These Terms of Use were last updated on June 1st, 2020.
THIS PAGE STATES THE TERMS AND CONDITIONS THAT CONSTITUTE THE LEGAL AGREEMENT GOVERNING YOUR USE OF OUR WEBSITE, THE HOME PAGE OF WHICH IS LOCATED AT HTTPS://WWW.DOMAINMARKET.COM (THE SITE), AND THE PURCHASE OF ANY DOMAIN NAME THROUGH THE SITE. PLEASE READ THIS PAGE CAREFULLY, BECAUSE IT DESCRIBES YOUR RIGHTS AND RESPONSIBILITIES WITH RESPECT TO YOUR USE OF THE SITE AND THE PURCHASE OF ANY DOMAIN NAME THROUGH THE SITE. IF YOU DO NOT ACCEPT THESE TERMS OF USE, DO NOT USE, SUBMIT ANY INFORMATION, OR PURCHASE ANY DOMAIN NAME THROUGH THE SITE. BY USING THE SITE IN ANY MANNER (WHICH INCLUDES, BUT IS NOT LIMITED TO, MERELY ACCESSING THE SITE AND/OR READING ITS CONTENT, AS WELL AS INTERACTING WITH IT, WHETHER AS A REGISTERED USER OF THE SITE AND/OR OF ANY SERVICE OFFERED THROUGH THE SITE, TO PURCHASE ANY DOMAIN NAME ON THE SITE, OR OTHERWISE), YOU SIGNIFY THAT YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE READ, UNDERSTAND, WILL ABIDE BY, AND AGREE TO BE BOUND BY THESE TERMS OF USE, BY ANY ADDITIONAL TERMS THAT MAY GOVERN CERTAIN PRODUCTS, SERVICES AND/OR INFORMATION AVAILABLE THROUGH THE SITE WHICH MAY BE PRESENTED TO YOU IN CONJUNCTION THEREWITH (THE ADDITIONAL TERMS), AND BY THE TERMS OF THE FOLLOWING ADDITIONAL POLICIES AND AGREEMENTS, EACH OF WHICH ARE INCORPORATED HEREIN BY THIS REFERENCE (COLLECTIVELY, THE AGREEMENT):
AS USED IN THIS AGREEMENT, THE WORDS YOU AND YOUR REFER TO EACH USER OF THE SITE (AND ANY COMPANY OR OTHER ENTITY A USER MAY REPRESENT), AND THE WORDS WE, US, OUR AND ANY OTHER VARIATION THEREOF REFER TO DOMAINMARKET HOLDINGS LLC, A FLORIDA LIMITED LIABILITY COMPANY DOING BUSINESS AS DOMAINMARKET.COM (DM), WHO IS THE OWNER OF THE SITE. THIS AGREEMENT WILL REMAIN IN FULL FORCE AND EFFECT AS LONG AS YOU ARE A USER OF THE SITE AND YOUR OBLIGATIONS HEREUNDER AND ANY DISCLAIMERS AND LIMITATIONS SET FORTH HEREIN (INCLUDING, WITHOUT LIMITATION, THOSE RELATING TO INDEMNIFICATION, WARRANTIES AND LIMITATIONS OF LIABILITY) WILL SURVIVE ANY CESSATION OF SUCH USE AND/OR ANY CESSATION OF YOUR USE OF ANY PRODUCT, SERVICE, INFORMATION AND/OR FEATURE AVAILABLE ON THE SITE. IN THE EVENT OF A DIRECT CONFLICT BETWEEN THESE TERMS OF USE, THE EXPRESS TERMS OF ANY ADDITIONAL TERMS, AND/OR THE EXPRESS TERMS OF THE ADDITIONAL POLICIES AND AGREEMENTS SPECIFIED ABOVE, THE FOLLOWING ORDER OF PRECEDENCE WILL GOVERN: FIRST, THE ADDITIONAL TERMS; SECOND, THE POLICIES AND AGREEMENTS SPECIFIED ABOVE; AND THIRD, THESE TERMS OF USE. IN THE EVENT OF A CONFLICT BETWEEN THE CONTENT IN ANY FREQUENTLY ASKED QUESTIONS OR 'FAQ' SECTION OF THE SITE AND THE AGREEMENT, THE AGREEMENT WILL GOVERN.
BY USING THE SITE, YOU REPRESENT AND WARRANT THAT (A) YOU HAVE THE RIGHT, AUTHORITY AND CAPACITY TO ENTER INTO AND ABIDE BY THIS AGREEMENT, (B) YOU ARE AT LEAST 18 YEARS OF AGE, (C) YOU ARE NOT LOCATED IN A COUNTRY THAT IS SUBJECT TO A U.S. GOVERNMENT EMBARGO, OR THAT HAS BEEN DESIGNATED BY THE U.S. GOVERNMENT AS A "TERRORIST SUPPORTING" COUNTRY, AND (D) YOU ARE NOT LISTED ON ANY U.S. GOVERNMENT LIST OF PROHIBITED OR RESTRICTED PARTIES. THE SITE IS INTENDED SOLELY FOR USERS WHO ARE 18 YEAR OF AGE OR OLDER. ANY REGISTRATION BY, USE OF OR ACCESS TO THE SITE BY ANYONE UNDER 18 IS UNAUTHORIZED AND CONSTITUTES A VIOLATION OF THE AGREEMENT.
1. Site Content
(a) The content of the Site, including, without limitation, as all software, designs, text, domain name pricing, graphics, logos, artwork, images, photographs, audio clips, video clips, digital downloads, documents, button icons, and other content, information and/or materials displayed on or otherwise accessible from or on the Site, including the selection and arrangements thereof (collectively, Site Content), is the exclusive property of DM and/or its subsidiaries, affiliates, assigns, licensors, advertisers, suppliers, vendors, promotional partners, and/or sponsors. Nothing in this Agreement will be interpreted to convey any rights, title or interest in or to any Site Content. The Site and Site Content are provided to you as a convenience and for your information only. DM does not represent or warrant that: (i) the Site Content is accurate or complete, (ii) the Site Content is up-to-date or current, (iii) the Site Content will be updated, (iv) the Site Content is free of technical inaccuracies or typographical errors, (v) the Site Content is free from changes caused by third parties, or (vi) access to the Site and/or Site Content will be free from interruptions, errors, computer viruses or other harmful components. It is your sole responsibility to evaluate the accuracy, completeness, and usefulness of any Site Content. Under no circumstances will DM be liable for any loss or damage of any kind arising out of or relating to your use, download, reproduction, distribution and/or reliance on the Site or any Site Content.
(b) You are hereby granted permission to access the Site Content from the Site, solely for viewing and browsing through the Site and purchasing domain names and/or other products or services from the Site. This permission terminates automatically if you breach any of the terms of this Agreement. If pursuant to an express authorization from DM you download or copy Site Content from the Site, the Site Content, including all code, files, and images contained in or generated by the Site Content, and accompanying data, are deemed to be licensed to you by DM. Neither title nor intellectual property rights are transferred to you. You may not resell, decompile, reverse engineer, disassemble, or otherwise convert the Site or any Site Content comprised of software or other code to a perceivable form. DM does not grant you any permission to use the Site or any Site Content other than the permission expressly stated in this Agreement. All other use of the Site or any Site Content (in whole or in part), including, but not limited to, uploading, downloading, displaying, publishing, performing, broadcasting, transmitting, retransmitting, modifying, creating derivative works from, reproducing (whether by linking, framing, or any other method), or otherwise exploiting the Site or any Site Content, are strictly prohibited without DM's prior express written consent.
(c) Though we may not employ technical means to prohibit use of the Site from outside of North America, you acknowledge that we are located in and operate the Site from the United States and that the intended audience of this Site is prospective domain name buyers located in North America. Access to the Site and/or certain Site Content may not be lawful by certain persons or in certain countries. You also understand, acknowledge, and agree that downloading of any object code or software by users in restricted countries is prohibited. If you access the Site or any Site Content, you do so at your own risk and are responsible for compliance with all local, state, federal, national and international laws, rules, regulations, ordinances, judgments, orders, decrees and treaties of all applicable jurisdictions (collectively, Laws), including, without limitation those applicable to the jurisdiction from which you access the Site or Site Content.
(d) Notwithstanding any statement to the contrary in this Agreement, you will not use or attempt to use, and shall cause each other person or entity under your control not to use or attempt to use, any engine, software, tool, agent, or other device or mechanism (including, without limitation, browsers, spiders, avatars, or intelligent agents) to navigate or search the Site other than (i) the search engine and search agents available from the Site, if any, and (ii) generally available third-party web browsers.
(e) You acknowledge and agree that (i) all listed and quoted Domain Name prices are merely the amounts we are willing to sell the relevant Domain Name for at any given time (all of which are subject to change without notice) and should not be considered as an appraisal, estimate or warranty as to the fair market value of the relevant Domain Name, (ii) we reserve the right to offer you or any other person, entity or organization the same or different (higher or lower) price for the same Domain Name and are under no obligation to inform you of any price changes or other quotes or offers, (iii) we make no representations or warranties, express or implied (oral, written or electronic) that any Domain Name can be purchased or sold or will be appraised or otherwise valued by any other person, entity or organization for an amount that is the same or even close to any price listed or quoted by DM all of which are hereby expressly disclaimed.
2. Collection of Information
When you use the Site, and/or access, use, or purchase any services, products, information and/or features available on or through the Site, including, without limitation, domain names (collectively, Site Features) or that are otherwise provided by us, you consent to our collection, use, disclosure of information about you as described in our Privacy Policy. If you do not agree to our Privacy Policy, please do not use the Site, any Site Features, or any other services, products or information that may be covered by our Privacy Policy. You acknowledge and agree that any information we collect from you in connection with completing your purchase of a domain name through the Site is being collected in order for us to fulfill our obligations under this Agreement (i.e. to provide you with the domain name you have purchased).
3. Social Media Features
You acknowledge and agree that your use of any of the third party social networking features that may be integrated into the Site, including, without limitation, by using your profile with Google, Twitter or Facebook to log in to the Site, or by clicking "like" for Facebook purposes, and/or clicking "follow" for Twitter purposes, subjects you to the terms, conditions and privacy practices and policies of such third parties, and that the results of such use are determined by such third parties, which results may include publication of information regarding your use of the Site on the websites and mobile applications of such third parties.
4. User Content, Quote Requests and Other Submissions
(a) Any content (except for personally identifiable information) that you provide to us or on or through the Site, whether by posting, uploading, emailing or via any other method (collectively Submitting), including, but not limited to, photos, messages, graphics, notes, text, information, audio, video, ratings, feedback, data, answers, questions, requests for quotes, pricing or information relating to domain names or otherwise, comments, suggestions, plans, ideas, or the like (collectively User Content), will be deemed to be non-confidential and non-proprietary, and we will have no obligation to protect such information from disclosure absent a written agreement to the contrary signed by an authorized representative of DM. You understand, acknowledge, and agree that the Submission of User Content in no way will prevent the purchase, manufacture, use or implementation of the same or any similar products, services, plans, and/or ideas by DM, its affiliates, subsidiaries and/or related companies, and/or their respective owners, managers, officers, directors, employees, representatives, agents, contractors, operational service providers, and advertisers (collectively, Related Parties) for any purpose whatever. You further understand, acknowledge and agree that by Submitting any User Content, you grant DM a non-exclusive, worldwide, perpetual, irrevocable, unrestricted, royalty-free, fully paid-up, transferable license, with the right to sublicense (through multiple tiers), to use, copy, publicly perform, digitally perform, publicly display and distribute (through multiple tiers and without attribution) such User Content, and to sell, modify, create derivative works from and/or to incorporate such User Content into other works in any form, medium or technology, whether now known or hereafter developed, in each case, for any purpose whatsoever, commercial or otherwise, without attribution, royalties, compensation, payment or other consideration to you of any kind or nature. You hereby waive any and all moral rights that you otherwise may have to your User Content.
(b) You may not Submit User Content on or through the Site that is not accurate and truthful or that you did not create (unless you have express permission from the proper third party to Submit it). You assume all risks associated with all uses of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure by you of information in User Content that makes you personally identifiable. We reserve the right to contact you or disclose your identity for any User Content Submitted that in our sole discretion violates this Agreement or any applicable Law.
(c) By completing our Price Request Form or otherwise Submitting a price or quote request or other request for information regarding any domain name, you represent and warrant that (i) you are merely interested in the potential purchase of one or more domain names in an arm's length transaction, (ii) neither you nor any other person, entity or organization to the best of your knowledge, information or belief has any intellectual property (including, without limitation, trademark) or other rights or claims in, similar to, identical to, or related to any domain names listed on our Site or that otherwise is the subject of such Submission (each, a Conflicting Claim), (iii) you will not allege, make or prosecute, or assist any other person, entity or organization in alleging, making or prosecuting, any claim, demand, suit, action or proceeding, in any way based on any Conflicting Claim, and (iv) if you believe that you or any other person, entity or organization owns or controls any Conflicting Claim, you immediately will inform us of the same by submitting an email to [email protected].
5. Trademarks and Service Marks
There are a number of proprietary trademarks, service marks, logos, slogans, and product designations found on the Site. By granting you access to and permitting you to use the Site and by making such marks, logos, slogans and designations available thereon, DM is not granting you by implication, estoppels, or otherwise, a license to use them in any fashion under any of DM's or any third party's intellectual property rights or otherwise. No DM trademark, service mark, logo, slogan or product designation may be used as a hyperlink without DM's prior written permission. All product or service names and other marks not owned by DM are the property of their respective owners. Requests to use any such third party owned names or marks should be directed to the relevant third party owner thereof.
6. Use of the Site
(a) By purchasing a domain name or otherwise Submitting User Content, you agree that we may send you certain communications. You can opt-out of receiving commercial communications by following any instructions that may be contained in those communications or by emailing [email protected]. By accessing, using and/or registering for the Site and/or any Site Feature, you understand, acknowledge, and agree that you are automatically subject to the rules of conduct set forth below. You further agree that we reserve the right, in our sole discretion, to terminate your access to the Site at any time, delete any or all User Content you may have Submitted, and/or reject your participation in any other activity or service available on or through the Site. We reserve the right to take any such actions, with or without notice, for any or no reason, and without any liability to you or any third party.
(b) You understand, acknowledge, and agree that, in addition to the conduct requirements listed below in the Prohibited Conduct section of these Terms of Use, you are prohibited from (i) using the Site for any reason other than to use Site Features as they are intended to be used, and (ii) forging any TCP/IP packet header or any part of the header information in any email, posting or other Submission for any reason.
(c) Violations of the system or network security of the Site may result in civil or criminal liability. We reserve the right to investigate all possible violations of system or network security and may involve, and cooperate with a Site user's employer, Internet Service Provider, and/or law enforcement authorities in investigating and/or prosecuting users who are involved in such violations.
7. Prohibited Conduct
The Site may not be used in any manner that is unlawful or harmful to our rights and/or the rights of any third party (including Related Parties), or that is in violation of this Agreement or any applicable Law. You may not do or attempt to do any of the following: (a) alter, or destroy data on, from or through the Site or retrieve any data on, from or through the Site other than that which is made directly available to you on the Site; (b) probe, scan or test the vulnerability of a system or network on, from or through the Site; (c) breach or defeat system or network security measures on, from or through the Site such as authentication, authorization, confidentiality, intrusion detection, or monitoring; (d) interfere with or disrupt the Site or our business, operations or services, or those of any third party (including Related Parties); (e) interfere with or disrupt any computer, host, network, or telecommunications device we maintain or which is maintained by any third party (including Related Parties); (f) interfere with or disrupt the legitimate use of the Site by any person or entity, including, without limitation, via means of submitting a virus to the Site, overloading, "flooding," "spamming," "mailbombing," or "crashing" the Site or the server of any user; (g) transmit, distribute, disseminate, publish or store any information that is in violation of any applicable Law or is defamatory, abusive, obscene, indecent, or harassing, or that threatens or encourages injury to persons or property or infringement of the lawful rights of any party; (h) violate the privacy rights of any person or entity; (i) use any technology that is or reasonably should be known to contain software viruses, Trojan horses, or any computer code, files, or programs designed to disrupt, destroy, invade, gain unauthorized access to, corrupt, observe, or modify without authorization, any of our data, software, computing or network devices, or telecommunications equipment, or those of any authorized user or of any third party (including Related Parties); (j) use the Site to send, relay, forward, bounce, reply, or otherwise route commercial or non-commercial unsolicited electronic messages (such as "spam") or commercial electronic messages even if previously solicited by the intended recipient; (k) copy (whether directly or by use of any scraping or similar techniques) any Site Content; (l) bypass the homepage of the Site via deep-linking or any other means, or frame the Site, or any Site Content without the express written permission of DM; (m) falsify identification or impersonate any person or entity, including, but not limited to, a DM representative; (n) disclose to any third party any non-public pricing information made available to you through the Site or otherwise provided to you in connection with your use of the Site (including quoted prices and/or discounts offered or made available to you); or (o) use any pricing information (whether public or non-public) found on or made available to you through the Site or otherwise provided to you in connection with your use of the Site (including quoted prices and/or discounts offered or made available) for any purpose other than to evaluate the potential purchase from DM of one or more domain or in connection with the consummation of any such purchase transaction.
8. Compliance with Laws
You represent and warrant that your use of the Site will comply with all applicable Laws and that you will not restrict or inhibit any other user from using and enjoying the Site.
9. Links and Advertisements
(a) The Site may contain links or pointers to other websites and/or mobile applications maintained by third parties (including, without limitation, those providing domain name appraisal services), banner and general advertising, and other content provided by advertisers and other third parties (collectively, Third Party Content). You understand, acknowledge, and agree that the inclusion of Third Party Content on the Site does not indicate (i) an endorsement by DM of (A) any Third Party Content provider or the business practices (including the privacy policies) thereof, (B) the goods, services, or information provided by any Third Party Content provider, and/or (C) the advertising, information and/or messages conveyed in any Third Party Content, or (ii) any other authorization, sponsorship, affiliation, joint venture or partnership by, with or between any Third Party Content Provider and DM and/or any Related Parties. You may from time to time enter into correspondence with Third Party Content providers or otherwise participate in the Third Party Content offered through the Site. However, all such correspondence and participation, including, without limitation, any resulting contractual agreements, are solely between you and the relevant Third Party Content provider. You further agree that we are not responsible for upholding any applicable terms, conditions, representations or warranties made by Third Party Content providers or the purchase of goods and services offered by Third Party Content providers. DM reserves the right to terminate a link to a third party website at any time and remove any other Third Party Content at any time. Linked and/or advertised third party websites are not under our control and DM is not responsible for their availability, content, advertising, products or materials, including any further links in a third party site or application.
(b) It is up to you to take precautions to ensure that any third party website or application you navigate to, download or use through any Third Party Content on the Site is free of computer viruses, worms, Trojan horses and other items of a destructive nature. You agree that neither DM nor any Related Parties will, under any circumstances, be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any Third Party Content and/or any products, services, information, content, advertising, or business practices of any Third Party Content provider and/or any linked third-party sites or applications. If you decide to access and use linked third-party websites or applications, you understand, acknowledge, and agree that you do so at your own risk. Any concerns with any Third Party Content and/or any third party products, services, information, websites or applications should be directed to the provider thereof. Any website or application linking to the Site (i) may link to, but not replicate, the Site Content; (ii) should not create a browser, border environment or frame the Site Content; (iii) must not imply that we are endorsing it or its products; (iv) must not misrepresent its relationship with us; (v) must not present false information about our products, services, or the Site; and (vi) must not contain content that could be construed as obscene, distasteful, offensive or controversial.
10. Third Party Beneficiary Rights
Some of the provisions within this document are for the benefit of Related Parties. You acknowledge and agree that at all times all Related Parties (whether individuals or entities) will have the right to assert and enforce those provisions directly against you on their own behalf.
11. Disclaimer of Warranties
(a) YOU ACKNOWLEDGE AND AGREE THAT SITE CONTENT AND OTHER SITE FEATURES (INCLUDING THOSE PROVIDED BY THIRD PARTIES) ARE PROVIDED BY DM "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED (OTHER THAN THOSE THAT MAY BE AVAILABLE TO YOU DIRECTLY FROM THIRD PARTY PROVIDERS AS AN END USER OF SUCH THIRD PARTIES PURSUANT TO THE RELEVANT THIRD PARTY'S TERMS AND CONDITIONS OF SERVICE) AND REPRESENT AND WARRANT THAT YOU ARE NOT RELYING ON ANY SUCH WARRANTIES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
(b) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, DM MAKES NO WARRANTIES WITH RESPECT TO THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF ANY SITE CONTENT AND/OR SITE FEATURES, OR THAT THE SITE, SITE FEATURES, AND/OR THE SERVERS AND/OR SOFTWARE OF THE SITE WILL BE ERROR-FREE, AVAILABLE FOR UNINTERRUPTED USE, OR FREE OF COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DM ON OR THROUGH THE SITE (INCLUDING REGARDING ANY DOMAIN NAME) WILL CREATE ANY WARRANTY. IF YOU ARE DISSATISFIED WITH THE SITE OR ANY SITE FEATURE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE AND/OR SITE FEATURE. YOUR USE OF THE SITE AND ANY SITE FEATURES IS UNDERTAKEN SOLELY AT YOUR DISCRETION AND OWN RISK. IF YOUR USE OF THE SITE, ANY SITE FEATURE AND/OR ANY SITE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, YOU UNDERSTAND, ACKNOWLEDGE, AND AGREE THAT NEITHER DM NOR ANY RELATED PARTY WILL BE RESPONSIBLE FOR THOSE COSTS. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE DISCLAIMERS IN THIS AGREEMENT MAY NOT APPLY TO YOU.
12. Indemnity; Release; Limitation of Liability
(a) You shall indemnify, defend and hold DM and its Related Parties harmless from and against all claims, actions, demands, liabilities, losses, damages, expenses, and costs, including reasonable attorneys' and paralegal fees (including on appeal), including, without limitation, those imposed by any governmental body, agency, or authority or other force of Law, arising out of, resulting from or relating to your misuse of the Site, any Site Feature, any Third Party Content, and/or any User Content you Submit, your violation of applicable Law, and/or your violation of the Agreement. DM WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM OR RELATING TO YOUR FAILURE TO COMPLY WITH THIS AGREEMENT. You agree that neither DM nor any of its Related Parties will have any liability or responsibility to you for any loss or damage under any theory of liability or indemnity arising from or relating to your failure to comply with this Agreement and/or in connection with your use of the Site and/or any Site Feature. You hereby release and forever waive any and all claims you may have against DM and its Related Parties for losses or damages you sustain in connection with your use of the Site and/or any Site Feature.
(b) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, (I) YOU EXPRESSLY WAIVE ANY AND ALL RIGHTS AND BENEFITS THAT YOU MAY HAVE (IF APPLICABLE) UNDER SECTION 1542 OF THE CALIFORNIA CIVIL CODE, WHICH STATES AS FOLLOWS:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR", AND
(II) UNDER NO CIRCUMSTANCES WILL DM OR ANY OF ITS RELATED PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR FOR LOST DATA OR PROFITS, RESULTING FROM ACCESS TO, USE OF OR INABILITY TO USE THE SITE AND/OR SITE FEATURE, OR DUE TO ANY BREACH OF SECURITY ASSOCIATED WITH TRANSMISSION OF INFORMATION VIA THE INTERNET, EVEN IF ONE OR MORE OF DM AND/OR ANY RELATED PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF YOUR DAMAGES. If your use of the Site results in your need to service, repair or correct equipment or data, you assume the costs to the extent not prohibited by applicable Law. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages. In such jurisdictions, our liability is limited to the greatest extent permitted by applicable Law. We reserve the right to take exclusive control and defense of any claim subject to indemnification by you, in which event you will cooperate fully with us in asserting any available defenses.
13. Modification or Discontinuance
At any time and from time to time, without notice to you, and for any or no reason in its sole and absolute discretion, DM may modify, suspend or discontinue, in whole or in part and on a temporary or permanent basis, any or all aspects of the Site, including, without limitation, any one or more Site Features. You understand, acknowledge, and agree that DM will not be liable to you or any third party in connection with or as a result of any such modifications, suspensions or discontinuances.
14. Governing Law and Venue for Disputes
This Agreement is governed by and will be construed in accordance with the internal laws of the State of Maryland applicable to contracts made and to be performed entirely therein, and, where applicable, the federal Laws of the United States of America, without reference to and wholly excluding any conflict or choice of law rule or principle that otherwise might refer construction, interpretation or enforcement of this Agreement to the substantive of Laws of any other jurisdiction, foreign or domestic. All proceedings, disputes, claims and/or controversies in any way relating to or arising out of the Site, any Site Feature, Site Content, User Content, Third Party Content and/or this Agreement (collectively, Disputes) must be pursued, prosecuted and conducted on an individual basis only and not in a class, consolidated or representative action. In addition, no Dispute between DM and another person or entity may be consolidated by any person or entity other than DM with any other Dispute between DM and any other person or entity. All Disputes must be brought and heard exclusively (a) for those brought by you, in the state courts located in Rockville, Maryland, or, if a basis for federal jurisdiction exists, in the United States District Court for the District of Maryland, Greenbelt Division, and (b) for those brought by us or any of our Related Parties, in the courts referenced in clause (a) above, or in any other court located in a jurisdiction in which you reside, are organized or are incorporated (if applicable), and/or from where you accessed the Site. You hereby irrevocably consent to the personal and subject matter jurisdiction of such courts and waive any claim that such courts represent an inconvenient or otherwise inappropriate venue or forum. DM controls and operates the Site from our offices in Rockville, Maryland and Boca Raton, Florida. DM does not represent or warrant that the Site, any Site Features, Site Content, User Content and/or Third Party Content is appropriate or available for use in other locations. Persons who choose to access the Site from other locations do so on their own initiative, and are responsible for compliance with local Laws, if and to the extent applicable.
15. Restricted Persons and Entities
(a) The government of the United States of America, through various of its offices and agencies (collectively, the US Government), including but not limited to, through one or more Executive Orders of the President of the United States, through rules and regulations of the United States Department of State, Department of the Treasury, and Department of Commerce, has determined and may in the future determine that certain commercial activities and transactions between (i) the United States, its citizens or residents on the one hand, and (ii) Sanctioned Countries, Sanctioned Country Entities, Prohibited Organizations, or Prohibited Individuals on the other hand (each, as defined below and collectively, Restricted Entities), are to be prohibited, embargoed, sanctioned, banned, and/or otherwise excluded. Therefore, all Restricted Entities are hereby prohibited from using the Site. In addition, none of our Site Features may be used in connection with any domain name in a country code top level domain associated with a Sanctioned Country or operated by or on behalf of a Restricted Entity. You represent and warrant that you are not a Restricted Entity and that you are not acting on behalf, at the direction, or under the control of any Restricted Entity.
(b) The term Sanctioned Country means any country or other territory designated by the US Government from time to time as being subject to sanction, embargo, ban, prohibition, exclusion or similar restriction, including, without limitation, those listed at http://www.ustreas.gov/ofac, http://www.treasury.gov/resource-center/sanctions/SDN-List/Pages/default.aspx, and any other similar website operated by or on behalf of the US Government as such sites may be amended, updated, or otherwise modified from time to time. The term Sanctioned Country Entity means any government, agency, quasi-governmental agency, citizen, national, or resident of a Sanctioned Country and any other entity, organization or individual located, operating or organized in a Sanctioned Country (in all cases, regardless of their actual location).
(c) The term Prohibited Organization means any organization or entity designated by the US Government from time to time as being subject to sanction, embargo, ban, prohibition, exclusion or similar restriction, including, without limitation, those listed at http://www.ustreas.gov/ofac, http://www.treasury.gov/resource-center/sanctions/SDN-List/Pages/default.aspx, and any other similar website operated by or on behalf of the US Government as such sites may be amended, updated, or otherwise modified from time to time.
(d) The term Prohibited Individual means any individual designated by the US Government from time to time as being subject to sanction, embargo, ban, prohibition, exclusion or similar restriction, including, without limitation, Specially Designated Nationals and those individuals listed at http://www.ustreas.gov/ofac, http://www.treasury.gov/resource-center/sanctions/SDN-List/Pages/default.aspx, and any other similar website operated by or on behalf of the US Government as such sites may be amended, updated, or otherwise modified from time to time.
16. Modifications and Amendments
This Agreement may not be modified or amended by you under any circumstances. We may amend or modify this Agreement (in whole or in part) at any time by updating this page and/or posting such amendments or modifications and/or a revised version of this Agreement ("Amendments") on the Site. Such Amendments will be effective and binding on you as a user of the Site immediately upon posting with respect to your use of the Site thereafter. Your use of the Site after such posting will be deemed acceptance of the posted Amendments. THEREFORE, WE URGE YOU TO REVIEW THIS AGREEMENT EACH TIME YOU VISIT THE SITE.
17. Ownership
DM exclusively retains all intellectual property rights (including patents, trademarks, copyrights, and trade secrets) and moral rights (including, rights of attribution and authorship) throughout the world in and to all Site Content and all derivative works and improvements based thereon (as each of those terms or their equivalents is defined and applied under any applicable Law). The Site and all Site Content are protected by United States and worldwide intellectual property and other Laws, including, without limitation, those relating to copyrights, trademarks, privacy and publicity, and the regulation of communications, and any unauthorized copying, displaying, or other use of the Site or any Site Content may violate one or more of these Laws. Some Site Content on the Site is provided or reproduced with permission from third party sources, and that Site Content is the property of those third party sources. You may not reprint, republish, resell or redistribute these materials in any form or manner without our express written consent or the express written consent of the applicable rights holder. If you violate these restrictions, you may be subject to civil and criminal penalties.
18. Miscellaneous
DM's failure to insist upon or enforce strict performance of any provision of this Agreement will not be construed as a waiver of any provision or right. Neither the course of conduct between us and you nor trade practice will act to modify any provision of this Agreement. DM may assign its rights and duties under this Agreement to any party at any time without notice to you. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION BY YOU ARISING OUT OF OR RELATED TO THE SITE, ANY SITE FEATURE, SITE CONTENT, USER CONTENT, THIRD PARTY CONTENT, AND/OR THIS AGREEMENT MUST BE FILED BY YOU IN AN APPROPRIATE COURT OF LAW WITHIN SIX (6) MONTHS AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR IT WILL BE FOREVER BARRED. If any provision of this Agreement, or the application thereof to any person or circumstances, is found to be invalid or for any reason, unenforceable by any court having competent jurisdiction, (a) such provision will be deemed amended to the least extent possible to render it valid and enforceable in a manner that preserves the original intent of the provision as much as possible, and (b) the invalidity or unenforceability of such provision will not affect the validity and application of the remaining provisions of this Agreement, which will remain in full force and effect. No waiver of any term of this Agreement or any breach of this Agreement will be effective unless in a writing signed by the party to be charged with such waiver. No waiver of any term of this Agreement or any breach of this Agreement will be deemed a further or continuing waiver of such term or any other term or the breach thereof. This Agreement constitutes the complete and entire agreement between you and us with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements and understandings, written, electronic or oral, in relation thereto, unless expressly agreed otherwise in a written agreement signed by an authorized representative of DM, which authorization must be confirmed by you prior to reliance thereon. The section titles in this Agreement are for your convenience only and do not have any legal or contractual effect.
19. Questions and Comments
If you have any questions relating to this Agreement, the Site, any Site Features, any Site Content, and/or DM, other than matters for which a specific email address is specified above, you may contact us in writing or by email as follows:
DomainMarket Holdings, LLC