANY WAY RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT, and that such waiver shall be enforceable up to and including the day that trial is to start, and even if the arbitration provisions of this paragraph are waived.
Neither you nor UD may be a representative of other potential claimants or a class of potential claimants in any dispute concerning or relating to this Agreement, nor may two or more individuals' disputes be consolidated or otherwise determined in one proceeding. YOU AND UD ACKNOWLEDGE THAT THIS SECTION 21.5 WAIVES ANY RIGHT TO PARTICIPATION AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLASS ACTION
This Agreement shall be interpreted according to the laws of the Commonwealth of Massachusetts, United States of America, and, where applicable, the federal law of the United States of America, without regard to conflicts of law principles.
22. ENTIRE AGREEMENT.
This Agreement constitutes the entire agreement of the Parties with respect to the subject matter hereof, and supersedes and cancels all other prior agreements, discussion, or representations, whether written or oral. No officer, employee or representative of UD nor you has any authority to make any representation or promise in connection with this Agreement or the subject matter thereof which is not contained expressly in this Agreement, and UD and you hereby acknowledge and agree that neither UD nor you have executed this Agreement in reliance upon any such representation or promise.
This Agreement may be materially altered by UD by posting the new version of the Agreement at www.uniteddomains.com and if posted in this manner, shall be effective immediately upon posting such notice. In the event that UD does materially change the terms of this Agreement, you accept and shall be bound by such changed terms unless you opt to terminate the Agreement within thirty days of the posting of notice of such change.
You may not modify this Agreement, in whole or in part, and any such modification or attempt to modify shall not be enforceable unless reduced to writing and signed by a duly authorized representative of UD. No additional or conflicting term in any other document used by you will have any legal effect.
24. STATUTE OF LIMITATIONS.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of UD Service or this Agreement must be filed within one year after such claim or cause of action arose or be forever barred.