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These terms and conditions apply if you purchase domain name registration services from StackFlare, LLC (“StackFlare”). This Domain Name Registration Agreement ("Agreement") sets forth the terms and conditions for the use of this website (the “Site”) and of your domain name registration and related services (individually and collectively, the “Services”).
"You", "your", and “user” any individual or entity who accepts this Agreement, has access to your account or uses the Services. "We", "us" and "our" refer collectively to StackFlare.
YOU ACKNOWLEDGE THAT StackFlare IS AN ICANN-ACCREDITED REGISTRAR BOUND BY AN AGREEMENT WITH ICANN AND THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF ICANN'S UNIFORM DOMAIN NAME DISPUTE RESOLUTION POLICY LOCATED HERE, AND UNIFORM RAPID SUSPENSION POLICY LOCATED HERE, AND SIMILAR POLICIES OF CCTLD REGISTRIES, AS AMENDED FROM TIME TO TIME, ALL OF WHICH ARE HEREBY INCORPORATED AND MADE A PART OF THIS AGREEMENT BY REFERENCE.
You explicitly agree that violation or refusal to comply with any ICANN policy, and/or any rules, policies, or agreements of any relevant government, is a violation of this Agreement and may result in immediate termination of this Agreement.
THIS AGREEMENT HAS A PROVISION FOR ARBITRATION OF DISPUTES BETWEEN THE PARTIES.
By using the Site and Services, you agree to all terms and conditions of this Agreement, which incorporates by reference each of (i) StackFlare’s Universal Terms of Service Agreement ("UTOS"), (ii) all agreements, guidelines, policies, practices, procedures, registration requirements or operational standards of the top-level domain ("TLD") in which you register any domain (“Registry Policies”), and (iii) any plan limits, product disclaimers or other restrictions presented to you on the Domain Name Registration Services landing page of this Site.
This Agreement may change over time, either through amendments by us, changes to ICANN policy or applicable law which may or may not be reflected in the text of this Agreement, or otherwise. We reserve the right, upon notice to you, to modify any provisions of this Agreement at any time at our discretion and without liability to you. Modifications by us are effective thirty (30) days after notifying you via email to the address you have supplied us, or immediately via notice and acceptance through our Site. Modifications resulting from law or policy change will be effective upon their effective date. After such changes or modifications have been made, your continued use of the Site or Services constitutes your agreement to be bound by this Agreement as last revised.
If you do not agree to the modifications, you may terminate this Agreement at any time by providing us with notice by email, and/or by transferring your domain name registration(s) to another registrar. Notice of your termination will be effective upon receipt and processing by us, but is subject to your having paid in full any and all fees or other expenses due and payable by you to us. Any fees paid by you if you terminate the Agreement are nonrefundable, but you will not incur any additional fees unless they are owed to us for any unpaid services.
ICANN has developed a webpage that identifies important registrant rights and responsibilities. The document provides a "plain language" summary of terms related to Registrant Rights and Responsibilities as set out in the Registrar Accreditation Agreement (RAA). Please review these important Registrant Rights and Responsibilities. The summary of terms within this document do not override or replace the terms set forth in the RAA or within those specifications or policy.
You must create an account to use the Services ("User Account") described herein. As described in the UTOS, it is your responsibility to ensure that the information connected to your User Account is accurate, current and complete -- and updated immediately upon any change. Failure to provide and maintain current and complete information may result in suspension and/or cancellation of your domain name registration(s).
You must provide certain current, complete and accurate information with respect to your User Account with respect to the WHOIS information for your domain name. You must submit the following information with respect to you, the administrative, technical, and billing contacts for your domain name registration: name, postal address, e-mail address, telephone number, and where available, fax number. ICANN and/or any government may establish or modify the guidelines, limits and/or requirements that relate to the amount and type of information that We may or must make available to the public or to private entities, and the manner in which such information is made available.
We will make available the domain name registration information you provide or that we otherwise maintain to the following parties: ICANN, any ICANN-authorized escrow service, the registry administrator(s), and to other third parties as ICANN and/or applicable laws may require or permit (including through web-based and other on-line WHOIS lookup systems), whether during or after the term of your domain name registration services. We may make publicly available, or directly available to third parties, some or all of the information You provide, for purposes of inspection (such as through our WHOIS service) or for targeted marketing and other purposes as required or permitted by applicable laws, including by way of bulk WHOIS data access provided to third parties who enter into a bulk WHOIS data access agreement with Us. You irrevocably waive any and all claims and causes of action you may have, if any, arising from such disclosure or use of such information.
Unless otherwise noted, the provisions in this Section are generally applicable to all TLDs that we offer. Special provisions specific to any gTLD or ccTLD are identified elsewhere below in this Agreement, and/or at the applicable Registry Policy webpage.
Registry Policies. You agree to be bound by all Registry Policies applicable to your domain name registration (at any level of the DNS). IT IS YOUR RESPONSIBILITY TO VISIT THE APPLICABLE TLD SITE AND READ AND REVIEW ALL APPLICABLE REGISTRY POLICIES PRIOR TO YOUR REGISTRATION IN THE TLD. REGISTRY POLICIES FOR EACH TLD GENERALLY CAN BE FOUND BY VISITING THE NIC.[TLD] DOMAIN NAME (e.g., NIC.biz).
Third Party Beneficiaries.Notwithstanding anything in this Agreement to the contrary, the Registry Operator of the TLD in which the domain name registration is made is and shall be an intended third party beneficiary of this Agreement. As such the parties to this agreement acknowledge and agree that the third party beneficiary rights of the Registry Operator have vested and that the Registry Operator has relied on its third party beneficiary rights under this Agreement in agreeing to StackFlare being a registrar for the respective TLD. The third party beneficiary rights of the Registry Operator will survive any termination of this Agreement.
Registration Requirements. To the extent any TLD or ccTLD requires you meet eligibility (e.g., residency), validation (e.g., DNS validation) or other authentication requirements as a condition to registering a domain name in the TLD, you must provide to us complete and accurate information to satisfy all such requirements. By submitting an application or registering or renewing your domain name, you represent and warrant that: (a) all information provided to register or renew the domain name (including all supporting documents, if any) is true, complete and correct, and is not misleading in any way, and the application is made in good faith; (b) you meet, and will continue to meet, the eligibility criteria prescribed in the Registry Policies for the applicable TLD for the duration of the domain name registration; (c) you have not previously submitted an application to register the domain name with another registrar using the same eligibility criteria, and the other registrar has rejected the application; (d) you acknowledge and agree that even if the domain name is accepted for registration, your entitlement to register the domain name may be challenged by others who claim to have an entitlement to the domain name; (e) any confidential information is redacted from the materials that you send to us, as we cannot guarantee confidentiality of such information particularly insofar as it must be shared with the Registry Operator and other third parties; and, (f) you acknowledge and agree that the Registry or the registrar can suspend, cancel and/or transfer the registration of the domain name, without any refund, if any of your warranties or representations are found to be untrue, incomplete, incorrect or misleading.
ICANN Requirements.You agree to comply with the ICANN requirements, standards, policies, procedures, and practices for which each applicable Registry Operator has monitoring responsibility in accordance with the Registry Agreement between ICANN and itself or any other arrangement with ICANN.
Legal Processes.We might be ordered by a court or arbitrator to cancel, modify, or transfer your domain name; it is your responsibility to list accurate contact information in association with your Account and to communicate with litigants, potential litigants, and governmental authorities. It is not our responsibility to forward court orders or other communications to you. Our policy is to comply with court orders from courts of competent jurisdiction as well as UDRP and URS Panel decisions. If you contact us informing us that you are contesting a court order from a court of competent jurisdiction, we may, but are not obligated to, place a transfer lock on the domain name pending the outcome of the dispute. If you contact us informing us that you are contesting an adverse UDRP or URS Panel decision, your time limits and procedures to do so are subject to the requirements set forth in the UDRP or URS. We will not delay implementation of a UDRP or URS Panel decision based solely on your informing us that you intend to contest the decision.
Indemnification of Registry.You agree to indemnify, defend and hold harmless (within 30 days of demand) the Registry Operator and Registry Service Provider and their subcontractors, subsidiaries, affiliates, divisions, shareholders, directors, officers, employees, accountants, attorneys, insurers, agents, predecessors, successors and assigns, from and against any and all claims, demands, damages, losses, costs, expenses, causes of action or other liabilities of any kind, whether known or unknown, including reasonable legal and attorneys’ fees and expenses, in any way arising out of, relating to, or otherwise in connection with the your domain name registration, including, without limitation, the use, registration, extension, renewal, deletion, and/or transfer thereof and/or the violation of any applicable terms or conditions governing the registration. You shall not enter into any settlement or compromise of any such indemnifiable claim without the Registrar’s or Registry Operator’s prior written consent, which consent shall not be unreasonably withheld, and you agree that these indemnification obligations shall survive the termination or expiration of the Agreement for any reason. IN NO EVENT SHALL THE REGISTRY OPERATOR BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFIT OR GOODWILL, FOR ANY MATTER, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTIES, EITHER EXPRESS OR IMPLIED, ANY BREACH OF THIS AGREEMENT OR ITS INCORPORATED AGREEMENTS AND POLICIES YOUR INABILITY TO USE THE DOMAIN NAME, YOUR LOSS OF DATA OR FILES OR OTHERWISE, EVEN IF THE REGISTRY OPERATOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Regulated TLDs. For domain name registration in any “Regulated” TLD, you acknowledge and agree your registration is subject to the following additional requirements: (a) comply with all applicable laws, including those that relate to privacy, data collection, consumer protection (including in relation to misleading and deceptive conduct), fair lending, debt collection, organic farming, disclosure of data, and financial disclosures; and, (b) if you collect and maintain sensitive health and financial data, then you must implement reasonable and appropriate security measures commensurate with the offering of those services, as defined by applicable law. Regulated TLDs include: .games, .juegos, .school, .schule, .toys, .eco, .care, .diet, .fitness, .health, .clinic, .dental, .healthcare, .capital, .cash, .broker, .claims, .exchange, .finance, .financial, .fund, .investments, .lease, .loans, .market, .money, .trading, .credit, .insure, .tax, .mortgage, .degree, .mba, .audio, .book, .broadway, .movie, .music, .software, .fashion, .video, .app, .art, .band, .cloud, .data, .digital, .fan, .free, .gratis, .discount, .sale, .media, .news, .online, .pictures, .radio, .show, .theater, .tours, .accountants, .architect, .associates, .broker, .legal, .realty, .vet, .engineering, .law, .limited, .show; .theater; .town, .city, .reise, and .reisen
Highly Regulated TLDs. In addition to the requirements for Regulated TLDs, domain name registration in any “Highly-Regulated” TLD is subject to the following requirements: (a) you will provide administrative contact information, which must be kept up‐to‐date, for the notification of complaints or reports of registration abuse, as well as the contact details of the relevant regulatory, or Industry self‐regulatory, bodies in their main place of business; (b) you represent that you possess any necessary authorizations, charters, licenses and/or other related credentials for participation in the sector associated with such Highly‐Regulated TLD; and (c) you will report any material changes to the validity of your authorizations, charters, licenses and/or other related credentials for participation in the sector associated with the Highly‐Regulated TLD, to ensure you continue to conform to the appropriate regulations and licensing requirements and generally conduct your activities in the interests of the consumers they serve. Highly Regulated TLDs include: .abogado, .attorney, .bank, .bet, .bingo, .casino .charity (and IDN equivalent), .cpa, .corp, creditcard, .creditunion .dds, .dentist, .doctor, .fail, .gmbh, .gripe, .hospital, .inc, .insurance, .lawyer, .lifeinsurance, .llc, .llp, .ltda, .medical, .mutuelle, .pharmacy, .poker, .university, .sarl, .spreadbetting, .srl, .sucks, .surgery .university, .vermogensberater, .vesicherung, and .wtf. For .doctor, registrants who hold themselves out to be licensed medical practitioners must be able to demonstrate to the Registrar and Registry, upon request, that they hold the applicable license.
Special Safeguard TLDs. In addition to the requirements for Regulated and Highly-Regulated TLDs, by registering a domain name in any “Special-Safeguard” TLD, you agree to take reasonable steps to avoid misrepresenting or falsely implying that you or your business is affiliated with, sponsored or endorsed by one or more country's or government's military forces if such affiliation, sponsorship or endorsement does not exist. Special Safeguard TLDs include: .army, .navy, .airforce
Potential Restriction on Availability of Privacy or Proxy. You acknowledge and agree that you may not be permitted to purchase private or proxy TLD registrations in certain markets, countries and territories or for certain TLDs. In such case, you must register for any and all TLD registrations using your personal information, which information you represent and warrant is current, accurate and complete.
Agents and Licenses: If you are registering a domain name for or on behalf of someone else, you represent that you have the authority to and will bind that person as a principal to all terms and conditions provided herein. If you license the use of a domain name you register to us or a to third party, you remain the domain name holder of record, and remain responsible for all obligations at law and under this Agreement, including but not limited to payment obligations, and providing (and updating, as necessary) both your own full contact information, and accurate technical, administrative, billing and zone contact information adequate to facilitate timely resolution of any problems that arise in connection with the domain name and domain name registration and for ensuring non-infringement of any third party intellectual property rights or other rights.
Free Services.In consideration for providing additional optional Services for which we do not charge an additional fee, including, but not limited to, free trials, URL forwarding, email forwarding, free parking page, free website hosting, free email services, or other free services which we may introduce from time to time (as such list may be modified by us from time to time) ("Free Services"), we may display advertising in conjunction therewith through the use of pop-up or pop-under browser windows, banner advertisements, audio or video streams, appendices to emails, or any other advertising means, and we may aggregate for our own use, related usage data by means of cookies and other similar means. You will not be entitled to any of the proceeds we may earn as a result of such advertising. We may discontinue any Free Services at any time with or without providing you prior notice.
From time to time we also may provide you with free or low-cost domain name(s) registration services ("Promotional Name(s)"). If we do so, the services for the Promotional Name(s) will be placed in the same Account as your other domain name(s) and you will be listed as the registrant, though we may point the Promotional Name to IP address(es) of our choosing. If you want to assume control over the services provided to the Promotional Name, including the right to transfer or push the Promotional Name service to other registrars or other Accounts or the ability to control the DNS settings for the Promotional Name, you must pay the promotional registration fee or renewal fee, if any, and the terms of this Agreement will apply to such Promotional Name(s). If you do not want the Promotional Name services, you may request that you be removed as the registrant of such Promotional Names and we may be listed as the domain name registrant or we may delete such domain names or make them available to others. For any domain name services, including these Promotional Names, for which you are listed as registrant but for which you do not pay the registration or renewal fee, we may assign name-servers to the domain name and point the domain name to IP address(es) designated by us until the registration or renewal fee is paid.
Term and Termination. We may reject your domain name registration application or elect to discontinue providing Services to you for any reason within thirty (30) days of a Service initiation or a Service renewal, or upon notice to you as set forth herein. Outside of this period, we may terminate or suspend the Services at any time for cause, which, without limitation, includes (i) registration of prohibited domain name(s), (ii) abuse of the Services, (iii) payment irregularities, (iv) allegations of illegal conduct or infringement of any third party intellectual property right or other right, (v) failure to keep your Account or WHOIS information accurate and up to date, (vi) failure to respond to inquiries from us for over fifteen (15) calendar days, (vii) failure to comply with ICANN or registry policies, or (viii) if your use of the Services involves us in a violation or alleged violation of any third party's rights or acceptable use policies, including but not limited to the transmission of unsolicited email or the violation or alleged violation of any intellectual property right or other right. No fee refund will be made when there is a suspension or termination of Services for cause.
At any time and for any reason, we may terminate the Services thirty (30) days after we send notice of termination via mail or email, at our option, to the WHOIS contact information provided in association with your domain name registration. Following notice of termination other than for cause, you must transfer your domain name within such thirty (30) day notice period or risk that we may delete your domain name, transfer the registration services associated with your domain name to ourselves or a third party, or suspend or modify Services related to your domain name. If we terminate Services for a reason other than cause, we will provide a pro-rata refund of your fees.
If we terminate or suspend the Services provided to you under this Agreement, we may then, at our option, make either ourselves or a third party the beneficiary of Services which are substantially similar to those which were previously provided to you. If we have grounds to terminate or suspend Services with respect to one domain name or in relation to other Services provided through your Account, we may terminate or suspend all Services provided through your Account.
You agree to pay any and all prices and fees due for Services purchased or obtained at this Site at the time you order the Services. StackFlare expressly reserves the right to change or modify its prices and fees at any time, and such changes or modifications shall be posted online at this Site and effective immediately without need for further notice to you. If you have purchased or obtained Services for a period of months or years, changes or modifications in prices and fees shall be effective when the Services in question come up for renewal as further described below.
In general, fees for all Services are paid in advance and are non-refundable. You agree that you will not attempt to chargeback credit card payments for non-refundable services, and you will be liable for all costs incurred by us in disputing any such chargeback attempt, including our reasonable attorneys’ fees. In particular, all premium and auction domain name purchase prices and registration fees are non-refundable. Please see our “Refund Policy” section of the UTOS for the specific services that may be subject to refund of payment, in certain specific circumstances. For all other terms and conditions relating to fees, payment, refund and billing, etc. applicable to the Services offered under the scope of this Agreement, please refer to the “Fees and Payments” section of our UTOS.
It is your responsibility to keep your own records and to maintain your own reminders regarding when your domain name registration or other Services are set to expire. You agree that we may, but are not obligated to, allow you to renew your domain name after its registration term has ended and its expiration date has passed, provided that you have timely paid all required renewal fees. Domain name renewal fees are non-refundable. It is your responsibility to keep your billing information up to date and we are not required to, but may, contact you to update this information in the event that an attempted transaction is not processed successfully.
You agree that after the expiration date of your domain name registration and before it is deleted or renewed, we may direct the domain name to an IP address designated by us, including without limitation to an IP address which hosts a parking, under construction, or other temporary page that may include promotions and advertisements for, and links to, the StackFlare Site, third-party websites, third-party product and service offerings, and/or Internet search engines and/or advertisements, and you agree that we may place our contact information in the WHOIS output for the expired domain name.
StackFlare may, but is not obligated to, provide our customers with a "Grace Period" after their domain name registration services expiration date(s) (a "Grace Period" begins on the day after the date of expiration and typically lasts 30 days). Notice of the expiry will be included in notices that are emailed to you. During this period you can renew a domain name registration; however, a grace period is not guaranteed and can change or be eliminated at any time without notice.
Please note that StackFlare is obligated to pay the Registry for all domain renewals on the day the domain name expires, if it has not been renewed by a customer prior to the expiration date. We therefore take ownership of expired domains until such time as they are renewed, auctioned, sold, or deleted -- in our sole discretion as owner of the expired domain name.
If an expired domain name is not timely renewed by you, rather than delete the domain name registration, we may, in our sole discretion, attempt to find a third party who is interested in registering, purchasing, or back ordering the domain name, and then renew and transfer the domain name registration to that third party. This renewal and transfer process is called a domain sale or "Direct Transfer” or “Transfer Fulfillment."
Registry Operators may provide registrars with the ability to "redeem" a deleted domain name registration for a customer, and we in turn may (but are not obligated to) provide customers with an ability to redeem a particular domain name registration. Such a Redemption Grace Period (RGP) is not guaranteed, indeed it is not offered by many Registry Operators. Therefore, customers should renew their domain name registration services in advance of the domain name registration expiration date(s) to avoid deletion of domain name registration services. Currently, some Registry Operators provide an RGP for 30 days from the date of deletion. If we decide to provide the redemption service to a customer, we charge a fee of $300.00 US to redeem plus a renewal fee to renew a domain name registration during the RGP. If the domain name registration is not redeemed by the expiration of the RGP, then it then may be placed on "Pending Delete" status for five additional days, after which it is deleted and the domain name character string is then once again available for registration by anyone.
Grace Periods and Redemption Grace Periods vary for different TLDs. Please refer to the specific Registry Policy for the applicable TLD. In the event there is a conflict between the provisions of this paragraph and the Registry Policy, the Registry Policy shall control.
In the event that a domain name registration is the subject of a Uniform Domain Name Dispute Resolution Policy (UDRP) proceeding and expires or is deleted during the course of the dispute, the party that filed the UDRP proceeding has the option to renew or restore the domain name registration under the same commercial terms as the original customer. If the case ultimately is terminated or the UDRP panelist finds against the filing party, then the domain name may be deleted within 45 days or renewed by StackFlare or by the customer within the grace period described above (if applicable).
All renewals are subject to the terms of this Agreement and the UTOS (where applicable), and you acknowledge and agree to be bound by the terms of this Agreement (as amended) for all renewed domains. For more information concerning pricing and terms for domain name renewals please refer to the UTOS. You agree that StackFlare will not be responsible for cancelled domain names that you fail to renew.
Automatic Renewal.Domain names are registered for fixed periods and are subject to renewal any time during a valid registration prior to the domain registration expiration date. Upon registration, domain names default to automatic renewal. We will attempt to automatically renew the domain name registration approximately on the day of domain name registration expiration date, via any payment method(s) you have provided to us. Please note the time frames can greatly vary among various TLDs. For more information concerning our automatic renewal and payment policies, please refer to the UTOS.
If you have opted-out of the automatic renewal feature for a domain name registration, then we still may send periodic notifications alerting you that your domain name registration services will expire on a certain date. It is important that all of our email addresses are white listed and protected from spam or junk mail blocking, and that you maintain a valid, regularly utilized email address in your User Account. In the event a domain name is not renewed by the expiration date, the domain name may be subject to deletion, transfer and/or resale at any time.
Manual Renewal. If you have elected to opt-out of automatic renewal and cancel the domain name registration, effective at expiration of the then current term, then you still may elect to manually renew the domain name at any time prior to its expiration date, by logging into your User Account and manually implementing the renewal. If you fail to manually implement the renewal before the expiration date, then the domain name may be subject to deletion, transfer and/or resale at any time.
Renewal of Additional Domain Name Services. If you signed up for privacy services, protected registration, or any other similar service, along with your domain name registration, then these services will automatically be renewed when your domain name registration is up for renewal, and you will incur the applicable additional, non-refundable renewal fee unless you cancel in advance.
The term of this Agreement shall continue in full force and effect as long as you have any domain name registered through StackFlare.
Transfers.Transfer of your domain name(s) services shall be governed by ICANN's transfer policy, available here, including the Registrar Transfer Dispute Resolution Policy, available here -- as they may be amended from time to time. If you will transfer a domain to StackFlare that is currently registered with another registrar, then there may be certain confirmations and procedures required by the transferring registrar in order to complete the transfer process, such as responding to emails acknowledging the transfer request. You explicitly authorize us to act as your "Designated Agent" (as defined in ICANN's transfer policy) to approve each "Change of Registrant" (as defined in ICANN's transfer policy) on your behalf.
You understand that StackFlare is only responsible for the submission of the registrar transfer request to the registry, and the adding of the domain name to StackFlare’s registrar database upon a successful transfer. StackFlare is not responsible for any action required by the previous registrar or by their customer to either facilitate the transfer or expedite it. Transfers may take from one day to several days depending on the processes of the current registrar. Due to the time constraints involved, StackFlare does not recommend that You request a registrar transfer within thirty (30) days of the expiration date of the affected domain name.
In order to protect your domain name, any domain name registered with StackFlare or transferred to StackFlare automatically shall be placed on lock status for 60 days. The domain name must be manually placed on unlock status in order to initiate a transfer of the domain name away from StackFlare to a new Registrar. You may log into your User Account at any time more than 60 days after your domain name has been successfully transferred to StackFlare, and change the status to unlock.
Without limitation, domain name services may not be transferred within sixty (60) days of initial registration, within sixty (60) days of a transfer, if there is a dispute regarding the identity of the domain name registrant, if you are bankrupt, or if you fail to pay fees when due. We will follow the procedures for both gaining and losing registrars as outlined in ICANN's transfer policies. Transfer requests typically take five (5) business days to be processed. A transfer will not be processed if, during this time, the domain name registration services expire, in which event you may need to reinstate the transfer request following a redemption of the domain name, if any. You may be required to resubmit a transfer request if there is a communication failure or other problem at either our end or at the registry. YOU ASSUME ALL RISK FOR FAILURE OF A TRANSFER WHETHER OR NOT THE TRANSFER PROCESS IS INITIATED CLOSE TO THE END OF A REGISTRATION TERM.
You understand that transferring of a domain not owned by you results in StackFlare performing customer service functions and often paying the previous registrar to transfer the domain back on behalf of the rightful owner. You agree to pay a transfer reversal fee of $500.00 for any registrar transfer affecting a domain name for which you are not the valid owner.
You agree to submit to proceedings commenced under the Uniform Domain Name Dispute Resolution Policy ("UDRP"), the Uniform Rapid Suspension policy (“URS”, if applicable), and all other Registry Policies relating to disputes, including without limitation ccTLD policies analogous to the UDRP. You further acknowledge that these may be modified from time to time by ICANN and/or Registry Operators.
You agree that in the event a domain name dispute arises with any third party, you will indemnify, defend and hold us harmless pursuant to the terms and conditions set forth below in this Agreement.
It is your responsibility to list accurate contact information in association with your account, and to communicate with litigants, potential litigants, and governmental authorities. It is not our responsibility to forward court orders or other communications to you.
If StackFlare is notified that a complaint has been filed with a governmental, administrative or judicial body, regarding a domain name registered by you using StackFlare, then StackFlare in its sole discretion may take whatever action StackFlare deems necessary regarding modification, cancellation or transfer of the domain name in order to comply with the actions or requirements of the governmental, administrative or judicial body.
You represent and warrant to the best of your knowledge that, the registration of the domain and the manner it is directly or indirectly used, will not infringe the legal rights of any third party, violate any applicable law, regulation or decree of any government or court, nor otherwise violate any provision of this Agreement.
Your ability to use any of the services provided by StackFlare is subject to cancellation or suspension in the event there is an unresolved breach of this Agreement and/or suspension or cancellation is required by any policy now in effect or adopted later by ICANN or any government or Registry Operator.
You acknowledge and agree that StackFlare and the Registry Operator reserve the right to deny, cancel or transfer any registration or transaction, or place any domain name(s) on lock, hold or similar status, as either deems necessary, in the unlimited and sole discretion of either StackFlare or the registry: (i) to comply with specifications adopted by any industry group generally recognized as authoritative with respect to the Internet (e.g., RFCs), (ii) to protect the integrity and stability of, pr correct mistakes made by, any domain name registry or registrar, (iii) for the non-payment of fees to registry or registrar, (iv) to comply with any applicable court orders, laws, government rules or requirements, requests of law enforcement, or any dispute resolution process, (v) to comply with any applicable ICANN rules or regulations, including without limitation, the applicable TLD Registry Agreement, (vi) to avoid any liability, civil or criminal, on the part of registrar or Registry Operator, as well as their affiliates, contractors, subsidiaries, officers, directors, and employees, (vii) per the terms of this Agreement, including upon occurrence of any of the prohibited activities described herein, or (ix) during the resolution of a dispute.
You agree that your failure to comply completely with the terms and conditions of this Agreement, or of any StackFlare rule or policy, may be considered by StackFlare to be a material breach of this Agreement and StackFlare may immediately terminate this Agreement, and your domain name registration may be immediately suspended, cancelled and/or transferred. In our sole discretion, StackFlare may provide you with notice of such breach via email to the address you have provided us. In that event, if you do not provide StackFlare with material evidence that you have not breached your obligations to StackFlare within ten (10) business days, then StackFlare may terminate its relationship with you and take any remedial action available to StackFlare under the applicable laws. Such remedial action may be implemented without notice to you and may include, but is not limited to, suspending, cancelling or transferring the registration of any of your domain names and discontinuing any services provided by StackFlare to you. No fees will be refunded to you should your Services be cancelled or terminated because of a breach.
StackFlare's failure to act upon or notify you of any event which may constitute a breach, shall not relieve you from or excuse you of the fact that you have committed a breach.
If you are hosting your domain name system (“DNS”) on StackFlare’s servers, or are using our systems to forward a domain name, URL, or otherwise to a system or site hosted elsewhere, or if you have your domain name registered with StackFlare, you are responsible for ensuring there is no excessive overloading on StackFlare’s servers. You may not use StackFlare’s servers and your domain name as a source, intermediary, reply to address, or destination address for mail bombs, Internet packet flooding, packet corruption, or any other attack. Server hacking or other perpetration of security breaches is prohibited. You agree that StackFlare reserves the right to immediately deactivate your domain name from its DNS if StackFlare in its sole discretion deems it to threaten the stability of StackFlare’s network.
You agree that StackFlare, in its sole discretion and without liability to you, may refuse to accept the registration of any domain name. StackFlare also may in its sole discretion and without liability to you delete the registration of any domain name during the first thirty (30) days after registration has taken place.
In the event StackFlare refuses a registration or deletes an existing registration during the first thirty (30) days after registration, you will receive a refund of any fees paid to StackFlare in connection with the registration either being cancelled or refused. In the event StackFlare deletes the registration of a domain name being used in association with spam or morally objectionable activities, or any other breach of this Agreement, then no refund will be issued.
Choosing Your Domain Name Settings.After you register a domain name with StackFlare, you will be prompted to choose your domain name settings. If you plan on using another provider for your website or hosting needs, then you should enter the name servers of such provider when you choose your domain name settings. This will direct your domain name away from StackFlare’s name servers.
StackFlare’s Default Settings. If you do not direct your domain name away from StackFlare’s name servers as described above, then StackFlare will direct your domain name to a “Parked Page” (“Default Setting”). You acknowledge and agree that StackFlare has the right to set the Default Setting.
Parked Page Default Setting. All domain names registered through StackFlare which do not specify a DNS may be pointed to a "Coming Soon," For Sale, Search, and/or special Idle Web page which informs visitors that the registrant has recently registered their domain name at StackFlare. These web pages may be modified at any time by StackFlare without prior notice to you and may include such things as, without limitation (i) links to additional products and services offered by StackFlare, (ii) advertisements for third party products and services.
Changing StackFlare’s Default Settings. You may change StackFlare’s Default Settings at any time during the term of your domain name registration.
Content Displaying On Your Parked Page. You cannot modify the content displaying on your Parked Page.
Backordering. You agree a domain name that has expired shall be subject first to a grace period and/or redemption grace period, depending on the Registry Policies of the TLD. During this period of time, the current domain name registrant may renew the domain name and retain registration rights. Upon expiration, it is possible that a third party registers your desired domain name before us. We can not guarantee your backorder will result in you obtaining the domain name.
You may backorder any domain name under the top level domains that we support. If your backorder is successful, you will be charged the then-current registration rate for the captured domain. If we are able to register the domain and you are the only user who requested that domain, then you only pay the registration cost for that domain.
If multiple users submitted backorder requests for a domain we capture, then we start a simple 10 day auction. All backorder auctions start at the registration cost, and anyone can bid on an auction. The user who placed the first backorder is automatically making the opening bid. If the payment method for that user is unable to be charged, then we may assign the opening bid to a different user. You only pay when we are able to capture a requested domain or you win an auction.
Transfer Validation. A transfer validation service may be provided to help you keep your domain name secure. By choosing to use the service, if available for your domain name, you are making an explicit and voluntary request to us to deny all attempts to transfer your domain name to another registrar, or to move your domain name to another account, unless you verify each request as described herein. You will provide us with a contact name, phone number and PIN for domain transfer validations. You will be contacted by us when a domain transfer is requested for a domain name in your User Account. When we receive a transfer request, we will call you to verify the transfer request. The transfer will be denied if: (1) we cannot reach you with seventy-two (72) hours of receipt of the transfer request; and/or (2) you do not provide the proper PIN. When we receive a change of account request, we will call you to verify the change request. The change(s) will be denied if: (1) we cannot reach you with seventy-two (72) hours of receipt of the transfer request; and/or (2) you do not provide the proper PIN. Availability of Services are subject to the terms and conditions of this Agreement and each of our policies and procedures. We shall use commercially reasonable efforts to attempt to provide certain portions of the Services on a twenty-four (24) hours a day, seven (7) days a week basis throughout the term of this Agreement and other portions of the service, during normal business hours. You acknowledge and agree that from time to time the Services may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs that we may undertake from time to time; or (iii) causes beyond the reasonable control of us or that are not reasonably foreseeable by us, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that we has no control over the availability of the service on a continuous or uninterrupted basis.
DNS.StackFlare allows you to manage your DNS. Our DNS service is provided by Cloudflare, and is offered “as is”, “as available”, and “with all faults”, and we assume no liability or responsibility regarding the same. The service may not be available for all domain names, and it may not import your DNS settings completely or correctly. You must verify any imported DNS settings. By using our DNS service, you will be utilizing Cloudflare’s nameservers, and you expressly agree to Cloudflare’s Terms of Service.
In addition, you specifically acknowledge and agree that we shall have no liability or responsibility for any:
Service interruptions caused by periodic maintenance, repairs or replacements of the Global Nameserver Infrastructure that we may undertake from time to time;
Service interruptions caused by you from custom scripting, coding, programming or configurations;
Service interruptions caused by you from the installation of third-party applications;
Service interruptions that do not prevent visitors from accessing your website, but merely affect your ability to make changes to your website, including but not limited to, changes via mechanisms such as file transfer protocol (“FTP”) and email; or
Service interruptions beyond the reasonable control of us or that are not reasonably foreseeable by us, including, but not limited to, power outages, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures.
We prohibit the running of a public recursive DNS service on any server. All recursive DNS servers must be secured to allow only internal network access or a limited set of IP addresses. We actively scan for the presence of public recursive DNS services and reserves the right to remove any servers from the network that violate this restriction.
DNSSEC. If your Services include Domain Name System Security Extensions (“DNSSEC”), you will be able to secure your domain names with DNSSEC. DNSSEC is designed to protect you from forged DNS data so “hackers” cannot direct visitors to your website to a forged site.
DNSSEC works by using public key cryptography. You acknowledge and agree that if the keys do not match, a visitor’s lookup of your website may fail (and result in a “website not found” error) and we assume no liability or responsibility regarding the same. In addition, DNSSEC responses are authenticated, but not encrypted. You acknowledge and agree that DNSSEC does not provide confidentiality of data, and we assume no liability or responsibility regarding the same.
Privacy Protection. The privacy protection service generally allows you to: (i) replace your personal details in the WHOIS Directory with the details of PrivacyProtection.com LLC; and (ii) forward inquiries from a webform at PrivacyProtection.com, to your email address on file with us. There may be a gap in time from your initial registration, before PrivacyProtection.com becomes listed as registrant. During that time, your real WHOIS information will be publicly displayed.
Once PrivacyProtection.com LLC is listed as the registrant, that privacy protection service forwards all email and phone inquiries to that webform, which are then forwarded to you by email to the address you have on file with us. These features are intended to prevent domain-related spam; and protect your identity from third-parties. You acknowledge and agree that you may not be permitted to purchase private or proxy TLD registrations in certain markets, countries and territories or for certain TLDs. Your use of Privacy Protection is subject to and governed by the terms of the PrivacyProtection.com LLC Domain Name Privacy Agreement.
WE WILL NOT BE LIABLE FOR ANY (a) SUSPENSION OR LOSS OF THE SERVICES, (b) USE OF THE SERVICES, (c) INTERRUPTION OF SERVICES OR INTERRUPTION OF YOUR BUSINESS, (d) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO OUR WEB SITE(S) OR SERVICES OR DELAYS OR ACCESS INTERRUPTIONS YOU EXPERIENCE IN RELATION TO A DOMAIN NAME REGISTERED WITH US; (e) LOSS OR LIABILITY RESULTING FROM ACTS OF OR EVENTS BEYOND OUR CONTROL (f) DATA NON-DELIVERY, MIS-DELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION; (g) THE PROCESSING OF AN APPLICATION FOR A DOMAIN NAME REGISTRATION; (h) LOSS OR LIABILITY RESULTING FROM THE UNAUTHORIZED USE OR MISUSE OF YOUR ACCOUNT IDENTIFIER OR PASSWORD; OR (i) APPLICATION OF ANY DISPUTE POLICY. WE WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS) REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR MAXIMUM LIABILITY EXCEED THE TOTAL AMOUNT PAID BY YOU FOR SERVICES, BUT IN NO EVENT GREATER THAN FOUR HUNDRED DOLLARS (US$400.00). BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You hereby release and agree to indemnify, defend, and hold us, ICANN, the registry operators, as well as the contractors, agents, employees, officers, directors, shareholders, and affiliates of such parties harmless from and against any and all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and court costs, for third party claims relating to or arising under this Agreement, including any breach of any of your representations, warranties, covenants or obligations set forth in this Agreement, the Services provided hereunder, or your use of the Services, including, without limitation, infringement or alleged infringement by you, or by anyone else using the Services, of any intellectual property or other right of any person or entity, or from the violation or alleged violation of any of our or ICANN's operating rules or policies relating to the Services provided. We may seek written assurances from you in which you promise to indemnify, defend, and hold us harmless from the costs and liabilities described in this paragraph. Such written assurances may include, in our sole discretion, the posting of a performance bond(s) or other guarantees reasonably calculated to guarantee payment. Your failure to provide such assurances may be considered by us to be a breach of this Agreement by you and may, in our sole discretion, result in loss of your right to control the disposition of domain name Services for which you are the registrant and in relation to which we are the registrar of record. This indemnification is in addition to any indemnification (a) required under the UDRP, URS, or any other ICANN policy or any policy of any relevant registry; or (b) set forth elsewhere in this Agreement.
YOU REPRESENT AND WARRANT THAT NEITHER THE REGISTRATION OF A DOMAIN NAME NOR THE MANNER IN WHICH IT IS DIRECTLY OR INDIRECTLY USED NOR THE USE OF OTHER OF THE SERVICES INFRINGES THE LEGAL RIGHTS OF A THIRD PARTY OR WILL OTHERWISE SUBJECT US TO A LEGAL CLAIM. THE SERVICES ARE INTENDED FOR USE BY PERSONS WHO ARE AT LEAST EIGHTEEN (18) YEARS OLD AND BY USING THE SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST EIGHTEEN (18) YEARS OLD AND ALL INFORMATION PROVIDED BY YOU IN CONNECTION WITH YOUR PROCUREMENT OF THE SERVICES IS ACCURATE. ALL SERVICES ARE PROVIDED TO YOU "AS IS" AND WITH ALL FAULTS. EXCEPT FOR OUR STATEMENT REGARDING OUR ACCREDITATION AS ICANN-APPROVED DOMAIN NAME REGISTRARS, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, UNLESS SUCH REPRESENTATIONS AND WARRANTIES ARE NOT LEGALLY EXCLUDABLE. WITHOUT ANY LIMITATION TO THE FOREGOING, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER THAT REGISTRATION OR USE OF A DOMAIN NAME UNDER THIS AGREEMENT WILL IMMUNIZE YOU EITHER FROM CHALLENGES TO YOUR DOMAIN NAME REGISTRATION, OR FROM SUSPENSION, CANCELLATION OR TRANSFER OF THE DOMAIN NAME REGISTERED TO YOU. ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR E-MAIL FORWARDING OR OTHER EMAIL SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. WE MAKE NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH OUR E-MAIL SERVICES OR ANY TRANSACTIONS ENTERED INTO THROUGH OUR E-MAIL SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
You are bound by all ICANN consensus policies and all policies of any relevant registry, including but not limited to: (i) the Uniform Domain Name Dispute Resolution Policy ("UDRP"), which is available here; (ii) the Uniform Rapid Suspension System ("URS"), which is available here; (iii) the UDRP Rules, URS Rules and all Supplemental Rules of any UDRP and/or URS provider and (iv) any similar ccTLD Registry Policy. These policies may be changed by ICANN (or ccTLD Registry Operator) at any time. If the registration or reservation of your domain name is challenged by a third party, you will be subject to the provisions specified in such policies in effect at the time your domain name registration is disputed by the third party. In the event a domain name dispute arises with any third party, you will indemnify and hold us harmless pursuant to the terms and conditions of the UDRP and URS, in addition to the terms of this agreement. If you or your domain name is the subject of litigation, we may deposit control of your domain name record into the registry of the judicial body by providing a party with a registrar certificate.
Except as otherwise set forth in the UDRP, URS, or any similar ccTLD Registry Policy, with respect to any dispute over a domain name registration, this Agreement, your rights and obligations and all actions contemplated by this Agreement shall be governed by the laws of the United States of America and the State of Illinois, as if the Agreement was a contract wholly entered into and wholly performed within the State of Illinois.
Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of the agreement to arbitrate, shall be determined by arbitration in Chicago, Illinois, before one arbitrator. The arbitration shall be administered by the American Arbitration Association pursuant to its Commercial Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction.
YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A CLASS MEMBER IN ANY FORM OF A CLASS PROCEEDING. Further, unless both you and we expressly agree otherwise in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a class proceeding. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. Service of process on you by us in relation to any dispute arising under this Agreement may be served upon you by first class mail to the address listed by you in your Account and/or domain name WHOIS information or by electronically transmitting a true copy of the papers to the email address listed by you in your Account and/or domain name WHOIS information.
Notwithstanding the foregoing, for the adjudication of third party disputes (i.e., disputes between you and another party, not us) concerning or arising from use of domain names registered hereunder, you shall submit without objection, without prejudice to other potentially applicable jurisdictions, to the subject matter and personal jurisdiction of the courts (i) of the domicile of the registrant as it appears in the public WHOIS record for the domain name(s) in controversy, and (ii) where we are located, currently those State or federal courts whose geographic districts include Chicago, Illinois.
This Agreement, along with all policies and the applicable product agreements identified above and incorporated herein by reference (collectively, the “Agreement”), is executed in the English language. To the extent any translation is provided to you, it is provided for convenience purposes only, and in the event of any conflict between the English and translated version, where permitted by law, the English version will control and prevail. Where the translated version is required to be provided to you and is to be considered binding by law (i) both language versions shall have equal validity, (ii) each party acknowledges that it has reviewed both language versions and that they are substantially the same in all material respects, and (iii) in the event of any discrepancy between these two versions, the translated version may prevail, provided that the intent of the Parties has been fully taken into consideration.
These Universal Terms of Service (collectively, this “Agreement”) is entered into by and between StackFlare, LLC, a Illinois limited liability company ("StackFlare") and you, and is made effective as of the date of your use of this website ("Site"). This Agreement sets forth the general terms and conditions of your use of the Site and the products and services purchased or accessed through this Site (individually and collectively, the “Services”).
"You", "your", and “user” any individual or entity who accepts this Agreement, has access to your account or uses the Services. "We", "us" and "our" refer collectively to StackFlare.
By using the Site or Services, you agree to all terms and conditions of this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
We reserve the right, upon notice to you, to modify any provisions of this Agreement at any time at our discretion and without liability to you. Modifications by us are effective thirty (30) days after notifying you via email to the address you have supplied us, or immediately via notice and acceptance through our Site. After such changes or modifications have been made, your continued use of the Site or Services constitutes your agreement to be bound by this Agreement as last revised. If you do not agree to the modifications or to any applicable policies or guidelines on the Services, you must stop using the Site or Services. If you have purchased Services from us, the terms and conditions of this Agreement shall continue in full force and effect, including any changes made to this Agreement, as long as you take advantage of and use the Services.
Service Agreements and additional policies apply to certain Services and are in addition to (not in lieu of) this Agreement. If there is a conflict between the provisions of a Services Agreement and the provisions of this Agreement, the provisions of the applicable Services Agreement shall control.
The following general policies apply to all our Services:
We offer the following Services. Within each category, you will find the additional terms and conditions that apply to particular products and services.
This Site and Services are available only to users who can form legally binding contracts under applicable law. By using this Site or Services, you represent and warrant that you are at least eighteen (18) years of age or otherwise recognized as being able to form legally binding contracts under applicable law, and are not a person barred from purchasing or receiving the Services under the laws of the United States or any other applicable jurisdiction.
If you are using the Services on behalf of any entity, you represent and warrant that you have the legal authority to bind such entity to the terms and conditions contained in this Agreement. If StackFlare finds that you do not have the legal authority to bind such entity, you will be personally responsible for the obligations contained in this Agreement. StackFlare shall not be liable for any loss or damage resulting from our reliance on any instruction, notice, document, or communication reasonably believed by us to be genuine and originating from an authorized representative of your entity. StackFlare reserves the right (but undertakes no duty) to require additional authentication from you if there is reasonable doubt about the authenticity of any such instruction, notice, document or communication.
In order to access some of the features of this Site or use some of the Services, you will be required to create an account (“User Account”). It is your responsibility to ensure that the information connected to your User Account is accurate, current and complete. You are required to notify StackFlare within seven (7) business days of any change in the information you provided as part of the application and/or registration process. If you do not respond to inquiries made by us to determine the validity of information provided by you, for whatever reason, within seven (7) business days, such failure will constitute a material breach of this Agreement.
StackFlare reserves the right to suspend or terminate your User Account and any Services connected thereto if we have reason to believe that the information connected to your User Account information is not true, accurate, current, or is misleading or incomplete.
You are responsible for keeping the information connected to your User Account secure and confidential. You are solely responsible for the activity that occurs in connection with your User Account, whether authorized by you or not.
You must notify us immediately of any breach of security or unauthorized use of your User Account. StackFlare will not be liable for any loss you incur due to any unauthorized use of your User Account. You may be liable for any loss we or others incur caused by your User Account, whether caused by you, an authorized person, or an unauthorized person. We may charge you administrative fees equal to $200 (two hundred US Dollars) per hour for our time spent in relation to said matter, regardless of whether or not we return control over the User Account and/or domain names in question to you. You agree to indemnify us for any reasonable attorneys' fees and costs we may incur in relation to the matter, even if those fees and costs accrue as a result of defending an action, or responding to a threat of an action, initiated by you or a third party.
User Content. Some of the features of this Site or Services, including those Services that are hosted with StackFlare, may allow users to view, post, publish, share, store, or manage (a) ideas, opinions, recommendations, or advice via forum posts, content submitted in connection with a contest, product reviews or recommendations, or photos to be incorporated into a social media event or activity (“User Submissions”), or (b) literary, artistic, musical, or other content, including but not limited to photos and videos (together with User Submissions, “User Content”). User Content also includes all content submitted through your User Account. By posting or publishing User Content to this Site, or via the Services, you represent and warrant that (i) you have all necessary rights to distribute User Content via this Site or Services, either because you are the author and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, (ii) you have redacted any confidential information that you do not wish to be public, and (iii) the User Content does not violate any rights of any third party. You shall be solely responsible for any and all of your User Content or User Content that is submitted through your User Account, and the consequences of, and requirements for, distributing it.
User Content (Other Than User Submissions/User Reviews). You shall retain all of your ownership or rights in User Content. By posting or publishing User Content to this Site or through the Services, you authorize us to use the intellectual property and other proprietary rights in and to your User Content to enable inclusion and use of the User Content in the manner contemplated by this Agreement. You hereby grant StackFlare a worldwide, non-exclusive, royalty-free, sublicensable (through multiple tiers), and transferable license to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content in connection with this Site, the Services and StackFlare’s (and StackFlare’s affiliates’) business(es), including without limitation for promoting and redistributing all or part of this Site in any media formats and through any media channels without restrictions of any kind and without payment or other consideration of any kind, or permission or notification, to you or any third party. You also grant us the right to use your name, location and any other information you submit in connection with such User Content. The use of your or any other user’s name, likeness, voice or identity in connection with various features on the Services does not imply any endorsement of such features or of the Services unless explicitly stated otherwise.
You also hereby grant each user of this Site a non-exclusive license to access your User Content (with the exception of User Content that you designate “private” or “password protected”) through this Site, and to use, reproduce, distribute, prepare derivative works of, combine with other works, display, and perform your User Content as permitted through the functionality of this Site and under this Agreement. The above licenses granted by you in your User Content terminate within a commercially reasonable time after you remove or delete your User Content from this Site. You understand and agree, however, that StackFlare may retain (but not distribute, display, or perform) server copies of your User Content that have been removed or deleted. The above licenses granted by you in Your User Content are perpetual and irrevocable. Notwithstanding anything to the contrary contained herein, StackFlare shall not use any User Content that has been designated “private” or “password protected” by You for the purpose of promoting this site or StackFlare’s (or StackFlare’s affiliates’) business(es).
StackFlare’s Use of User Content. The provisions in this subsection apply specifically to StackFlare’s use of User Content posted to our websites (i.e., those sites which StackFlare directly controls or maintains). The applicable provisions are not intended to and do not have the effect of transferring any ownership or licensed rights (including intellectual property rights) you may have in User Content. You shall be solely responsible for any and all of your User Content or User Content that is submitted through your User Account, and the consequences of, and requirements for, distributing it. You acknowledge and agree that:
StackFlare shall own exclusive rights (including all intellectual property and other proprietary rights) to any product reviews or other comments posted to our site(s), and shall be entitled to the unrestricted use and dissemination of any product reviews or other comments posted to Our site(s) for any purpose, commercial or otherwise, without acknowledgment or compensation to You or to anyone else.
You acknowledge and agree that:
We reserve the right to cancel or terminate your use of the Site and/or Services if you engage in any of the activities described above or your usage of the services results in, or is the subject of, legal action or threatened legal action, against StackFlare or any of its affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit.
Except for User Content, with respect to all content on this Site and Services all right, title and interest in and to all (i) registered and unregistered trademarks, service marks and logos; (ii) patents, patent applications, and patentable ideas, inventions, and/or improvements; (iii) trade secrets, proprietary information, and know-how; (iv) all divisions, continuations, reissues, renewals, and extensions thereof now existing or hereafter filed, issued, or acquired; (v) registered and unregistered copyrights including, without limitation, any forms, images, audiovisual displays, text, software and (vi) all other intellectual property, proprietary rights or other rights related to intangible property which are used, developed, comprising, embodied in, or practiced in connection with any of the Services identified herein (“StackFlare Intellectual Property”) are owned by StackFlare, and/or where applicable its partners and affiliates, and you agree to make no claim of interest in or ownership of any such StackFlare Intellectual Property. You acknowledge that no title to the StackFlare Intellectual Property is transferred to you, and that you do not obtain any rights, express or implied, in the Services, other than the rights expressly granted in this Agreement.
If you elect to sell or resell advertising or web space to a third party then you will be responsible for the content of that advertising and the actions of that third party. StackFlare has the absolute right to reject any advertising or other third party content that is illegal, or in our sole discretion determined to be, offensive, defamatory or otherwise in breach of any StackFlare policy or Agreement. Such content may result in the suspension or immediate termination of your User Account.
You are entirely responsible for maintaining the confidentiality of your User Account access credentials and User Account information. You acknowledge and agree that you are solely responsible for all acts, omissions and use under and charges incurred with your User Account or password or in connection with your content displayed, linked, transmitted through or stored on or hosted on our server. You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to your content; (ii) maintain independent archival and backup copies of your content; (iii) ensure the security, confidentiality and integrity of your content transmitted through or stored on StackFlare servers; and (iv) ensure the confidentiality of your password.
StackFlare's servers are not an archive and StackFlare shall have no liability to you or any other person for loss, damage or destruction of any of your content. Though some Services offered by StackFlare are PCI (Payment Card Industry) compliant, they should not be utilized as such without further compliance activity with respect to your business. StackFlare shall have no liability to you or any other person for your use of our Services in violation of these terms. You agree not to undertake any activities that may impact or place at risk StackFlare’s ability to maintain our PCI compliance. We reserve the right to take any action necessary to ensure our ongoing PCI compliance status.
Subject to the terms and conditions of this Agreement and our other policies and procedures, we shall use commercially reasonable efforts to attempt to provide this Site and Services on a twenty-four (24) hours a day, seven (7) days a week basis. You acknowledge and agree that from time to time this Site may be inaccessible or inoperable for any reason including, but not limited to, equipment malfunctions; maintenance, repairs or replacements; or causes beyond our reasonable control or that are not reasonably foreseeable including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures, or acts of God. You acknowledge that we have no control over the availability of this Site or Services on a continuous or uninterrupted basis, and agree that we assume no liability to you or any other party with regard thereto.
StackFlare is a service provider and respects the copyrights and other intellectual property rights of others. To the extent StackFlare receives a proper notice of infringement of copyright, trademark or other intellectual property, as per our Copyright and Trademark Policies, StackFlare reserves the right to access, preserve and disclose to third parties any of your information or data (including personally identifiable information and private communications) related to a written complaint of infringement if we believe in our sole discretion that such access, preservation, or disclosure is necessary or useful to respond to or otherwise address such complaint.
StackFlare expressly reserves the right to terminate in appropriate circumstances an account or the access rights of a subscriber for repeated copyright infringement. StackFlare also reserves the right to modify, suspend and/or cancel an account, subscriber and/or domain name for even one instance of infringement, with no refund to you.
If you would like to submit (a) a trademark claim for violation of a mark on which you hold a valid, registered trademark or service mark, or (b) a copyright claim for material on which you hold a bona fide copyright, please refer to StackFlare’s Copyright and Trademark Policies.
In general, StackFlare does not pre-screen User Content. StackFlare does, however, reserve the right (but undertakes no duty) to do so. StackFlare also reserves the right to decide whether any item of User Content is appropriate and/or complies with this Agreement. StackFlare may remove any item of User Content and/or terminate a user’s access to this Site or the Services for posting or publishing any material in violation of this Agreement, or for otherwise violating this Agreement (as determined by StackFlare in its sole and absolute discretion), at any time and without prior notice. StackFlare may also terminate a user’s access to this Site or Services if StackFlare has reason to believe the user is a repeat offender. If StackFlare terminates your access to this Site or Services, StackFlare may, in its sole and absolute discretion, remove and destroy any data and files stored by you on its servers, including without limitation your User Account and all User Content.
StackFlare reserves the right to cease offering or providing any of the Services at any time, for any or no reason, and without prior notice. Although StackFlare makes great effort to maximize the lifespan of all its Services, there are times when a Service we offer will be discontinued or reach its End-of-Life ("EOL"). If that is the case, that product or service will no longer be supported by StackFlare, in any way, effective on the EOL date.
Notice and Migration. When applicable, StackFlare will attempt to notify you thirty (30) days in advance of the EOL date. It is your responsibility to take all necessary steps to replace the Service by migrating to a new Service before the EOL date, or by entirely ceasing reliance on said Service before the EOL date. In either case, StackFlare will either offer a comparable Service for you to migrate to for the remainder of the term of your purchase or a prorated refund, to be determined by StackFlare in its sole and absolute discretion. When available, StackFlare may, with or without notice to you, migrate you to the most up-to-date version of the Service. You agree to take full responsibility for any and all loss or damage arising from any such migration.
No Liability. StackFlare will not be liable to you or any third party for any modification, suspension, or discontinuance of any of the Services we may offer or facilitate access to.
(A) GENERAL TERMS, INCLUDING AUTOMATIC RENEWAL TERMS
Payment Due at Time of Order; Non-Refundable. At the time you order Services, you are required to pay all amounts. Payments are non-refundable unless otherwise noted in the Refund Policy.
Price Changes. StackFlare reserves the right to change its prices and fees at any time. Any changes to prices and fees for our Services will be posted on the Site and effective immediately with or without notice to you. If the term of Services you have purchased is for a period of months or years, changes in prices and fees shall be effective when the Services come up for renewal as further described below.
Payment Types. Except as prohibited in any product-specific agreement, you may be able to pay for Services by using any of the following “Payment Methods”: (i) valid credit card; (ii) electronic payment from your personal or business checking account (as defined below); (iii) PayPal, (iv) International Payment Option (as defined below) or (v) via in-store credit balances, if applicable (and as defined below), (individually referred to as a “Payment Method”). You are solely responsible for keeping a current, valid Payment Method on file if you have any active Services in your User Account.
Refunds Issued. Where refunds are issued to your Payment Method, StackFlare's issuance of a refund receipt is only confirmation that StackFlare has submitted your refund to the Payment Method charged at the time of the original sale. StackFlare has no control over when a refund will be applied towards your Payment Method’s available balance. The payment provider and/or individual issuing bank associated with your Payment Method establish and regulate the time frames for posting refunds.
Auto-Renewal Terms. In order to ensure that you do not experience an interruption or loss of Services, all Services are offered on a default automatic renewal. You may view or change or disable your automatic renewal settings at any time by logging into your User Account. Other than as required by applicable law, StackFlare does not retain hard copies or electronic versions of mandate, standing order or standing instruction forms and/or any signed consents relating to your usage of our automatic renewal services, and we are therefore unable to provide any such document upon request.
Except for reasons described below in this Section, automatic renewal automatically renews the applicable service upon expiration of the then current term for a renewal period equal in time to the most recent service period (except for domain names which may renew for the original service period). However, in the event renewal with the Payment Method on file fails, StackFlare may attempt to renew the applicable service for a period less than the original subscription period to the extent necessary for the transaction to succeed. Alternatively, StackFlare may attempt to charge the Payment Method(s) designated as "backup" in your User Account.
Renewals will be charged at StackFlare’s then current rates, which you acknowledge and agree may be higher or lower than the rates for the original service period. If you do not wish for any service to automatically renew, you may elect to cancel renewal, in which case, your services will terminate upon expiration of the then current term, unless you manually renew your services prior to that date and StackFlare shall not be liable to you or any third party regarding the same.
StackFlare may also participate in “recurring billing programs” or “account updater services” supported by your credit card provider (and ultimately dependent on your bank’s participation). If we are unable to successfully charge your existing payment method, your credit card provider (or your bank) may notify us of updates to your credit card number and/or expiration date, or they may automatically charge your new credit card on our behalf without notification to us. In accordance with recurring billing program requirements, in the event that we are notified of an update to your credit card number and/or expiration date, StackFlare may automatically update your payment profile on your behalf. StackFlare makes no guarantees that we will request or receive updated credit card information. You acknowledge and agree that it is your sole responsibility to modify and maintain your Account Settings, including but not limited to (i) cancelling products and (ii) ensuring your associated Payment Method(s) are current and valid. Further, you acknowledge and agree that your failure to do so, may result in the interruption or loss of services, and StackFlare shall not be liable to you or any third party regarding the same.
If for any reason StackFlare is unable to charge your Payment Method for the full amount owed, or if StackFlare receives notification of a chargeback, reversal, payment dispute, or is charged a penalty for any fee it previously charged to your Payment Method, StackFlare may pursue all available lawful remedies in order to obtain payment, including but not limited to, immediate cancellation or transfer, without notice to you, of any domain names or Services registered or renewed on your behalf.
StackFlare may offer product-level pricing in various currencies. The transaction will be processed in the selected currency and the pricing displayed during the checkout process will be the actual amount submitted for payment. For certain Payment Methods, the issuer of your Payment Method may charge you a foreign transaction fee or other charge, which may be added to the final amount that appears on your bank statement or post as a separate amount. Please check with the issuer of your Payment Method for details. In addition, regardless of the selected currency, you acknowledge and agree that you may be charged Value Added Tax ("VAT"), Goods and Services Tax ("GST"), or other localized fees and/or taxes, based on your bank and/or the country indicated in your billing address section.
(B) REFUND POLICY
Products and Services available for refunds are described here (“Refund Policy”).
You agree that StackFlare, at our sole discretion and at any time, may pause, terminate, or change the Refund Policy without notice, for any reason, and with no commitment to refund or credit any fees previously paid to StackFlare.
(C) IN-STORE CREDIT BALANCES
In the event that your Account contains an in-store credit balance: (1) you may apply any available credit balance to any future purchase in your User Account; and (2) you authorize StackFlare to apply any available credit balance to any outstanding administrative fees, chargebacks, or other fees related to your User Account. In the event that StackFlare is unable to successfully charge either the Payment Method associated with a specific Service in your account or your backup Payment Method(s) when processing Service renewals, StackFlare may use any available in-store credit balance if there are enough funds to cover the entire transaction. Regardless of the amount of in-store credit available in your account, StackFlare is not responsible for the loss of products resulting from an inability to collect funds from your Payment Methods or the in-store credit. In-store credits will be applied based on the currency selected in the shopping cart at the time of purchase (or renewal). If additional funds are required to complete the purchase or renewal, credits held in a non-selected currency will be converted using StackFlare’s daily exchange rate based on the age of the credit (oldest to newest) until (i) enough funds are allocated to complete the transaction, or (ii) there is no available balance left in your account. You understand and agree that at the time of conversion, StackFlare may also impose an additional administrative fee.
You can verify your available in-store credit balance at any time through your User Account. You acknowledge that in-store credit balances are non-transferrable, may only be used in the User Account in which they were acquired and may expire. Complimentary in-store credits will expire two years after issuance. In the event that StackFlare terminates your User Account, you acknowledge and agree that any remaining available in-store credit balance will be forfeited.
You also acknowledge that funds available in your in-store credit balance will be held by StackFlare and will not accrue or pay interest for your behalf. To the extent any interest may accrue, StackFlare is entitled to receive and keep any such amounts to cover costs associated with supporting the in-store credit balance functionality.
(D) EXPIRED DOMAIN NAME PURCHASES
For expired domains names purchased through your account, you agree that you are responsible for payment immediately upon auction close for the successful bid amount via any valid payment method associated with the account, will be charged immediately following the auction close. If we are unable to collect payment, you may lose the rights to purchase the domain name.
(E) ADMINISTRATIVE FEES
StackFlare also reserves the right to charge you reasonable “administrative” fees" of $40 (forty US dollars) per hour, minimum of one hour, for (i) tasks StackFlare may perform outside the normal scope of its Services, (ii) additional time and/or costs StackFlare may incur in providing its Services, and/or (iii) your noncompliance with this Agreement (as determined by StackFlare in its sole and absolute discretion). Typical administrative or processing fee scenarios include, but are not limited to (i) customer service issues that require additional personal time or attention; (ii) UDRP actions(s) in connection with your domain name(s) and/or disputes that require accounting or legal services, whether performed by StackFlare staff or by outside firms retained by StackFlare; (iii) recouping any and all costs and fees, including the cost of Services, incurred by StackFlare as the results of chargebacks or other payment disputes brought by you, your bank or Payment Method processor. These administrative fees or processing fees will be billed to the Payment Method you have on file with StackFlare.
StackFlare expressly reserves the right to deny, cancel, terminate, suspend, lock, or modify access to (or control of) any User Account or Services (including the right to cancel or transfer any domain name registration) for any reason (as determined by StackFlare in its sole and absolute discretion), including but not limited to the following: (i) to correct mistakes made by StackFlare in offering or delivering any Services (including any domain name registration), (ii) to protect the integrity and stability of, and correct mistakes made by, any domain name registry or registrar, (iii) to assist with our fraud and abuse detection and prevention efforts, (iv) to comply with court orders against you and/or your domain name or website and applicable local, state, national and international laws, rules and regulations, (v) to comply with requests of law enforcement, including subpoena requests, (vi) to comply with any dispute resolution process, (vii) to defend any legal action or threatened legal action without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit, (viii) to avoid any civil or criminal liability on the part of StackFlare, its officers, directors, employees and agents, as well as StackFlare's affiliates, including, but not limited to, instances where you have sued or threatened to sue StackFlare, or (ix) to respond to an excessive amount of complaints related in any way to your User Account, domain name(s), or content on your website that could result in damage to StackFlare’s business, operations, reputation or shareholders.
StackFlare expressly reserves the right to review any User Account for excessive space and bandwidth utilization, and to terminate or apply additional fees to those User Accounts that exceed allowed levels.
StackFlare expressly reserves the right to terminate, without notice to you, any and all Services where, in StackFlare's sole discretion, you are harassing or threatening StackFlare and/or any of StackFlare's employees.
StackFlare Content. Except for User Content, the content on this Site and the Services , including without limitation the text, software, scripts, source code, API, graphics, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein (“StackFlare Content”), are owned by or licensed to StackFlare in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. StackFlare Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of StackFlare. No right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. StackFlare reserves all rights not expressly granted in and to the StackFlare Content, this Site and the Services, and this Agreement do not transfer ownership of any of these rights.
This Site and the Services may contain links to third-party websites that are not owned or controlled by StackFlare. StackFlare assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, StackFlare does not censor or edit the content of any third-party websites. By using this Site or the Services, you expressly release StackFlare from any and all liability arising from your use of any third-party website. Accordingly, StackFlare encourages you to be aware when you leave this Site or the Services found at this Site and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. StackFlare, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. StackFlare, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND StackFlare ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY StackFlare, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
IN NO EVENT SHALL StackFlare, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT StackFlare IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL StackFlare’S TOTAL AGGREGATE LIABILITY EXCEED $10,000.00 U.S. DOLLARS.
THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
YOU AGREE TO RELEASE, INDEMNIFY, AND HOLD StackFlare, OUR CONTRACTORS, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS AND AFFILIATES HARMLESS FROM ALL LIABILITIES, CLAIMS AND EXPENSES, INCLUDING ATTORNEYS’ FEES AND COURT COSTS, FOR ANY CLAIMS RELATING TO YOUR USE OF THE SERVICE OR ARISING UNDER THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, INFRINGEMENT OF ANY INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHT OF ANY PERSON OR ENTITY, OR FROM THE VIOLATION OF ANY TERM OR CONDITION OF THIS AGREEMENT. IF WE ARE AWARE OF A THIRD PARTY CLAIM WHICH IS RELATED TO THE SERVICE UNDER THIS AGREEMENT, WE MAY SEEK WRITTEN ASSURANCES FROM YOU IN WHICH YOU PROMISE TO INDEMNIFY AND HOLD US HARMLESS FROM THE COSTS AND LIABILITIES DESCRIBED IN THIS PARAGRAPH. SUCH WRITTEN ASSURANCES MAY INCLUDE THE POSTING OF PERFORMANCE BONDS OR OTHER GUARANTEES. YOUR FAILURE TO PROVIDE SUCH ASSURANCES MAY BE CONSIDERED A BREACH OF THIS AGREEMENT BY YOU.
StackFlare makes no representation or warranty that the content available on this Site or Services found at this Site are appropriate in every country or jurisdiction, and access to this Site or Services from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services are responsible for compliance with all local laws, rules and regulations.
(A) Disputes. The terms of this Section shall apply to all Disputes between you and StackFlare, except for disputes governed by the Uniform Domain Name Dispute Resolution Policy referenced above and available here. For the purposes of this Section, “Dispute” shall mean any dispute, claim, or action between you and StackFlare arising under or relating to any StackFlare Services, StackFlare’s websites, this Agreement, or any other transaction involving you and StackFlare, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be interpreted to be given the broadest meaning allowable under law. YOU AND StackFlare AGREE THAT “DISPUTE” AS DEFINED IN THESE TERMS SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY YOU OR StackFlare FOR (I) TRADE SECRET MISAPPROPRIATION, (II) PATENT INFRINGEMENT, (III) COPYRIGHT INFRINGEMENT OR MISUSE, AND (IV) TRADEMARK INFRINGEMENT OR DILUTION. Moreover, notwithstanding anything else in these Terms, a court, not the arbitrator, may decide if a claim falls within one of these four exceptions.
(B) Binding Arbitration. You and StackFlare further agree: (i) to arbitrate all Disputes between the parties pursuant to the provisions in this Agreement; (ii) this Agreement memorializes a transaction in interstate commerce; (iii) the Federal Arbitration Act (9 U.S.C. §1, et seq.) governs the interpretation and enforcement of this Section; and (iv) this Section shall survive termination of these Terms. ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JUDGE OR JURY IN A COURT PROCEEDING AND YOUR GROUNDS FOR APPEAL ARE LIMITED. The arbitrator may award you the same damages as a court sitting in proper jurisdiction, as limited by the Limitation of Liability set forth in this Agreement and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. In addition, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. The decision of the arbitrator shall be final and enforceable by any court with jurisdiction over the parties.
(C) Small Claims Court. Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state or municipality if the action is within that court’s jurisdiction and is pending only in that court.
(D) Dispute Notice.In the event of a Dispute, you or StackFlare must first send to the other party a notice of the Dispute that shall include a written statement that sets forth the name, address and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the “Dispute Notice”). The Dispute Notice to StackFlare must be sent by US Mail addressed to StackFlare, LLC, 2229 South Michigan Ave Suite 303, Chicago, IL 60616 with email copy to support@StackFlare.com.com (collectively, the “StackFlare Notice Address”). Any Dispute Notice to you will be sent by US Mail and by email to the most recent addresses we have on file or otherwise in our records for you. If StackFlare and you do not reach an agreement to resolve the Dispute within sixty (60) days after the Dispute Notice is received, you or StackFlare may commence an arbitration proceeding pursuant to this Section. Following submission and receipt of the Dispute Notice, each of us agrees to act in good faith to seek to resolve the Dispute before commencing arbitration.
(E) WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS. YOU AND StackFlare AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. NEITHER YOU NOR StackFlare WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OF PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR OTHER PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
(F) Arbitration Procedure. If a party elects to commence arbitration, the arbitration will be administered by the American Arbitration Association (“AAA”) and governed by the Consumer Arbitration Rules of the AAA (“AAA Rules”) in conjunction with the rules set forth in these Terms, except that AAA may not administer any multiple claimant or class arbitration, as the parties agree that the arbitration shall be limited to the resolution only of individual claims. The AAA Rules are at www.adr.org. If there is a conflict between the AAA Rules and the rules set forth in this Agreement, the rules set forth in this Agreement shall govern. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by this Agreement. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to, any claim that all or any part of this Agreement is void or voidable. The arbitrator shall also have exclusive authority to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of the arbitration agreement or to the arbitrability of any claim or counterclaim. Notwithstanding this broad delegation of authority to the arbitrator, a court may determine the limited question of whether a claim or cause of action is for (i) trade secret misappropriation, (ii) patent infringement, (iii) copyright infringement or misuse, or (iv) trademark infringement or dilution, which are excluded from the definition of “Disputes” as stated above. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. You may choose to engage in arbitration hearings by telephone. Arbitration hearings not conducted by telephone shall take place in Chicago, Illinois (USA).
(G) Initiation of Arbitration Proceeding. If either you or StackFlare decide to arbitrate a Dispute, we agree to the following procedure:
iii. Send one copy of the Demand for Arbitration to the other party at the same addresses as the Dispute Notice, or as otherwise agreed to by the parties.
(H) Hearing Format. In all hearing formats, the arbitrator shall issue a written decision that explains the essential findings and conclusions on which an award, if any, is based. During the arbitration, the amount of any settlement offer made by StackFlare or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or StackFlare is entitled. The discovery or exchange of non-privileged information relevant to the Dispute may be allowed during the arbitration.
(I) Arbitration Fees and Payments.
The AAA rules will govern payment of filing fees and the AAA’s and arbitrator’s fees and expenses.
(J) Claims or Disputes Must be Filed Within One Year.To the extent permitted by law, any claim or dispute relating to this Agreement or to StackFlare’s provision of the Site and/or Services must be filed within one year in small claims or in arbitration. The one-year period begins when the claim or Notice of Dispute first could be filed. If not filed within one year, the claim or dispute will be permanently barred.
(K) Amendments to this Section. Notwithstanding any provision in this Agreement to the contrary, you and StackFlare agree that if StackFlare makes any future amendments to the dispute resolution procedure and class action waiver provisions (other than a change to StackFlare’s contact information) in this Agreement, then StackFlare will notify you and you will have thirty (30) days from the date of notice to affirmatively opt-out of any such amendments. If you affirmatively opt-out of any future amendments, you are agreeing that you will arbitrate any Dispute between us in accordance with the language of this Section as stated in the then-current Agreement, without any of the proposed amendments governing. If you do not affirmatively opt-out of any future amendments, you will be deemed to have consented to any such future amendments.
(L) Severability. If any provision in this Section is found to be unenforceable, that provision shall be severed with the remainder of this Agreement remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire Section shall be null and void. The terms of this Section shall otherwise survive any termination of the Agreement.
(M) Exclusive Venue for Other Controversies; Waiver of Jury Trial.StackFlare and you agree that any controversy excluded from the dispute resolution procedure and class action waiver provisions in this Section (other than an individual action filed in small claims court) shall be filed only in an appropriate state or federal court in Chicago, Illinois (USA). Each party hereby irrevocably and unconditionally consents and submits to the exclusive jurisdiction of such courts for any such controversy. You also agree to waive the right to trial by jury in any such action or proceeding.
Please be advised that if a customer has an outstanding account balance (a credit positive balance) for three (3) years or more for any reason, and (i) StackFlare is unable to issue payment to such customer or (ii) StackFlare issued payment to such customer in the form of a paper check, but the check was never cashed, then StackFlare shall turn over such account balance to the State of Illinois in accordance with state law. You acknowledge and agree that in either case (i) or (ii) above, StackFlare may withhold a dormancy charge in an amount equal to the lesser of $25.00 or the total outstanding account balance associated with such customer.
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns.
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
This Site and Services are subject to the export laws, restrictions, regulations and administrative acts of the United States Department of Commerce, Department of Treasury Office of Foreign Assets Control (“OFAC”), State Department, and other United States authorities (collectively, “U.S. Export Laws”). Users shall not use the Services to collect, store or transmit any technical information or data that is controlled under U.S. Export Laws. Users shall not export or re-export, or allow the export or re-export of, the Services found at this Site in violation of any U.S. Export Laws. None of the Services found at this Site may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country with which the United States has embargoed trade; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Persons List, or any other denied parties lists under U.S. Export Laws. By using this Site and Services found at this Site, you agree to the foregoing and represent and warrant that you are not a national or resident of, located in, or under the control of, any restricted country; and you are not on any denied parties list; and you agree to comply with all U.S. Export Laws (including “anti-boycott”, “deemed export” and “deemed re-export” regulations). If you access this Site or the Services found at this Site from other countries or jurisdictions, you do so on your own initiative and you are responsible for compliance with the local laws of that jurisdiction, if and to the extent those local laws are applicable and do not conflict with U.S. Export Laws. If such laws conflict with U.S. Export Laws, you shall not access this Site or the Services found at this Site. The obligations under this section shall survive any termination or expiration of this Agreement or your use of this Site or the Services.
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
This Agreement, along with all policies and the applicable Service Agreements identified above and incorporated herein by reference, are executed in the English language. Where a translated version is required to be provided to you and is to be considered binding by law (i) both language versions shall have equal validity, (ii) each party acknowledges that it has reviewed both language versions and that they are substantially the same in all material respects, and (iii) in the event of any discrepancy between these two versions, the translated version may prevail, provided that the intent of the Parties has been fully taken into consideration.
If you have any questions about this Agreement, please contact us by email support@StackFlare.net.