1. Introduction
1.1 These terms and conditions shall govern the sale and purchase of domain names through our website.
1.2 You will be asked to give your express agreement to these terms and conditions before you place an order on our website.
1.3 This document does not affect any statutory rights you may have as a consumer (such as rights under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 or the Consumer Rights Act 2015).
2. Interpretation
2.1 In these terms and conditions:
(a) “we” means Verdant Names; and
(b) “you” means our customer or prospective customer,
and “us”, “our” and “your” should be construed accordingly.
3. Order process
3.1 The advertising of domain names on our website constitutes an “invitation to treat” rather than a contractual offer.
3.2 No contract will come into force between you and us unless and until we accept your order in accordance with the procedure set out in this Section 3.
3.3 To enter into a contract through our website to purchase a domain name from us, the following steps must be taken: you must select the domain name you wish to purchase, you must select your preferred payment plan and then proceed to the checkout; and confirm your order and your consent to the terms of this document; you will be transferred to our payment service provider’s website, and our payment service provider will handle your payment; we will then send you an initial acknowledgement; and once we have checked whether we are able to meet your order, we will either send you an order confirmation (at which point your order will become a binding contract) or we will confirm by email that we are unable to meet your order.
3.4 You will have the opportunity to identify and correct input errors prior to making your order.
4. Domain name availability
4.1 We may periodically change the domain names available on our website, and we do not undertake to continue to supply any particular domain name or type of domain name.
5. Prices
5.1 Our prices are quoted on our website.
5.2 We will from time to time change the prices quoted on our website, but this will not affect contracts that have previously come into force.
5.3 All amounts stated in these terms and conditions or on our website are stated inclusive of VAT.
5.4 It is possible that prices on the website may be incorrectly quoted; accordingly, we will verify prices as part of our sale procedures so that the correct price will be notified to you before the contract comes into force.
6. Payments
6.1 You must, during the checkout process, pay the price of the domain name you order in accordance with the payment plan you have selected.
6.2 The payment plan you choose will determine the number of payments and the schedule of payments you will need to meet in order to complete the purchase of the domain name.
6.3 If you select a payment plan of greater than one payment then:
(a) you will billed at 30 day intervals from the date of your first payment until the schedule is complete or the outstanding balance on the domain name has been paid;
(b) we will automatically bill the payment method you used for the first payment;
(c) you will be issued with a receipt by email upon a successful transaction; or
(d) if the transaction fails, you will be notified by email and have 7 days to complete the payment or be considered in breach of this contract.
6.4 Payments may be made by any of the permitted methods specified on our website from time to time.
6.5 If you fail to pay to us any amount due under these terms and conditions in accordance with the provisions of these terms and conditions, then we may withhold the domain name ordered and/or by written notice to you at any time cancel the contract of sale for the domain name.
6.6 If you make an unjustified credit card, debit card or other charge-back then you will be liable to pay us, within 7 days following the date of our written request:
(a) an amount equal to the amount of the charge-back;
(b) all third party expenses incurred by us in relation to the charge-back (including charges made by our or your bank or payment processor or card issuer);
(c) an administration fee of GBP 25.00 including VAT; and
(d) all our reasonable costs, losses and expenses incurred in recovering the amounts referred to in this Section 6.4 (including without limitation legal fees and debt collection fees),
and for the avoidance of doubt, if you fail to recognise or fail to remember the source of an entry on your card statement or other financial statement, and make a charge-back as a result, this will constitute an unjustified charge-back for the purposes of this Section 6.4.
7. Option for early completion
7.1 You shall have an option to complete any payment schedule early and purchase the domain name in accordance with this Clause 7.
7.2 At any time during the schedule (unless notice of termination of this contract of sale has been given) you may complete the purchase for the full purchase price by paying any outstanding balance on the domain name.
8. Domain name ownership and delivery
8.1 Our policies and procedures relating to your ownership and delivery of the domain name are set out in this Section 8.
8.2 Ownership and full control of a domain name that you purchase from us will pass to you upon the later of:
(a) completion of the payment schedule; and
(b) receipt by us in cleared funds of all amounts due in respect of the domain name; and
(c) successful transfer of the domain name to a third party registrar of your choosing.
8.3 We shall ensure that the domain name is transferred and fully in your control within 7 days following the date of the transfer request.
8.4 The domain name you purchase from us will be at your risk from the time that it comes under your full control or the under your full control of a person identified by you to take ownership of the domain name.
8.5 Until ownership of the domain name has passed to you, you will possess the domain name as our fiduciary agent and bailee.
8.6 Until ownership of the domain name has passed to you:
(a) the domain name will remain registered in our name with a third party of our choosing; and
(b) we will not prohibit or impede your use of the domain name; and
(c) we will provide you with an account to access and administer the domain name; and
(d) you will be able to manipulate the Nameserver and DNS records, via a form or by request, in order to make use of the domain name.
9. Distance contracts: cancellation right
9.1 You may withdraw an offer to enter into a contract with us through our website or cancel a contract entered into with us through our website (without giving any reason for your withdrawal or cancellation) at any time within the period:
(a) beginning upon the submission of your offer; and
(b) ending at the end of 30 days after the day on which the domain name was placed in account by us on your behalf,
so long as the domain name remains registered with us and has not been transferred away and taken fully under your control.
9.2 In order to withdraw an offer to contract or cancel a contract on the basis described in this Section 9, you must inform us of your decision to withdraw or cancel (as the case may be). You may inform us by means of any clear statement setting out the decision. In the case of cancellation, you may inform us using the cancellation form that we will make available to you. To meet the cancellation deadline, it is sufficient for you to send your communication concerning the exercise of the right to cancel before the cancellation period has expired.
9.3 If you cancel a contract on the basis described in this Section 9, the domain name will be removed from your account and you will lose access to it. All rights to the domain name will revert to us.
9.4 If you cancel an order in accordance with this Section 9, you will receive a full refund of the amount you paid to us in respect of the order, except as otherwise provided in this Section 9.
9.5 If the value of the domain name is diminished by any amount as a result of your use of the domain name, we may recover that amount from you up to the contract price. We may recover that amount by deducting it from any refund due to you or require you to pay that amount direct to us.
9.6 We will refund money using the same method used to make the payment. You will not incur any fees as a result of the refund.
9.7 We will process a refund due to you as a result of a cancellation on the basis described in this Section 9 within the period of 14 days after the day on which the domain name is removed from your account. If we have not sent your account details to you at the time of withdrawal or cancellation, we will process a refund due to you without undue delay and, in any case, within the period of 14 days after the day on which we are informed of the withdrawal or cancellation.
10. Warranties and representations
10.1 You warrant and represent to us that:
(a) you are legally capable of entering into binding contracts;
(b) you have full authority, power and capacity to agree to these terms and conditions;
(c) all the information that you provide to us in connection with your order is true, accurate, complete and non-misleading; and
(d) you will be able to take delivery of the domain name in accordance with these terms and conditions.
10.2 We warrant to you that:
(a) we have the right to sell the domain name that you buy;
(b) the domain name we sell to you is sold free from any charge or encumbrance, except as specified in these terms and conditions;
(c) you shall enjoy quiet possession of the domain name you buy, except as specified in these terms and conditions;
(d) the domain name you buy will correspond to any description published on our website.
(e) as at the date and time of the sale of the domain name to the you, the domain name has never knowingly been the subject of any threatened or actual legal proceedings, domain name arbitration proceedings or written complaint.
10.3 All of our warranties and representations relating to the supply of domain names are set out in these terms and conditions. To the maximum extent permitted by applicable law and subject to Section 11.1, all other warranties and representations are expressly excluded.
11. Limitations and exclusions of liability
11.1 Nothing in these terms and conditions will:
(a) limit or exclude any liability for death or personal injury resulting from negligence;
(b) limit or exclude any liability for fraud or fraudulent misrepresentation;
(c) limit any liabilities in any way that is not permitted under applicable law; or
(d) exclude any liabilities that may not be excluded under applicable law,
and, if you are a consumer, your statutory rights will not be excluded or limited by these terms and conditions, except to the extent permitted by law.
11.2 The limitations and exclusions of liability set out in this Section 11 and elsewhere in these terms and conditions:
(a) are subject to Section 11.1; and
(b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.
11.3 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
11.4 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
11.5 We will not be liable to you in respect of any loss or corruption of any data, database or software, providing that if you contract with us under these terms and conditions as a consumer, this Section 11.5 shall not apply.
11.6 We will not be liable to you in respect of any special, indirect or consequential loss or damage, providing that if you contract with us under these terms and conditions as a consumer, this Section 11.6 shall not apply.
11.7 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the website or these terms and conditions (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).
11.8 Our aggregate liability to you in respect of any contract to purchase a domain name from us under these terms and conditions shall not exceed the total amount paid and payable to us under the contract.
12. Order cancellation
12.1 We may cancel a contract under these terms and conditions immediately, by giving you written notice of termination, if:
(a) you fail to pay, on time and in full, any amount due to us under that contract; or
(b) you commit any material breach of that contract.
12.2 You may cancel a contract under these terms and conditions immediately, by giving us written notice of termination, if we commit any material breach of that contract.
12.3 If you are a business customer, we may cancel a contract under these terms and conditions by written notice to you if:
(a) you cease to trade;
(b) you become insolvent or unable to pay your debts within the meaning of the insolvency legislation applicable to you;
(c) a person (including the holder of a charge or other security interest) is appointed to manage or take control of the whole or part of your business or assets, or notice of an intention to appoint such a person is given or documents relating to such an appointment are filed with any court;
(d) the ability of your creditors to take any action to enforce their debts is suspended, restricted or prevented, or some or all of your creditors accept, by agreement or pursuant to a court order, an amount of less than the sums owing to them in satisfaction of those sums; or
(e) any process is instituted which could lead to you being dissolved and your assets being distributed to your creditors, shareholders or other contributors.
12.4 We may cancel a contract under these terms and conditions by written notice to you if we are prevented from fulfilling that contract by any event beyond our reasonable control, including without limitation any unavailability of raw materials, components or products, or any power failure, industrial dispute affecting any third party, governmental regulations, fire, flood, disaster, riot, terrorist attack or war.
13. Consequences of order cancellation
13.1 If a contract under these terms and conditions is cancelled in accordance with Section 12:
(a) we will cease to have any obligation to deliver domain names which are undelivered at the date of cancellation;
(b) you will continue to have an obligation where applicable to pay for domain names which have been delivered at the date of cancellation (without prejudice to any right we may have to recover the domain names); and
(c) all the other provisions of these terms and conditions will cease to have effect, except that Sections 1.3, 6.4, 9, 11, 16, 17, 18, 19, 20 and 21 will survive termination and continue in effect indefinitely.
14. Variation
14.1 We may revise these terms and conditions from time to time by publishing a new version on our website.
14.2 A revision of these terms and conditions will apply to contracts entered into at any time following the time of the revision, but will not affect contracts made before the time of the revision.
15. Assignment
15.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions – providing, if you are a consumer, that such action does not serve to reduce the guarantees benefiting you under these terms and conditions.
15.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.
16. No waivers
16.1 No breach of any provision of a contract under these terms and conditions will be waived except with the express written consent of the party not in breach.
16.2 No waiver of any breach of any provision of a contract under these terms and conditions shall be construed as a further or continuing waiver of any other breach of that provision or any breach of any other provision of that contract.
17. Severability
17.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
17.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
18. Third party rights
18.1 A contract under these terms and conditions is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.
18.2 The exercise of the parties’ rights under a contract under these terms and conditions is not subject to the consent of any third party.
19. Entire agreement
19.1 Subject to Section 11.1, these terms and conditions shall constitute the entire agreement between you and us in relation to the sale and purchase of our domain names and shall supersede all previous agreements between you and us in relation to the sale and purchase of our domain names.
20. Law and jurisdiction
20.1 These terms and conditions shall be governed by and construed in accordance with English law.
20.2 Any disputes relating to these terms and conditions shall be subject to the non-exclusive jurisdiction of the courts of England.
21. Statutory and regulatory disclosures
21.1 We will not file a copy of these terms and conditions specifically in relation to each user or customer and, if we update these terms and conditions, the version to which you originally agreed will no longer be available on our website. We recommend that you consider saving a copy of these terms and conditions for future reference.
21.2 These terms and conditions are available in the English language only.
21.3 Our VAT number is GB937355694.
21.4 The website of the European Union’s online dispute resolution platform is available at https://webgate.ec.europa.eu/odr/main.
22. Our details
22.1 This website is owned and operated by Verdant Names, a trading style of Verdant Industries Limited.
22.2 We are registered in England and Wales under registration number 06436754.
22.3 Our principal place of business is at International House, 24 Holborn Viaduct, London, EC1A 2BN.
22.4 You can contact us:
(a) using our website contact form; or
(b) by email, using the email address published on our website from time to time.