Policy date: May 11, 2016
“Account Information” has the meaning set forth in Section 3.1.
“Application” has the meaning set forth in Section 2.
“Domain Name” means the domain name(s) that Registrant seeks to register for the Registrar Services as stated in the Order Form, or other appropriate document.
“ESA” has the meaning set forth in Section 4.2.
“ICANN” means the Internet Corporation for Assigned Names and Numbers.
“Order Form” means the order form detailing the services to be provided to Registrant by Cloudflare.
“Personal Data” *has the meaning set forth in *Section 3.1.
“Registrant” means the Customer identified in the Order Form
“Registration” has the meaning set forth in Section 2.
“Registrant Charges” has the meaning set forth in Section 4.2.
The word “registrar” when appearing without an initial capital letter, refers to a person or entity that contracts with Registrant and a Registry Operator, collects registration data about the Registrant, and submits registration information for entry into a registry database.
“Registry Operator” means the registry administrator of the applicable TLD.
“Registrar Services” means the domain name registration services provided by Cloudflare (including its operation as a registrar for one or more TLDs) for the Domain Names, or as added by later written agreement between Cloudflare and Registrant.
“Term” has the meaning set forth in Section 5.
“TLD” means a top-level domain.
“UDRP” has the meaning set forth in Section 9.1.
Registrant may submit applications to Cloudflare to register Domain Names (each, an “Application”). Registrant acknowledges and agrees that Cloudflare cannot guarantee that Registrant will obtain a desired Domain Name, even if a prior inquiry indicates that a Domain Name is available at the time the Application is submitted. Cloudflare may utilize subcontractors to provide portions of the Registrar Services. Registrant represents that, to the best of its knowledge and belief, neither: (a) the registration, selection and recording of a Domain Name (each, a “Registration”); nor (b) the manner in which Registrant intends to use such Registration, infringe upon the rights of any third party and further, that the Registration is not being registered for, nor shall it at any time be used for, any unlawful purpose.
Registrant warrants that in the event it licenses use of a Domain Name to a third party licensee, Registrant remains the holder of record for any such Domain Name and shall contractually compel any such third party licensee to abide by these Registrar Terms. Registrant accepts all liability for harm caused by the wrongful use of a Domain Name licensed to a third party licensee by Registrant, unless Registrant discloses the identity and current contact information of the third party licensee, within seven (7) calendar days, to a party providing Registrant reasonable evidence of actionable harm. In the event that Registrant provides the identity and current contact information within seven (7) calendar days, it shall not be liable for harm caused by the wrongful use of a Domain Name licensed to a third party licensee by Registrant.
As part of the registration process, Registrant shall provide Cloudflare the following information for each Registration, along with any other information reasonably requested by Cloudflare: (a) the Domain Name(s) being registered; (b) the expiration date and original creation date of the Registration; (c) the IP address of the primary and secondary nameservers for each domain and the corresponding names of such nameservers (if such nameservers have not been provided by Cloudflare); and (d) the name, postal address, e-mail address, telephone number, and (if applicable) fax number, of Registrant’s technical and administrative contacts. Cloudflare will use commercially reasonable efforts to ensure that any information collected by Cloudflare as part of the Registration about an identified or identifiable natural person ("Personal Data") will be used only in connection with the Registration, performance of the Registrar Services, and as required or permitted by ICANN or an applicable registry policy or agreement. Registrant also agrees: (i) to promptly provide all information, including the information detailed in this Section 3.1, as may be required by Cloudflare for the purpose of providing the Registrar Services (“Account Information”); (ii) that the Account Information shall be current, complete, reliable, and accurate; and (iii) to maintain and promptly , including: the full name, postal address, e-mail address, voice telephone number, and fax number if available of the Registered Name Holder; name of authorized person for contact purposes in the case of an Registered Name Holder that is an organization, association, or corporation, but in no event later than seven (7) calendar days following any change to the Account Information. A failure by Registrant to comply with subsections (i)-(iii) above shall be considered a material breach of these Registrar Terms and the ESA and constitutes grounds for immediate termination of any affected Domain Names, without refund of any fees to Registrant.
For all Registrations, Registrant agrees and acknowledges that ICANN and the Registry Operators overseeing a domain’s TLD require Cloudflare to publish registrant data via the “WHOIS” protocol, and that Cloudflare may be required to maintain records of data and information provided by Registrant to comply with ICANN policies, including following the termination or expiration of the ESA. Cloudflare may also be required to share this data with ICANN, Registry Operators, and other third parties. Such data may include domain names, registrant names, contact information, and domain nameserver information. Registrant agrees and acknowledges that Cloudflare may be required to maintain records of such data to comply with ICANN policies and for purposes of inspection (such as through a WHOIS service), or other purposes as required or permitted by ICANN and applicable laws and regulations.
Registrant’s: (i) willful provision of inaccurate or unreliable information (including Account Information) to Cloudflare; (ii) willful failure to promptly update information (including Account Information) provided to Cloudflare, and in no event later than seven (7) calendar days following any change to such information; or (iii) failure to respond to an inquiry from Cloudflare within fifteen (15) calendar days regarding the accuracy of any contact details associated with a Registration, shall constitute a material breach of these Registrar Terms and the ESA.
Registrant shall pay Cloudflare the fees specified in the Order Form. All payment obligations are non-cancellable and non-revocable, and all amounts paid are non-refundable.
Registrant shall enter into, or has previously entered into, an Enterprise Subscription Agreement with Cloudflare (the “ESA”). In the event that the ESA expires or is terminated, the price of the Registrar Services will increase to $10,000 annually, in addition to a $5,000 fee per change to, or adding of, a Domain Name by Registrant (collectively, the “Registrant Charges”); provided, that Cloudflare shall provide a one-time transfer of the Registration to a different registrar, free of charge. The Registrant Charges will only be triggered in the event that all of Registrant’s domains utilizing the Registrar Services are not transferred to a third party registrar within fourteen (14) calendar days of the expiration or termination of the ESA.
These Registrar Terms will remain in effect during the term of a Registration or any renewal thereof (the “Term”). Should a Domain Name be transferred to a third party registrar, the terms and conditions of these Registrar Terms shall terminate immediately; provided, that Section 4 (Fees) and Registrant’s indemnification obligations will survive any such expiration or termination, to the extent applicable.
Cloudflare may deny, cancel, suspend, transfer or modify the Registrar Services or a Registration to: (i) correct prior mistakes; (ii) protect the integrity or stability of Registrant, Cloudflare and/or the Registry Operator; (iii) comply with any applicable laws, government rules, regulations or requirements, or requests of law enforcement; (iv) comply with an applicable dispute resolution process; or (v) to prevent any civil or criminal liability. Cloudflare may also suspend the Registrar Services or terminate the ESA upon a material breach of these Registrar Terms by Registrant. Cloudflare shall not be liable to Registrant for any loss or damages that may result from Cloudflare’s refusal to register, or the cancellation, suspension, transfer or modification of, a Registration. Registrant agrees and acknowledges that the Registration may be subject to suspension, cancellation, or transfer pursuant to a Cloudflare, Registry Operator, ICANN or government-adopted specification or policy, or pursuant to any registrar or Registry Operator procedure not inconsistent with any of the foregoing specifications or policies.
Registrant acknowledges that it may take up to five (5) business days to transfer a Domain Name from the Registrar Services to a third party registrar, or from Registrant to a different registrant, and that in the event of concerns about fraud or other extenuating circumstances, such a transfer may take additional time. Cloudflare shall provide a checklist to Registrant detailing the steps required to authorize any such transfer. Failure by Registrant to perform these steps, or to provide the information required by Cloudflare to effectuate such a transfer, may require Cloudflare to take additional steps to verify the transfer request, and may thus delay the transfer. Registrant acknowledges and agrees that this practice may differ from other registrars, and is used to safeguard the rights of the Registrant to potentially valuable domains.
In the event that these Registrar Terms are inconsistent with a term, condition, policy, or procedure of an applicable Registry Operator, the term, condition, policy, or procedure of the applicable Registry Operator shall prevail.
Domain Names are registered for a finite period of time. By continuing to use the Registrar Services, Registrant consents to Cloudflare renewing the Domain Names covered by each Registration, on its behalf. Cloudflare will notify Registrant before renewing Domain Names and will provide Registrant the opportunity to opt-out. If Registrant opts-out, and does not renew a Domain Name with Cloudflare, such domain will be removed from the Registrar Services no later than ten (10) days following Cloudflare’s receipt of notice of the opt-out. Registrant acknowledges and agrees that this practice may differ from other registrars, and that this process is intended to safeguard the rights of the Registrant to potentially valuable domains.
Registrant agrees to use Cloudflare’s nameservers. REGISTRANT ACKNOWLEDGES AND AGREES THAT IT MAY NOT CHANGE THE NAMESERVERS ON THE REGISTRAR SERVICES, AND THAT IT MUST TRANSFER TO A THIRD PARTY REGISTRAR IF IT WISHES TO CHANGE NAMESERVERS.
Registrant agrees to indemnify and hold harmless Cloudflare, ICANN, the Registry Operators, and each of their respective directors, officers, employees and agents, from and against any and all claims, damages, liabilities, costs and expenses (including reasonable legal fees and expenses) arising out of or related to these Registrar Terms, the Registrar Services or a Registration.
The following additional provisions apply to any Domain Names that Registrant registers through Cloudflare with Registry Operators:
In the case of a ".com", ".net", or “.org” registration, the following terms and conditions will apply:
For all TLDs, including those specified in Section 9.1, other terms and conditions may be specified in an Order Form, as agreed-upon between Cloudflare and Registrant. In the event of a conflict between the terms of these Registrar Terms and the terms contained in an Order Form, the terms of the Order Form shall prevail.