Lexsynergy Terms and Conditions
1. Introduction and General Provisions
1.1. Lexsynergy Limited (“LS”) is an ICANN accredited domain name management and online brand protection company that is registered as a limited company in England and Wales under Company No. 05992211 with its registered address at 925 Finchley Road, London, NW11 7PE, United Kingdom and VAT No. 912 3846 32.
Postal Address: 130 Hampstead House, 176Finchley Road, London, NW36BT, United Kingdom.
1.3. By opening a LS Account, the User acknowledges and agrees that it has read and understood these Terms and Conditions (“T&C”) and, if applicable, the Schedules and Policies and it agrees to accept these Terms and Conditions and those in the Schedules and Policies as binding upon them. By registering a Domain Name, using the Services, the User warrants that it is authorised to act in that behalf and further accepts the terms and conditions of the Agreement as agent for and on behalf of a third party (if applicable), so that such third party is bound by the same. If the User does not wish to be bound by these terms and conditions they must refrain from using the Services and not access the Website.
1.4 The User represents, warrants and guarantees that:
1.4.1. it is not a person or entity barred from purchasing or receiving the Services found under the laws of the United Kingdom, European Union, United States of America or other applicable jurisdiction.
1.4.2. if it is entering into this Agreement on behalf of an organisation or corporation (not a natural person), that it has the legal authority to bind such organisation or corporate entity to the terms and conditions contained in this Agreement and that the entity is duly organised, authorized and in good standing under the laws of the jurisdiction in which it was formed.
1.5. LS make use of Naming Authority services, which do not fall within its control. The User is therefore advised to familiarise itself with the respective terms and conditions of the Naming Authority. The Naming Authority terms and conditions can be viewed during the registration process of a Domain Name or at the website of the Naming Authority.
1.6. If any links or functionality on the Website is not working and/or defective the User is requested to contact LS to rectify the problem and/or to request the information on that link from LS.
1.7. The headings used in the T&C and in any Schedule are for guidance purposes only and are not legally binding. In the event of any inconsistency and/or conflict between the T&C and content of the Website, the T&C shall prevail. In the event of any inconsistency and/or conflict between the T&C and any Schedule, the provisions of the T&C will prevail. If any provisions of the Agreement are judged to have no legal force or effect then the remaining provisions shall remain valid and enforceable. Singular terms shall include plural and visa versa.
1.8. The User may not assign this Agreement or sub-contract or resell any of the Services without LS prior consent. LS may assign this Agreement and/or subcontract any of the Services.
1.9. Users who register a domain name in the .BANK TLD Schedule 1 and .INSURANCE TLD Schedule 2 must ensure that the Registrant or third party agrees to the terms specific to the .BANK and .INSURANCE TLDs as well as to the .bank and .insurance Naming Authority security requirements at https://www.ftld.com/security/, and in respect of other TLDs where applicable, as set out in clauses 35 and 36.
1.10. Neither party shall be liable for failure to perform or delay in performing any obligation (excluding payment) under this Agreement if the failure or delay is caused by any circumstances beyond its reasonable control, including but not limited to failure of any communications, telecommunications or computer system.
1.11. The failure to exercise or delay in exercising a right or remedy under this Agreement shall not constitute a waiver of the right or remedy.
1.12. Nothing in this Agreement shall be construed as creating a partnership or joint venture of any kind between LS and the User.
2.1. “Account” mean the portal accessible from the Website that contains the information required to use the Services.
2.2. "Agreement" means the agreement comprising the T&C, any Schedules and Policies.
2.3. “Appropriate technical and organisational measures”, “controller”, “data subject”, “personal data”, “processor”, “processing” and “supervisory authority” shall have the meaning ascribed to them in the GDPR. (“Process”, “processed” etc. shall be construed accordingly).
2.4. “Brand Protection Services” means domain name recovery (including drafting and submitting domain complaints via dispute resolution authorities, drafting and sending cease and desist communications and domain purchases); watch services; takedown of a website or webpage or removal of materials that infringe a trade mark, copyright or other similar right; email suspension or deletion; social media account or post removal, suspension or deletion, provided by LS comprising advice and enforcement of the aforesaid services; and any other services LS agrees in writing to provide to You, including without limitation any Output Materials.
2.5. “ccTLD” means a country code top level domain for example .uk, .za, .com.au, which is assigned to a specific country.
2.6. “Confidential Information” means any kind of proprietary or confidential information, regardless of the form, given from one Party to the other under this Agreement (oral, written or electronic), including without limitation any technical or non-technical proprietary information, technical processes, specifications and production techniques.
2.7. “Customer” means the entities or individuals that agree to use the Reseller’s services; including a Registrant.
2.8. “Data” includes information (personal or otherwise), documents, text, software, music, sound, photographs, graphics, video, messages and other materials of any kind and in any form.
2.9. "Designated Agent" means LS who is explicitly authorised to approve changes, on the Registrant's behalf, to the Registrant's information appearing on the Whois in particular the Registrant name; Registrant organisation; Registrant email address and administrative contact email address, if there is no prior Registrant email address.
2.10. “DNS” means Domain Name System.
2.11. “Domain Name” means a gTLD and/or ccTLD.
2.12. “GDPR” means General Data Protection Regulation (EU) 2016/679.
2.13. “gTLD” means a generic top level domain for example .com, .net, .org, which is not assigned to any country.
2.14. “ICANN” means the Internet Corporation of Assigned Names and Numbers (www.icann.org).
2.15. "Input Material" means any information, Data, documents or other materials, and any other record of any information in any form provided by You relating to the Services, whether written or oral or otherwise.
2.16. "Local Presence" means a local address and/or local company information that allows the User to meet the Naming Authorities registration requirements.
2.17. "Managed DNS Services" means a separate outsourced subscription of some or all of the DNS as set out in the Managed DNS Schedule and Managed DNS Service Guide (which is a separate document provided upon receipt of a written request to email@example.com).
2.18. "Naming Authority" shall mean the governing body for the Domain Name and/or any equivalent body registry and gateway provider responsible for particular types of Domain Names.
2.19. "Output Material" means any reports, opinions, Data, documents, and other materials, and information supplied by LS in the course of providing the Services.
2.20. “Parties” shall include LS and the User.
2.21. “Policies” shall mean all other agreements and policies other than this Agreement that is applicable to the Services.
2.22. “Prices” means the prices displayed on the Website from time to time.
2.23. “LS’s Privacy Notice” means LS’s privacy notice, as amended from time to time (https://www.lexsynergy.com/privacy-policy).
2.24. “Registrant” means the individual or organisation that is the applicant for a domain name and who shall be recorded in the Name Authorities database as the owner of a Domain Name.
2.24. “Reseller” shall mean a User whose Account has been enabled to use and access the LS API (Application Programming Interface) settings and/or any other technical integration.
2.25. "Schedule" means a schedule identified in the T&C and thereby incorporated into the Agreement.
2.26. “Services” includes, but is not limited to, Domain Name: searches; applications; registrations; renewals; transfers; information; regulations; Whois Privacy, Local Presence and other services rendered through the Website including Brand Protection Services and where applicable Managed DNS Services.
2.27. “T&C” means these terms and conditions and any annexure, directives and guidelines published on the Website from time to time.
2.28. “User” shall include any person, entity, Customer, Registrant or its authorised agent that opens an Account or registers a Domain Name, (including a Reseller of the Services), with LS.
2.29. “Website” means www.lexsynergy.com, including via the LS API settings.
2.30. “Whois” means a database that contains pertinent information about a Domain Name, including but not limited to its availability, Registrant contact, technical contact, administrative contact and expiration date.
2.31. “Whois Privacy” means the substitution of the Registrant’s information with that of the Whois Privacy Provider.
2.32. “Whois Privacy Provider” means the Domain Name Brand Company Limited.
3. Amendment to Terms and Conditions
3.1. LS reserves its right to amend the terms and conditions of the Agreement from time to time by giving thirty (30) calendar days notice or the notice required by ICANN or any Naming Authority or other relevant authority if shorter. Notice will be posted on the Website and may also be made available to the User by such additional means as determined appropriate by LS.
3.2. The User agrees that LS can for a valid reason change part of the Services provided under the Agreement and/or how they operate by giving like notice. If the User continues to use the Services subsequent to any amendment or revision of the Agreement, for a period of thirty (30) calendar days, the User agrees to abide and be bound by the amended or revised terms and conditions of the Agreement.
3.3 If LS sends out email notices, LS assumes no liability or responsibility for the User’s failure to receive an email notification if such failure is a result of inaccurate email addresses or Account contact information.
4. Right to Cancel – Distance Selling Regulations
4.1. If the User is a “consumer” as defined in the Consumer Protection (Distance Selling) Regulations 2000 (as amended, replaced or re-enacted from time to time) it will have the right to cancel the Agreement within seven (7) working days of the conclusion of this distance contract provided that the User has not commenced use of any of the Services of LS. Services will have commenced upon the application, registration, transfer-in or renewal of a Domain Name.
5.1. LS grants the User a non-exclusive, non-transferable worldwide license (“the License”) to use the Website for the rendering of the Services.
6. Performance of Services
6.1. LS shall use its best endeavours to render the Services in accordance with accepted professional standards set by Naming Authority. LS does not warrant or guarantee that the performance of the Services will be uninterrupted, secure or error-free.
6.2. LS does not warrant that the Whois is correct and/or complete. Any Whois search result is given without commitment. The decision whether or not to rely on the Whois search is taken at the User’s own risk.
6.3. The accessibility to LS of gTLD and ccTLD Whois records for search, propagation and updating purposes is limited by various factors and is restricted to those gTLD or ccTLD domain name records (or parts) that are actually available at the relevant time; LS does not guarantee coverage of all gTLD or ccTLD domain name records or all parts of such records.
6.4. The regulations and restrictions in respect of each Domain Name is provided by LS as a general guideline and does not constitute advice and/or a comprehensive list of all rules and regulation relating to a specific Domain Name. The User is advised to supplement the regulations and restrictions information with its own independent research via the Naming Authority or the Name Authorities terms and conditions.
6.5. The User acknowledges that it agrees to be bound by all terms and conditions of Internet Corporation for Assigned Names and Numbers (“ICANN's”) Uniform Domain Name Dispute Resolution Policy ("UDRP"), Uniform Rapid Suspension System (“URS”), Registry’s Sunrise Dispute Resolution Policy (“SDRP”), Registry’s Registrant Eligibility Dispute Resolution Policy (“REDRP”), and Registry’s Reserved Name Dispute Resolution Policy (“RNDRP”), as amended from time to time, which is hereby incorporated and made a part of this Agreement by reference for all gTLD domain name registrations or renewals, as well as any other policies adopted by ICANN from time to time.
6.6. LS reserves its right to suspend or restrict access to, the Services for repair, maintenance and upgrades or as required by ICANN, any Naming Authority, or any other relevant authority.
7. Obligations of User
7.1. The User warrants that it has the power and authority to enter into this Agreement.
7.2. The User must comply with all reasonable instructions and requests concerning the Services.
7.3. The User agrees to provide accurate up to date information as it shall be used by LS to notify the User of Domain Name renewals and other information relating to the Services. Inaccurate information could result in the User failing to receive important notices or reminders and adversely affecting the Domain Name.
7.4. The User agrees that it will supply full and accurate and up to date contact data and information when registering, transferring and updating a Domain Name, which LS will require the registrant to verify by email and/or telephone. The User agrees that it will submit any corrections or updates relating to its registration information as required by ICANN and any Naming Authority
7.5. If the User fails to respond for over fourteen (14) working days to LS enquiries concerning the accuracy of contact details it shall constitute a material breach of this Agreement and shall be a basis for cancellation or suspension of the relevant Domain Name.
7.6. The User must:
7.6.1. keep its username, password and security phrase secure;
7.6.2. take reasonable steps in matters within its control to reduce the risk of security breaches in connection with the Services;
7.6.3. notify LS of any security breaches; and
7.6.4. comply with LS security checks.
7.7. The User warrants that it will not use the Services to infringe the intellectual property rights of any third party. In addition the User shall abstain from distributing malware, abusively operating botnets, phishing, piracy, fraudulent or deceptive practices, counterfeiting or otherwise engaging in activities contrary to applicable law.
7.8. The User will ensure that it or the Registrant complies with the eligibility criteria or restrictions applicable to certain Domain Names imposed by the Naming Authority and shall accept the Name Authorities terms and conditions during the registration process.
7.9. In the event that documentation is required for the registration of a Domain Name, the User undertakes to supply the relevant documents to LS in the specified format with the applicable time period as prescribed by LS from time to time, failing to do so shall constitute a material breach of this Agreement.
7.10. The User agrees to be held liable for all damages and actions against LS resulting from the User’s inappropriate or illegal use or resale of the Service. The User understands and agrees that any such activities listed below (“Restricted Activities”) associated with the User or its Account shall be deemed a material breach of this Agreement:
7.10.1. transmits unsolicited email (Spam);
7.10.2. transmits repetitive, high volume inquiries into any of the Services provided by LS (i.e. Domain Name availability, etc.);
7.10.3. distributes malware or operates and engages in botnets, phishing, piracy, trade mark or copyright infringement, fraudulent or deceptive practices, counterfeiting and other activities that are contrary to applicable law; and
7.10.4. links or redirects to illegal content that:
126.96.36.199. is hateful, defamatory, derogatory or bigoted based on racial, ethnic, gender or political grounds or otherwise causes injury, damage or harm of any kind to any person or entity;
188.8.131.52.is threatening or invades another person's privacy or property rights or otherwise breaches any rights of or duty to a third party;
184.108.40.206. misleads or deceive minors into viewing sexually explicit material or depicts minors engaged in any activity of a sexual nature or may otherwise harm minors;
220.127.116.11. infringes the trade mark, copyright, patent, trade secret or other intellectual property rights of a third party;
18.104.22.168. violates any applicable local, state, national or international law or regulation;
22.214.171.124. promotes, aids or abets illegal activity of any kind or promotes business opportunities or investments which are not permitted under law; and
126.96.36.199 advertises or offers for sale any goods or services that are unlawful or in breach of any national or international law or regulation.
7.11. The Reseller understands and agrees that violation of the Restricted Activities constitutes a material breach of this Agreement. The Reseller agrees that LS, in its sole discretion and without liability to the Reseller, may refuse provisioning or operation of any Service for the Reseller’s Account for violation of the Restricted Activity provisions at any time.
8. Obligations and Responsibilities of Reseller
8.1. The Reseller agrees:
8.1.1. not to display the ICANN or ICANN Accredited Registrar logo, or otherwise represent themselves as Accredited by ICANN unless they have written permission from ICANN to do so;
8.1.2. that it shall in its registration agreement include all the provisions and notices required by the ICANN Registrar Accreditation Agreement and any ICANN Consensus Policies and shall identify LS as the sponsoring registrar or provide the means for identifying LS, such as a link to the InterNic Whois Whois lookup service;
8.1.3. to disclose the identity of LS to third parties upon receiving such an inquiry from that party; and
8.1.4. to comply with any ICANN adopted Specification or Policy that establishes a program for accreditation of individuals or entities who provide proxy and privacy registration services (a “Proxy Accreditation Program”). Among other features, the Proxy Accreditation Program (https://www.icann.org/resources/pages/approved-with-specs-2013-09-17-en#privacy-proxy) may require that:
188.8.131.52. proxy and privacy registration services may only be provided in respect of Domain Name registrations by individuals or entities Accredited by ICANN pursuant to such Proxy Accreditation Program; and
184.108.40.206. Registrar shall prohibit Resellers from knowingly accepting registrations from any provider of proxy and privacy registration services that is not Accredited by ICANN pursuant the Proxy Accreditation Program. Until such time as the Proxy Accreditation Program is established, Registrar shall require Resellers to comply with the Specification on Privacy and Proxy Registrations of the Registry Registrar Accreditation Agreement (“RRA”) 2013.
8.1.5. to publish on its website and/or provide a link to the Registrants' Benefits and Responsibilities Specification at https://www.icann.org/resources/pages/benefits-2013-09-16-en and http://www.icann.org/en/resources/registrars/registrant-rights/educational and shall not take any action inconsistent with the corresponding provisions of this Agreement or applicable law;
8.1.6. to act in good faith towards Registrants and provide full, accurate information to give effect to this Agreement;
8.1.7. to exercise its right to access the Account appropriately and in a way that will not intentionally affect the integrity or performance of the Account and/or Services;
8.1.8. to refrain from misusing Confidential Information or personal information;
8.1.9 to ensure to the best of its ability, that the Customers are complying with the relevant policy and procedures set out in the Policies;
8.1.10. to ensure that the Registrants and/or Customers agree to be bound to the relevant dispute resolution procedure as described within the relevant Policies; and
8.1.11. implement Domain Name renewals or deletions in accordance with Registrant’s instructions seven (7) days or more prior to the scheduled expiration date of the Domain Name. Failure to renew the Registrant’s Domain Name prior to the scheduled expiration date will result in the Domain Name being immediately suspended in accordance with the relevant Registry’s policies. LS is not held liable for any loss or damage, costs or expenses due to the failure or negligence of the Reseller to execute the instructions of its Registrant.
9. LS Obligations to User
9.1. LS shall to the best of its ability render the Service in a timely and professional manner consistent with the highest industry standards.
9.2. Maintenance of, upgrades and new versions of the Account and/or Services are included in the Service. LS will notify the User of any maintenance required to the Services within a reasonable time.
9.3. LS will provide the User with access to:
9.3.1 24/7/365 email and telephone support;
9.3.2. technical support; and
9.3.3. sales and marketing support where required.
10. Proprietary Rights in Name.
10.1. The User acknowledges and agrees that the reselling of the Services and their subsequent use does not provide the User or the Customers any proprietary rights to the Services, nor does it guarantee immunity from any challenge to the Services by any third party, nor from the cancellation, suspension or transfer of the Services.
11. Third Party Regulations, Rules and Policies.
11.1 The Reseller acknowledges that LS itself is obligated and bound by its own agreements with other organisations and that their regulations and policies also apply to them as a Reseller. The Reseller agrees to abide and comply with all the rules, regulations and policies that apply to resellers, and the Reseller agrees to read, understand, and operate under those provisions without exception for the following third parties:
11.1.1. ICANN; and
11.1.2. Registry Operators as provided in the gTLD Policies and the ccTLD Policies and as amended from time to time
12. Reseller’s Customer Agreements
12.1 The Reseller understands and agrees to comply by creating and maintaining Customer agreements that the Customers must enter into with the Reseller that:
12.1.1. outline the Customer’s obligations and responsibilities,
12.1.2. outlines the pricing of the Services,
12.1.3. informs them on renewing their Services; and
12.1.4. informs them on how information and personal data will be collected and used.
12.2. The Reseller agrees to ensure that the Customer agreement ensures compliance with all requirements, procedures and rules set out in the Policies where applicable.
12.3. The Reseller understands and agrees that the Customers have no direct contractual relationship with LS and that any disputes and/or issues will be addressed to the Reseller.
13. Annual Reseller Compliance Declaration
13.1 The Reseller agrees to verify and maintain operational compliance as a LS Reseller in accordance with this Agreement at all times, as well as, declaring its compliance with LS on an annual basis. To complete the annual reseller compliance declaration, the Reseller agrees to the following:
13.1.1 monitor and review all communications from LS at all times and understand that a Reseller declaration email will be sent to the Reseller annually. Failure to respond to the Reseller declaration email may result in suspension of the Account and Services. The Reseller is solely responsible for receiving and responding to the Reseller declaration email alone.
13.2 Failure to respond and complete the yearly Reseller declaration form within the time provided will be a material breach of this Agreement and can result in immediate suspension of the Account and/or Services.
14. Audit Rights
14.1. The Reseller acknowledges and agrees that LS may audit the Reseller’s website and request records and documentation to demonstrate compliance with the terms and conditions of this Agreement at LS’s discretion. LS reserve the right to suspend or cancel the Account for non-compliance with the terms of this Agreement (including clause 8).
14.2. The Reseller acknowledges and agrees that they must send all ICANN required renewal notices and registration verifications to the Customer upon receiving them from LS, if not sent directly by LS. The Reseller acknowledges and agrees that LS will interrupt DNS post expiration to display the ICANN required renewal instructions or when registrant verification fails. The Reseller agrees that if a Domain Name is not validated, the Domain Name is subject to suspension or termination at LS’s sole discretion.
14.3. The Reseller understands and agrees to comply by displaying all registration and renewal prices on the Reseller’s website (and provide a link to such page upon LS’s request).
14.4. The Reseller acknowledges and agrees that some Domain Names are governed, in part, by rules and policies of ICANN. These rules include registration and transaction information to be kept for a period of three years and that this information must be provided to ICANN upon an audit request. Understanding these requirements, for ICANN governed Domain Names, the Reseller agrees to maintain:
14.4.1. In electronic or paper form, all written communications regarding domain registration transactions, confirmations, modifications, transfers or terminations and related correspondence with the Customer, including registration contracts; and
14.4.2. In electronic form, records of the accounts of all Customers, including dates and amounts of all payments and refunds in conjunction with any ICANN governed Domain Name registrations.
14.5. Upon LS’s request, the Reseller agrees to provide any of the information in sub-clause 14.4.1 and 14.4.2. to LS within two (2) business days and cooperate with LS in any compliance, regulatory or legal issue arising out of the registration of an ICANN governed Domain Name.
14.6. The Reseller acknowledges and agrees to be fully and solely responsible for complying with the Policies.
14.7. The Reseller agrees to have read the gTLD and ccTLD Policies and confirms that they are operating in compliance, including providing legal reference to gTLD and ccTLD Policies in the Reseller’s own Customer agreement.
14.8. The Reseller understands and confirms that as a Reseller of Domain Names, the Resellers must have a legal agreement for the Customers to enter into electronically or via paper that includes all Domain Name registration agreement provisions and notices required by the ICANN’s Registrar Accreditation Agreement with LS and any ICANN Consensus Policies, as well as, providing the respective gTLD and ccTLD registry provisions from LS’s gTLD Domain Name Registry Policies and ccTLD Domain Name Registry Policies respectively.
14.9 The Reseller understands and agrees that the Registrant of the Domain Name shall have sole legal ownership of the Domain Name. It is the Reseller’s sole responsibility, and not the responsibility of LS, to ensure that the Customer or Registrant is recorded as the legal owner of the Domain Name and that nothing diminishes, terminates, or challenges such ownership rights. In this respect, the Reseller shall not abuse or misuse, whether intentionally or unintentionally, any administrative contact abilities in any way that has the effect of diminishing, terminating, or challenging their Customer’s or Registrant’s ownership in a Domain Name.
15. Reselling the Reseller services
15.1 The Reseller is prohibited from contracting with subsequent resellers to resell the Services without prior written consent from LS.
16.1. LS may access, copy, preserve, disclose, remove, suspend or delete any Data:
16.1.1. in the event it is necessary to protect LS or our other User’s and/or Registrant’s or the public and/or to minimize the exposure of LS to breach of applicable law or the risk of civil or criminal proceedings and /or to respond to claims of violation of third party rights;
16.1.2. if LS is required to do so by any applicable law or competent authority; or
16.1.3. it is otherwise permitted under this Agreement.
17. Domain Names
17.1. A Domain Name registration will usually be approved within 1 - 48 hours of placing the order if the information and documentation supplied by the User is accurate and available, or a few days thereafter depending on the Domain Name and respective Naming Authority system or registration process.
17.2. Due to the nature and infrastructure of certain Name Authorities a Domain Name registration can take some time to complete for this reason LS does not guarantee or warrant that a Domain Name will be processed with a certain period or with the guideline mentioned above.
17.3. LS will inform the User as soon as reasonably possible if a Domain Name registration is unsuccessful. LS will provide feedback relating to the unsuccessful registration.
17.4. LS will use its reasonable endeavours to register a Domain Name and but does not guarantee success. In the event that a Domain Name is not available, LS shall allow the User to apply for another suitable Domain Name under the same extension.
17.5. No refunds shall be given once a Domain Name is registered by the User.
17.6. A newly registered Domain Name will be hosted on the LS DNS unless LS is otherwise notified at date of the order.
17.7. Certain Domain Names, as determined at the discretion of LS, shall have firstname.lastname@example.org as the default email address for the administrative and technical contact on the Whois. The technical and administrative email addresses supplied by the User during the registration of the Domain Name shall be used by LS to communicate any relevant information or notices to the respective contact. This clause shall also apply to all Domain Names transferred to LS’s control.
17.8. If the User fails to supply LS with sufficient information to register a Domain Name LS shall, at its own discretion, supplement the information with its own.
17.9. Newly registered gTLDs cannot be transferred to another registrar within sixty (60) days of registration.
17.10. Domain names which expire are at risk of cancellation. The User is responsible for paying renewal charges to LS.
17.11. The User must not take any action in reliance on ownership of a Domain Name until the Domain Name is recorded through the Service with the status of “Registered” and displays the registration and expiry date.
17.12. The User is bound by all present and future applicable terms and conditions, specifications, procedures, rules and policies of relevant Name Authorities. Such documents are likely to be available on the relevant Naming Authority website and in certain instances on the Website.
17.13. The Registrant and/or User agree and authorise LS to act as the Designated Agent in respect of the Inter-Registrar Transfer Policy (https://www.icann.org/resources/pages/transfer-policy-2016-06-01-en) for all gTLD Domain Names.
17.14. LS may receive instructions from Users via email and/or telephone and will (subject to its validation procedures) action the instructions, which may include registration, update, renewal and modification to Domain Names. The User is required to verify that the instruction has been carried out. This can be done by logging into the Account and verifying the information.
18. Whois Privacy Service
18.1. The Whois Privacy replaces the Users information with that of the Whois Privacy Provider.
18.2. If a Domain Name is transferred away to another ICANN accredited registrar the Whois Privacy information must be removed and replaced with the information of another Whois Privacy provider within two (2) days of the transfer being completed.
18.3. The User shall be legally responsible for the Domain Name while using the Whois Privacy service.
18.4. Without prejudice to any other rights or remedies which LS may have, the User agrees that LS shall have the right at its sole discretion to suspend or disable the Whois Privacy service without notice to the User in the event that LS determines in its sole discretion that the Domain Name is being used for any unlawful or harmful purpose, or is forwarding users to a website or URL which is inappropriate or offensive, or infringes any third parties intellectual property rights, in order to deal with any complaint from any third party, or to comply with ICANN and/or applicable Naming Authority terms and conditions, or if the Domain Name is cited in a UDRP complaint and/or court proceeding of a local court in any jurisdiction.
18.5. The User shall indemnify and keep LS fully indemnified against all claims, proceedings, expenses, liabilities, costs, loss or damage arising out of any breach of any of the Users obligations in clause 18.
19. Local Presence Service
19.1. The Local Presence service is provided without any guarantee express or implied. LS and/or its agents shall not be held responsible or liable in the event that the Local Presence service no longer complies with the requirements of the Naming Authority or is no longer available to the User, Reseller or its Customer.
19.2. The User understands and accepts that the Local Presence may only be provided for domain names registered with LS. The User consequently accepts that in order to transfer away a Domain Name using a Local Presence service to another Registrar, the User must first appoint a new local presence, recorded on the Whois, before initiating the transfer.
19.3. LS retains the right to suspend temporarily or definitely the provision of the Local Presence service at any time. It is the Users sole responsibility to take any required measures to ensure that they comply, by their own means, with the Naming Authorities registration requirement. The User understands and agrees that failing to do so may lead to the suspension of the Local Presence service and potentially the deletion of the Domain Name and that LS and/or its agents cannot be held liable for such deletion.
19.4. The User undertakes not to use the Local Presence service for any illicit or fraudulent purposes and more generally in any manner breaching these T&C's.
19.5. The User understands that any improper use of the Local Presence service will result in the immediate and without prior notice deletion of the Domain Name using this service as well as the complete suspension of the User's Account if LS deems it necessary.
19.6. The Customer accepts that neither LS nor its agents whose services are used to provide the Local Presence service can be held liable for the use of the Domain Name by the User.
19.7. The User and Customer undertakes to hold harmless LS and/or its agents of the Local Presence service against any claim and/or suit from any third party based on or arising from the User's use of the Domain Name. The User will fully indemnify LS and/or its agents for any direct or indirect damages including but not limited to, all administrative, judiciary or extra judiciary costs incurred by LS and/or its agents by the User's use of the Domain Name.
20. Domain Name Renewal / Deletion / Restore (Redemption)
20.1. LS shall notify the User of the renewal, deletion and redemption of a Domain Name via the most recent email address it supplied to LS on the Website.
20.2. LS will not renew domain names if the User has not responded to the renewal notification. Renewal notifications are sent to the User at the following intervals prior to the expiry of the Domain Name:
20.2.1. Three months, two months, one month, one week and every day during the last week of the registration period.
20.3. The LS renewal service does not apply to Domain Names where LS is not named as a billing contact on the Whois immediately prior to the renewal date.
20.4. The onus is on the User to renew the Domain Name using the Services. If the Domain Name is not renewed before the expiry date it will cease to functions and thereafter shall be subject to deletion by the applicable Naming Authority according to its rules and regulations and/or terms and conditions, which is not more than 44 days after the expiry date.
20.5. If the User wants to restore an expired Domain Name an email request must be sent to email@example.com. LS will process the request, if the Domain Name has not been deleted, after the User has paid the restoration fee as set out in its Account.
20.6. Domain Names on automatic renewal will renew automatically 30 before the expiry date of the Domain Name. The User shall ensure that they have sufficient funds in their Account to cover the renewal fee of the Domain Name. If the User does not have sufficient funds to automatically renew a Domain Name, LS will send out a notice to the User informing them of their insufficient credit balance.
20.7. LS is not liable for any loss of service, damage or disruption to Domain Names that have passed their expiry date or not renewed.
21. Transfer Away from LS
21.1. In the event that LS incurs costs in transferring a domain name out of its control such costs including bank charges will be passed on to the User, which is payable by the User before the transfer is initiated.
21.2. All invoices in relation to a Domain Name must be paid in full before transferring it away, subject to clause 26.
22. Email Forwarding
22.1. The User warrants that it will not itself or allow any other third party to use either the email forwarding service:
22.1.1. for spamming, which includes but is not restricted to, the mass mailing of unsolicited email, junk mail, the use of distribution lists (mailing lists) which include persons who have not specifically given their consent to be placed on such a distribution list; or
22.1.2. in any way whatsoever which would contravene any applicable legislation or the generally accepted rules for Internet and email usage.
22.2. Since the email forwarding service is free of charge to the User, LS reserves the right to terminate this service, at its sole discretion upon providing the User thirty (30) days written notice.
22.3. The User shall indemnify and keep LS fully indemnified against all claims, proceedings, expenses, liabilities, costs, loss or damage arising out of any breach of any of the Users obligations in this clause 22.
23. URL Forwarding
23.1. LS may make available to the User upon its request a URL forwarding service in respect of a Domain Name registered through the Service. This service comprises the automatic forwarding of Internet users who type in the User’s Domain Name in the address bar of their Internet browser, to another domain name designated by the User.
23.2. Without prejudice to any other rights or remedies which LS may have, the User agrees that LS shall have the right at its sole discretion to suspend or terminate the URL forwarding service without notice to the User in the event of any breach of the User’s obligations in clause 26, or if LS determines in its sole discretion that the URL forwarding service is being used for any unlawful or harmful purpose, or is forwarding users to a website or URL which is inappropriate or offensive, or infringes any third parties intellectual property rights, or in order to deal with any complaint from any third party in relation to the URL forwarding involved in the User’s URL forwarding service.
23.3. The User shall indemnify and keep LS fully indemnified against all claims, proceedings, expenses, liabilities, costs, loss or damage arising out of any breach of any of the Users obligations in clause 23.
23.4. Since the URL forwarding service is free of charge to the User, LS reserves the right to terminate this service, at its sole discretion upon providing the User thirty (30) days written notice.
23.5. Domain Name registered using the Services may be pointed by LS to the Website if the User makes use of LS DNS and not the URL forwarding service. If the User does not wish its Domain Name to forward to the Website, the must change the DNS to those other than those of LS.
24. Brand Protection Services
24.1. THE USERS ATTENTION IS SPECIFICALLY DRAWN TO THE FACT THAT LS IS NOT A LAW FIRM AND IS NOT REGULATED BY THE SOLICITORS REGULATION AUTHORITY.
24.2. LS reserves the right at its absolute discretion to refuse to provide the Brand Protection Services to the User. In particular, but without limitation, LS will reject an offer if:-
24.2.1. the information or Data supplied by the User is incomplete or incorrect;
24.2.2. the User does not provide all the other Data, material and information requested by LS.
24.3. LS will be under no obligation to supply the Brand Protection Services until:-
24.3.1. it has received all material, information and facilities it has reasonably asked the User to supply to enable it to provide the Brand Protection Services; and
24.3.2. the User has settled in full all invoices.
24.4. For the avoidance of doubt, the Brand Protection Services do not include the issue or conduct of court proceedings, the preparation of documents in proceedings before a court, advocacy before a court, or any other work involving or relating in any way to court proceedings, whether preliminary or otherwise.
24.5. The User warrants that:
24.5.1. all Input Material is true, accurate and complete in all respects and the User will notify LS immediately in writing of any changes to any Input Material that will affect its legitimacy or qualification to be User; and
24.5.2. the Users use of the Brand Protection Services will comply with all applicable laws, regulations and codes of practice.
24.6. It is the Users responsibility to ensure that:
24.6.1. it complies with all requests from LS for information, documents and other material within the time limits specified by LS for the supply of such information, documents and other material; and
24.6.2. comply with all obligations, duties and regulations (whether statutory or otherwise) arising in any way, and whether directly or indirectly, out of the User commissioning and/or use in any way of the Brand Protection Services or any Output Material.
24.7. LS reserves the right at its absolute discretion to suspend, withdraw, or terminate the provision of the Services at any time without notice.
24.8. LS shall use commercially reasonable efforts in carrying out the Brand Protection Services.
24.9. LS reserves the right to decline Brand Protection Services for any reason.
25.1 LS may vary Prices for the Services upon providing the User with at least sixty (30) days written notice to this effect.
26.1. The User shall pay all fees (together with VAT, if applicable) as specified in the LS price list available in its Account.
26.2. The User shall make payment via the credit card payment system (including MPESA or similar payment system) or wire transfer. All payments shall be made in advance subject to clause 26.4 unless agreed otherwise in writing by LS.
26.3. Payments are made without deduction or set-off and time for payment shall be during the registration process, subject to clause 26.4.
26.4. LS may within its discretion offer the User a credit facility on its Account, allowing the User to be invoiced at the end of a billing cycle (daily, weekly, fortnightly, monthly or quarterly) as agreed between LS and the User, which includes:
26.4.1 LS reserving the right to conduct (at its own expense) reasonable credit checks in order to determine the amount of credit to be allocated to the User.
26.4.2 LS reserving the right to adjust the amount of credit from time to time without notice to the User; and
26.4.3 The User not exceeding the credit on its Account. If there is insufficient credit, the User shall make a payment to reduce the outstanding debt.
26.5 All fees are non-refundable unless otherwise stated.
26.6. The User shall not receive a refund for misspelled or inaccurate Domain Names.
26.7. LS shall be entitled to claim an additional fee after registration of a Domain Name due to currency fluctuations or the increase of the Name Authority fee that occurred on or before the date of registration. The currency fluctuation shall be calculated according to the exchange rate as determined at http://www.xe.com/ucc/convert.cgi on the date of registration.
26.8. LS may increase the fees listed on the Website by providing the User one (1) month’s written notice.
26.9. If fees are not paid within 30 days of when due, there may be any or all of the following consequences:
26.9.1. deletion of the Domain Name associated with invoices not paid in full from the Naming Authority database;
26.9.2. service on you of written notice of termination of this Agreement;
26.9.3. will accrue interest at 8% above the base rate of Barclays Bank per day until the fees have been repaid or such relevant agreement reached with LS and its representatives; and
26.9.4. pursuance of any other remedy under this Agreement or available under applicable law.
26.10. When this Agreement terminates or expires, the User agrees to pay LS any monies owing in full within seven (7) days.
26.11. In the event an invoice in relation to a Domain Name is unpaid, LS reserves the right not to issue an authorisation code or not allow the transfer away of a Domain Name until the invoice is paid in full.
26.12. LS has set-up independent companies to facilitate receipt of payment in US Dollars, South African Rands, Kenyan Shillings and Tanzanian Shillings (“Local Companies”). The Local Companies information will appear on invoices and statements.
27. Limitation of Liability and Indemnity
27.1 The User hereby declares that it has accepted the terms of the Agreement in the knowledge that the liability of LS is limited and the charges payable for the Services have been calculated accordingly.
27.2. The use of the Website and the Services is at the User’s own risk.
27.3. Nothing in this clause (and any other clause excluding or restricting our liability) applies to LS directors, officers, employees, subcontractors, agents and affiliated companies.
27.4. Our liability in contract, tort (including negligence) or otherwise in connection with this Agreement or the Services for any one event or series of related events is limited to 125% of the fee LS received for the relevant Service in the twelve (12) months before the event(s) complained of.
27.5. In no event (including LS’s own negligence) will LS be liable for any:
27.5.1. economic losses (including, without limit, loss of revenues, profits, contracts, business or anticipated savings);
27.5.2. loss of goodwill or reputation;
27.5.3. special, indirect or consequential losses; or
27.5.4. damage to or loss of Data even if LS have been advised of the possibility of such losses.
27.6. In no event may the User bring any claim against LS more than twelve (12) months after The User knew of (or ought reasonably to have discovered) the event(s) giving rise to the potential liability.
27.7. LS has no liability for any third party goods and services or towards third parties generally.
27.8. LS has no liability if access to the Services, or any of them, is temporarily suspended or restricted by the Naming Authority.
27.9. To the extent allowed by law, LS exclude all conditions, terms, representations and warranties, whether imposed by statute or by law or otherwise, that are not expressly stated in this Agreement including, without limit, the implied warranties of satisfactory quality and fitness for a particular purpose.
27.10. The User will indemnify LS and all Naming Authorities (including LS and its directors, officers, employees, subcontractors, agents and affiliated companies) against all claims, damages, liabilities, costs (including reasonable legal fees) directly or indirectly related to the Users registration of or use of its Domain Name, its use of the Services (including Brand Protection Services) or breach by it of this agreement.
27.11. The User will also indemnify, defend and hold harmless the Naming Authority and VeriSign Inc, its wholly owned subsidiaries ("VNDS")" and its directors, officers, employees, agents, and affiliates as well as the relevant Naming Authority from and against any and all claims, damages, liabilities, costs and expenses, including reasonable legal fees and expenses arising out of or relating to the Registered Name holder's domain name registration.
28. Collection, Use, and Privacy of Information
28.1. All Users are provided with a copy of LS’s current Privacy Notice when they open an Account and, thereafter, are notified of any amendments to the notice from time to time.
28.2. LS will process Users’ (and, where applicable, Users’ representatives’) personal data in accordance with LS’s Privacy Notice.
28.3. The User warrants that it will:
28.3.1. provide a copy of the Privacy Notice (and any amended version thereof from time to time) to each of its representatives who provide their personal data to LS (or whose personal data are provided by the Reseller to LS) from time to time; and
28.3.2. where such personal data is provided by the Reseller to LS, inform such representatives that that is where such personal data originated; and
28.3.3. Comply with all provisions of this clause in its agreement with Customers.
28.4 Where a User and/or Customer registers, updates and/or transfers a Domain Name (or update the registration data associated with a Domain Name) and this requires the transfer of personal data outside of the European Economic Area (as discussed in the guidance which accompanies LS’s privacy notice), in the event that:
28.4.1. the User provides LS with the personal data of a third party (being an individual), the User warrants that that third party had consented to this transfer, understanding the possible risks of this transfer for the User due to the absence of and if the User is an individual and provides its own personal data for that registration/update, the User confirms that it consents to this transfer, both understanding the possible risks of this transfer for the User due to the absence of:
220.127.116.11. a decision by the European Commission deeming the country (to which the data are to be transferred) to provide an adequate level of protection for personal data; and
18.104.22.168 appropriate safeguards for the protection of personal data in the country to which the data are to be transferred;
28.4.2 the User providing LS with the personal data of a third party (being an individual), the User warrants (legally promises) that that third party had consented to this transfer, understanding the possible risks of this transfer for the User due to the absence of:
22.214.171.124. a decision by the European Commission deeming the country (to which the data are to be transferred) to provide an adequate level of protection for personal data; and
126.96.36.199. appropriate safeguards for the protection of personal data in the country to which the data are to be transferred; Furthermore, the User warrants (legally promises) that such consent was freely given, specific, informed and unambiguous and, in any event, meets the requirements of Article 49(1)(a) of the GDPR.
28.5 Without prejudice to clause 28.4. above, in the circumstances specified in clause 18.4 above, LS may transfer provided personal data of the owner of the relevant Domain Name (or that of any third party specified in the registration information for that Domain Name) outside of the European Economic Area and where:
28.5.1. the User is an individual and has provided its own personal data, the User confirms that it consents to this transfer, understanding the possible risks of this transfer for the User due to the absence of:
188.8.131.52. a decision by the European Commission deeming the country (to which the data are to be transferred) to provide an adequate level of protection for personal data; and
184.108.40.206 appropriate safeguards for the protection of personal data in the country to which the data are to be transferred;
28.5.2 the User provides LS with the personal data of a third party (being an individual), the User warrants (legally promises) that that third party had consented to this transfer, understanding the possible risks of this transfer for the User due to the absence of:
220.127.116.11. a decision by the European Commission deeming the country (to which the data are to be transferred) to provide an adequate level of protection for personal data; and
18.104.22.168. appropriate safeguards for the protection of personal data in the country to which the data are to be transferred; Furthermore, the User warrants (legally promises) that such consent was freely given, specific, informed and unambiguous and, in any event, meets the requirements of Article 49(1)(a) of the GDPR.
28.6. Without prejudice to clauses 28.4. and 18.4. above, where a User provides LS with their own personal data or the personal data of a third party (being an individual) for any particular purpose(s), which may include (without limitation):
28.6.1. registering a Domain Name or changing the registrant, admin and/or technical information associated with a Domain Name (including the public display of their name on a Whois);
28.6.2. registering the User or that individual with the ‘Trademark Clearinghouse’ (Chip S.A., incorporated and registered in Luxembourg with number B62506, whose registered office is at 21, rue Léon Laval, 3372 Leudelange); and/or
28.6.3 registering the User or that individual for an SSL certificate with our chosen SSL certificate provider, the User warrants (legally promises) that:
28.6.4 it consents (or that third party has consented) to the use of their personal data for those purpose(s); and
28.6.5 such consent is (or was) freely given, specific, informed and unambiguous (as such terms are used in the GDPR).
28.7. In the circumstances described in the guidance which accompanies LS’s Privacy Notice, LS will be acting as a processor. In respect of the personal data so processed, the Reseller will act as LS’s sub-processor and – accordingly – shall abide by the terms applicable to a sub-processor.
28.8. Without prejudice to the foregoing, the User shall ensure that the Customers provide contact information for Domain Name registrations (the “Contact Information”) that is correct and accurate and inform them that the Contact Information in whole or in part is to be shared with the Registry for their use, copying, distribution, publication, modification and any alternate use provided for in their respective Registry policies. The Reseller agrees to disclose the Registry operator’s rights and obtain consent (which shall be freely given, specific, informed and unambiguous (as such terms are used in the GDPR)) from the Customers (and, where different, the consent of the data subject to whom the Contact Information relate) to the sharing of the Contact Information with the Registry operator for whatever use the Registry operator deems appropriate.
28.9. In relation to gTLDs, as required by ICANN, the Contact Information must be made publicly available by means of Whois and the Registry operator may also be required to make this information publicly available by Whois. The Reseller agrees to disclose and obtain consent (which shall be freely given, specific, informed and unambiguous (as such terms are used in the GDPR)) from the Customer (and, where different, the consent of the data subject to whom the Contact Information relate) for the following:
28.9.1. for making public the Contact Information as well as use of the Contact Information pursuant to ICANN Policy:
28.9.2. for each Domain Name registered by the Customer the following information will be made publicly available in the Whois directory as determined by ICANN Policy and may be sold in bulk as set forth in the ICANN agreement:
22.214.171.124. the Domain Name;
126.96.36.199. name and postal address;
188.8.131.52. email address, telephone and fax numbers for technical and administrative contacts;
184.108.40.206. the Internet protocol numbers for the primary and secondary name servers (and corresponding names of the name servers);
220.127.116.11. the original date of registration and expiration date; and
18.104.22.168. the identity of LS;
28.9.6. for LS and/or the Registry operator of a Domain Name to archive the Contact Information with a reputable third-party escrow service;
28.9.7. for LS to use the Contact Information as otherwise required by ICANN and/or any applicable Registry operator.
29.1. LS or the User may terminate this Agreement (as regards some or all of the Services) at any time for any reason by giving thirty (30) days written notice.
29.2. LS or the User may terminate this Agreement (as regards some or all of the Services) immediately on written notice if the other:
29.2.1. commits a material breach of this Agreement and, if remediable, having received from the other party written notice stating the intention to terminate the Agreement if not remedied, fails to remedy the breach within fourteen (14) days; or
29.2.2. is subject to a resolution for winding up or a petition for bankruptcy or liquidation or proposes or enters any arrangement or composition with assignment with or for creditors or a receiver or liquidator or trustee in bankruptcy is appointed over it or any of its assets or any similar circumstances.
29.3. LS may also terminate this Agreement (as regards some or all of the Services) and/or suspend some or all of the Services immediately on written notice:
29.3.1. in the event it is necessary to protect LS or our other customers or the public and/or to minimize our exposure to breach of applicable law or the risk of civil or criminal proceedings and /or to respond to claims of violation of third party rights;
29.3.2. if the User has otherwise breached this Agreement including non-payment;
29.3.3. if LS is required to do so by any applicable law or competent authority;
29.3.4. if the User does not comply with the provisions of clause 8.
29.3.5. it is otherwise permitted under this Agreement.
29.4. The consequences of termination of this Agreement or suspension of Services include:
29.4.1. LS immediately stopping the supply, termination of access to, the relevant Services - this may involve irretrievable damage to or loss of data generated, stored, transmitted or used via or in connection with the Services and / or LS may destroy any such data;
29.4.2. termination of the license granted by LS;
29.4.3 any fees due remain payable and, if already paid, will be non-refundable unless:
22.214.171.124. User has cancelled this Agreement in accordance with the Distance Selling Regulations and subject to clause 28; or
126.96.36.199. LS has terminated this Agreement under clause 28.1 or 28.2 (excluding domain registration and renewal fees paid to registries); or
188.8.131.52. accrued rights and liabilities will be unaffected.
29.5. The Reseller acknowledges, understands and agrees that its failure to comply completely with this Agreement is a material breach and LS may provide the Reseller with notice of such breaches either in writing or via email for which the Reseller will have ten (10) calendar days to rectify the breach. Failure to rectify a breach may result in termination of this Agreement, which may include, but is not limited to, cancelling the Reseller’s right to resell, discontinuing Services provided to the Reseller by LS, or completely terminating the Account. No fees will be refunded to the Reseller should its Services be cancelled or terminated because of a breach.
29.6. The clauses in this Agreement which are expressed or intended to survive the termination of this Agreement shall survive.
30. Intellectual Property Rights
30.1. LS retains ownership of all intellectual property rights relating to development or supply of the Services including all methodologies, know-how and processes used and in any information, reports, documents, software or other Data created by LS as part of the Services (together described below as "the Materials").
30.2. LS grants the User a non-exclusive license to use, store and view on your internal computer network strictly for reasonable business or personal use that form part of the Materials LS make available to the User. The Materials may not be otherwise used, copied or transmitted without our prior written consent.
30.3. Lexsynergy is a registered trade mark. The User is not entitled to use the Lexsynergy trade mark without the prior written consent of LS.
30.4. The User agrees not use any copyrights, trade marks, service marks, or other intellectual property owned by LS or displayed on LS’s website without the prior written consent of LS.
31. Domain Name Disputes
31.1. In the event of a domain name dispute LS and User agree to abide by the applicable Name Authorities domain name dispute resolution policy in addition to abiding by any interim instruction given by the relevant Naming Authority and/or legal authority.
31.2 The parties shall attempt to resolve any disputes between them prior to litigation.
32. Commencement and Duration
32.1. The provisions of this Agreement will commence immediately when the User accepts the terms and conditions as part of the User Account registration processes. The duration in respect of the Services shall be subject to duration of the Services.
33. Force Majeure
33.1 Neither party will be liable for any failure or delay in its performance under this Agreement due to any cause beyond its reasonable control, including act of war, acts of God, earthquake, flood, fire, embargo, riot, sabotage, power outages, labour shortage or dispute, governmental act or failure of the Internet, government foreign policy changes, or foreign domain administrator policy changes or any other reasonable force majeure event.
34.1 The Agreement is governed by English law and is subject to the exclusive jurisdiction of the courts of England & Wales.
35.1 The provisions of any schedule identified in the Agreement shall form part of the Agreement as if set out here.
36. Domain Name Extensions
36.1. LS offers over 1000 Domain Name extensions for registration each with its own terms and conditions. Each Domain Name may be subject to additional terms and conditions.
By accepting these terms and conditions you agree that you have read, understand and agreed to the Domain Name Policies, that may be published by LS or the Naming Authority from time to time, accessible at the links gTLD policies and ccTLD policies and that they are binding, where applicable, on the User and/or Registrant.
Please visit the ICANN link to the Registrants' Benefits and Responsibilities Specification at https://www.icann.org/resources/pages/benefits-2013-09-16-en.