DOMAIN NAME TRANSFER AGREEMENT

This domain name transfer agreement (the "Agreement") is between Host Reseller Group LLC a company organized under the laws of the United States of America and having its principal place of business at 377 Broadway, 11th Floor, New York, NY 10013, ("Host Reseller Group"), which owns and operates GotoNames.com and each customer, its heirs, agents, successors and assigns (collectively termed as "You" or "Your"). This Agreement sets forth the terms and conditions of the transfer of Your registered domain name(s) from Host Reseller Group to any other registrar (the "Registrar") or from the Registrar to Host Reseller Group, as the case may be. This Agreement shall be effective along with Host Reseller Group' Universal Customer Agreement. To complete the domain transfer process, You must acknowledge that You have read, understood and agree to be bound by the terms and conditions contained of this Agreement, the Internet Corporation for Assigned Names and Numbers ("ICANN") Policy on Transfer of Registrations between Registrars (the "Transfer Policy") found here at http://www.icann.org/transfers/policy-12jul04.htm, the ICANN Transfer Dispute Resolution Policy (the "Transfer Dispute Policy") found here at http://www.icann.org/transfers/dispute-policy-12jul04.htm along with all modifications and additions thereto, as well as any other dispute policy that may be applicable.


Additionally, You also agree to be bound by the terms of this Agreement for transactions entered into on Your behalf by anyone acting as Your Agent, and transactions entered into by anyone who uses the account You have established with Host Reseller Group, whether or not the transactions were entered into on Your behalf.

 

1. RESTRICTIONS ON TRANSFER OF DOMAIN NAME

 

You agree that the following restrictions will apply to any domain name transferred by You:

  • The domain name is within the first sixty (60) days of an initial registration period and hence precluded from transfer by the Transfer Policy;
  • The domain name is within sixty (60) days after being transferred and hence precluded from transfer by the Transfer Policy;
  • You or Host Reseller Group have locked the domain name (You can initiate the domain name transfer only after You have unlocked the domain name Yourself. You can unlock the domain name by going to Your Manage Account on the Limedomains.com website);
  • The domain name is within the 'redemption period' or within the 'pending delete state'.

It is expressly clarified that only restriction (d) above will be applicable to any transfer of a .EU/.UK domain name, as the .EU registry does not support restrictions (a), (b) or (c) above. Further, as the .WS registry does not support the transfer of domain names between registrars, a .WS domain name cannot be transferred under any circumstance.



You also agree that Your request for domain name transfer may be denied by Host Reseller Group in the following specific circumstances as provided in the Transfer Policy:

  • Evidence of fraud;
  • UDRP Policy; and
  • Court order by a court of competent jurisdiction.
 

2. DOMAIN NAME TRANSFER PROCEDURE

 

For initiating a domain name transfer, You are required to complete Host Reseller Group' online transfer application request which may be found at Host Reseller Group' website Limedomains.com taking care to provide all the information requested therein. Upon completion of the online transfer application request, You will be directed to the 'proceed to payment' page for payment of the required domain transfer fee.



Upon completion of the transfer application request and payment of the required domain transfer fee, Host Reseller Group will e-mail Your administrative contact for obtaining transfer approval. The transfer will be initiated once Your acceptance of this Agreement is recorded, the transfer payment has been made by You and the administrative contact has agreed to Host Reseller Group' e-mail request of transfer. You understand and agree that the domain name transfer will be initiated only upon Host Reseller Group receiving approval from the administrative contact of Your domain name. You understand that a transfer request will be accepted or denied by the losing Registrar within five (5) days of the initiation thereof.






Upon successful transfer of the domain name, You will be able to perform all functions normally by logging into Your account panel on the Limedomains.com website in the manner as You would normally do had You purchased the domain name from Host Reseller Group.



You understand and agree that only the legal registrant of a domain name may initiate a request to transfer that domain name from the current Registrar to Host Reseller Group or from Host Reseller Group to the gaining Registrar, as the case may be. You hereby represent that You have all requisite authority as the legal registrant of the domain name to initiate this transfer. Host Reseller Group, at its sole discretion, may require You to provide documentation evidencing You as the legal registrant of the domain name and the initiation of the transfer request by You.

 

3. TRANSFER TERMS AND CONDITIONS

 

You agree to the following terms and conditions for transferring a domain name set forth below:

  • As the legal registrant of the domain name(s), You agree to authorize the transfer and notify the Your administrative contact of its responsibility with respect to the transfer;
  • Once the domain name transfer has been authorized and processed in accordance with this Agreement, Host Reseller Group shall immediately become the registrar of record;
  • Upon successful transfer of the domain name(s) the registration of the domain name will automatically be extended for a period of one (1) year;
  • For all transfers the administrative contact will act on behalf of the legal registrant of the domain name (i.e. You) and exercises the legal authority to initiate or cancel the transfer; and
  • You agree that by transferring the domain name(s) to Host Reseller Group, you have read, understood and agree to the terms and conditions of Host Reseller Group' Universal Customer Agreement, the Domain Registration Agreement, the Transfer Policy and the Transfer Dispute Policy.
 

4. LIMITATION OF LIABILITY

 

You agree that Host Reseller Group' entire liability, and Your exclusive remedy, in law, in equity, or otherwise, with respect to any domain transfer services provided under this Agreement and/or for any breach of this Agreement is limited solely to the amount You paid for such transfer during the term of this Agreement. In no event shall Host Reseller Group, its licensors and contractors (including, but not limited to, third parties providing services as part of the subscription service for websites from Host Reseller Group) be liable for any indirect, incidental, special or consequential damages even if Host Reseller Group has been advised of the possibility of such damages. To the extent that any State of the United States does not permit the exclusion or limitation of liability as set forth herein, Host Reseller Group' liability is limited to the extent permitted by law in such States. You agree that Host Reseller Group will not be liable for any suspension or loss of Your domain name registration.

 

5. INDEMNIFICATION

 

You agree to defend, indemnify and hold harmless Host Reseller Group and its contractors, agents, employees, officers, directors, shareholders, and affiliates from any loss, liability, damages or expense, including reasonable attorneys' fees, resulting from any third party claim, action, proceeding or demand related to Your (including Your agents, affiliates, or any third party using Your account with Host Reseller Group whether or not on Your behalf, and whether or not with Your permission) use of the domain transfer services You purchased from Host Reseller Group or Your breach of this Agreement or incorporated agreements and policies. In addition, You agree to indemnify and hold Host Reseller Group harmless from any loss, liability, damages or expense, including reasonable attorneys' fees, arising out of any breach of any representation or warranty provided by You herein, any negligence or willful misconduct by You, or any allegation that Your account infringes a third person's copyright, trademark or proprietary or intellectual property right, or misappropriates a third person's trade secrets. This indemnification is in addition to any indemnification required of You elsewhere. Should Host Reseller Group be notified of a pending law suit, or receive notice of the filing of a law suit, Host Reseller Group may seek a written confirmation from You concerning Your obligation to indemnify Host Reseller Group. Your failure to provide such a confirmation may be considered a breach of this Agreement. You agree that Host Reseller Group shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify Host Reseller Group of any such claim promptly in writing and to allow Host Reseller Group to control the proceedings. You agree to cooperate fully with Host Reseller Group during such proceedings.

 

6. DISCLAIMER OF WARRANTIES

 

Host Reseller Group makes no representations and warranties, whether express or implied, in connection with its services including, but not limited to, domain name transfer or registration. Host Reseller Group disclaims the implied warranties of merchantability, fitness for an intended purpose and non-infringement, non-negligence and proper workmanship. Host Reseller Group makes no warranty that its service(s) will meet your requirements, or that the service(s) will be uninterrupted, timely, secure, or error free, or that defects will be corrected. Host Reseller Group does not warrant, nor make any representations regarding the use, or results of, any of the service(s) it provides, in terms of their correctness, accuracy, reliability, or otherwise.

 

7. NOTICES

 

You agree that all notices (except for notices concerning breach of this Agreement) from Host Reseller Group to You may be posted on its web site Limedomains.com. Notices concerning breach will be sent either to Your email or postal address that You have on file with Host Reseller Group. In either case, delivery shall be deemed to have been made five (5) days after the date on which the notice was sent.



Notices from You to Host Reseller Group shall be made either by e-mail, or first class mail to Host Reseller Group' address at:



1801 Wynkoop St, #707

Denver, CO 80202, U.S.A.


 

8. GOVERNING LAW AND VENUE

 

This Agreement shall be deemed entered into in the State of New York. You agree that the laws and judicial decisions of the State of New York shall be used to determine the validity, construction, interpretation and legal effect of this Agreement. You agree that any action relating to or arising out of this Agreement shall be brought in the courts of the State of New York. For the adjudication of disputes concerning the use of any domain name registered with Host Reseller Group, You agree to submit to jurisdiction and venue in the courts of the State of New York.

 

9. ENTIRE AGREEMENT

 

You agree that this Agreement including the policies and agreements it refers to constitute the complete and only Agreement between You and Host Reseller Group regarding the services contemplated herein.