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General Terms and Conditions of Business: Version 2.10

1. Scope, amendments
1.1 These General Terms and Conditions of Business (GTCB) of STRATO AG (hereinafter STRATO) shall apply in respect of all services rendered by STRATO.

1.2 STRATO shall render all services exclusively on the basis of these GTCB. This shall also apply particularly where the customer uses general terms and conditions and these contain terms which are contrary to or which deviate from the GTCB specified herein. The GTCB specified herein shall also apply where STRATO carries out the customer’s order without reservation knowing that the customer has terms and conditions which are contrary to or which deviate from the GTCB specified herein.

1.3 STRATO may amend these GTCB on giving reasonable notice. If the customer does not object to the amendment within a time period defined by STRATO, the amendment shall be deemed agreed. STRATO shall inform the customer in the notification of amendment that the amendment will take effect if the customer does not object within the time.

1.4 STRATO may send information and communications concerning the contractual relationship to the customer‘s e-mail address.

1.5 Information about the right of withdrawal
Right of withdrawal
You have the right to withdraw from this contract within 14 days without giving any reason.

The withdrawal period will expire after 14 days from the day of the conclusion of the contract.

To exercise the right of withdrawal, you must inform us (STRATO AG, Pascalstraße 10, 10587 Berlin, Germany, Phone: 0800 068 7485) of your decision to withdraw from this contract by an unequivocal statement (e.g. a letter sent by post, fax or e-mail). You may use the attached model withdrawal form, but it is not obligatory.

To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period hast expired.

Right of withdrawal

If you withdraw from this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us) without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from this contract. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise, in any event, you will not incur any fees as a result of such reimbursement.

You shall send back the goods or hand them over to us (STRATO AG, Pascalstraße 10, 10587 Berlin, Germany) without undue delay and in any event not later than 14 days from the day on which you communicate your withdrawal from this contract to us. The deadline is met if you send back the goods before the period of 14 days has expired.

You will have to bear the direct costs of returning the goods.

You are only liable for any diminished value of the goods resulting from the handling other than what is necessary to establish the nature, characteristics and functioning of the goods.

If you requested to begin the performance of service during the withdrawal period, you shall pay us an amount which is in proportion to what has been provided until you have communicated us your withdrawal from this contract, in comparison with the full coverage of the contract.

Model withdrawal form

(complete and return this form only if you wish to withdraw from the contract)

To STRATO AG, Pascalstraße 10, 10587 Berlin, Germany

I/We (*) hereby give notice that I/We (*) withdraw from my/ our (*) contract for the provision of the following service:

Ordered on (*)/ received on (*):

Name of consumer(s):

Address of consumer(s):

Signature of consumer(s) (only if this form is notified on paper):

Date:

(*) Delete as appropriate.

End of the information about the right of withdrawal

The preceding right of withdrawal does not apply, if the contract is attributed to your commercial or professional practice.


2. Contractual relationship
2.1 The contractual relationship concerning the registration of the domain shall be established directly between the customer and the registry or the registrar. STRATO shall commission the registration of domains on an agency basis for the customer, provided STRATO is not itself the registrar for the top-level domain (TLD) concerned.

2.2. The top-level domains are registered and administered by various organisations. In addition to these General Terms and Conditions of Business, guidelines shall apply to each Top Level Domain. The aforementioned linked allocation guidelines are part of this Contract.

2.3 The data for domain registration are passed on to the relevant registries by means of an automated process. The customer can only assume actual allocation once the Internet service is provided under the desired domain. No guarantee can be given that any domains ordered will be allocated.

2.4. The customer agrees that the registration of a domain can be suspended, deleted or transferred and that the status of the domain name can be altered and/or that a block may be placed and maintained on registration of a domain name in order (1) to correct errors by the registrar or the registration office in the registration of the domain, (2) to resolve disputes concerning the registered domain, where this is in compliance with a regulation of the Internet Corporation for Assigned Names and Numbers (ICANN), the registration office or the registrar, (3) to protect the integrity, security and stability of the registration system of the respective top- level domain, or (4) to comply with all applicable statutes, administrative regulations or requirements, (legitimate) enquiries from law enforcement authorities or other relevant authorities.

2.5. A .asia domain can only be registered if at least one of the points of contact is a legal entity within the .asia community. STRATO shall provide such a point of contact for all customers free of charge. The organisation selected by STRATO shall be registered as technical point of contact (Tech-C) for the domain and shall function as CED point of contact in accordance with No. 3.1 of the .ASIA Charter Eligibility Requirement Policies. The provision of an individual CED point of contact by the domain holder or by Admin-C is not possible.

2.6. A change in the provider of the domain that also leads to change of the registrar is possible no earlier than 60 days after registration.


3. Services rendered by STRATO
3.1 The scope of the individual services shall be in accordance with the description of services current at the date of the order.

3.2 The availability of the STRATO server and data paths up to the point of transfer onto the Internet shall be at least 99% as an annual mean.

3.3 STRATO regularly carries out maintenance work to its systems to secure the operation of the network and to maintain the integrity of the network, inter-operability of the services and data protection. For these purposes, it can temporarily suspend or limit its services, duly taking into account the customer’s interests, provided this is substantiated by sound reasons. STRATO shall carry out maintenance work, as far as possible, during downtimes. If it is necessary to suspend or limit services temporarily for longer periods, STRATO shall inform the customer in advance of the nature, extent and duration of the interference, in so far as this is objectively possible under the circumstances and where the provision of notification would not delay the cessation of existing interruptions.

3.4 STRATO can alter its services insofar as this is reasonable for the customer, while duly taking into consideration the interests of the customer and of STRATO.

3.5 Where static IP addresses are provided, STRATO reserves the right to change the IP address allocated to the customer, provided this is necessary for technical or legal reasons.

3.6 To the extent necessary and reasonable, the customer shall cooperate in the event of a change, e.g. by re-entering access data or making simple adjustments to its systems.

3.7 Handing the use of servers (wholly or in part) to anonymous third parties is prohibited.

3.8 Use of servers to provide anonymisation services is excluded.

3.9 In the event of defects, the statutory rules pertaining to the warranty for defects shall apply.


4. Copyrights, reservation of title
4.1 STRATO shall grant to the customer a simple right of use of the software, programs or scripts provided, limited for the duration of the associated contractual relationship. No rights of use may be granted to third parties. In particular, sale thereof is not permitted. Once the contractual relationship has come to an end, the customer shall not continue to use copies of software supplied but shall delete them. These provisions shall not apply in respect of open source programs, the associated licence conditions applying exclusively thereto.

4.2 In addition, the licence terms of the relevant manufacturer shall apply.

4.3 The content, text, images, animations, film and sound materials provided by STRATO may be used by the customer during the term of the contract exclusively to design the Internet presence covered by the contract. No rights of use may be granted to third parties. Following termination of the contract, the materials are to be deleted.

4.4 In the event of a breach of these provisions, STRATO may block the Internet presence where the content or software of the Homepage Toolkit is used contrary to the terms of the licence, or the project in respect of which the Site Builder is used contrary to the terms of the licence, pending provision of evidence of lawful use.

4.5 Hardware and other goods shall remain the property of STRATO until payment in full of the relevant invoice.


5. Terms of payment

5.1. Fees not dependent on usage shall be payable in advance for the term of the contract, provided no shorter accounting period is agreed. Payments by the customer shall be collected via the SEPA direct debit scheme. The customer shall issue STRATO a mandate permitting the execution of SEPA direct debit payments. STRATO undertakes to display the respective applicable mandate that it has been issued to the customer in the customer service area. The mandate shall also apply to new master data and bank details notified by the customer. STRATO shall notify the customer in good time in advance of the respective direct debit collection (so-called pre-notification). This notification shall be made in the case of the first direct debit payments at least five banking days, or – in the case of subsequent direct debit payments – at least two banking days, before the due date and the direct debit collection by the bank.

5.2 Fees dependent on usage shall be due at the end of the respective accounting period. Fees dependent on usage shall be in accordance with the respective current price list defined by STRATO at its reasonable discretion. Payments by the customer shall be collected by the SEPA direct debit scheme. The customer shall issue STRATO a mandate permitting the execution of SEPA direct debit payments. STRATO undertakes to display the respective applicable mandate that it has been issued to the customer in the customer service area. The mandate shall also apply to new master data and bank details notified by the customer. STRATO shall notify the customer in good time in advance of the respective direct debit collection (so-called pre-notification). This notification shall be made in the case of the first direct debit payments at least five banking days, or – in the case of subsequent direct debits – at least two banking days, before the due date and the direct debit collection by the bank.

5.3 STRATO shall provide an electronic invoice for each payment transaction within the customer service area. Invoicing via e-mail shall be free of charge. If the customer requests that an invoice be sent by post, STRATO can demand a fee of €2.50 per invoice.

5.4 STRATO can change its prices at the beginning of the next contractual term on giving reasonable notice of at least one month. If the customer does not raise an objection to such change within a reasonable time limit defined by STRATO, the change shall be deemed approved. STRATO shall point out to the customer in the notification of change that the change shall take effect if the customer does not raise an objection.

5.5 The customer can offset only undisputed or legally established counter-claims against amounts due to STRATO.

5.6 If the customer defaults in payment, STRATO can block its services.

5.7 If the customer defaults for two successive months in the payment of a not insignificant part of the fee or for a period lasting longer than two months in the payment of a sum that corresponds to two monthly fees, STRATO can terminate the contractual relationship for good cause without giving notice. There shall also be good cause for termination without notice on the part of STRATO where insolvency proceedings concerning the assets of the customer are proposed or commenced, or commencement is refused on the grounds of lack of assets.

5.8 Where payment is delayed, STRATO can demand arising therefrom.


6. Obligations of the customer 6.1. The customer shall be obligated to provide necessary data completely and correctly and to provide notification of changes without delay. This shall apply, in particular, to address details, bank account details and the email address and, in the case of a domain order, the data described in Clauses 6.2.1. to 6.2.4.

6.2 The customer shall be obligated to cooperate to a reasonable extent in the ordering, transfer and deletion of domains, the amendment of entries in the registry databanks and in the change of providers and registrars. The customer shall be obligated to respond within 15 days to queries by STRATO or the registrar concerning the accuracy of the data. This relates, in particular, to the following:

6.2.1. name and postal address, email address, telephone number and, where applicable, fax number of the domain holder; if the domain holder is a business or an organisation, additionally the name of the person responsible for the domain;

6.2.2. name, postal address, email address, telephone number and, where applicable, fax number of the technical point of contact for the domain;

6.2.3. name, postal address, email address, telephone number and, where applicable, fax number of the administrative point of contact (Admin-C) for the domain;

6.2.4. where the domain holder provides its own name servers, IP addresses of the primary and secondary name servers, including the names of these servers.

6.3 If the data to be provided under the respective registration conditions for a domain prove to be inaccurate, STRATO can have the domain deleted.

6.4 Where the customer is not the domain holder and/or passes on personal data of third parties, in particular of Admin-C or of the technical point of contact, it shall inform the third party of the transmission of their personal data and shall obtain their agreement to the collection, use, transmission and disclosure of data for the purposes of performing the contract.

6.5 The customer undertakes to change assigned passwords without delay. The customer shall be responsible for choosing and using secure passwords. The customer shall manage its passwords and other access data with care and keep them secure. The customer shall be obligated to also pay for such services as are used or ordered by third parties via its access data and passwords, insofar as that party shall be responsible for such an occurrence.

6.6 The customer shall be obligated to configure its systems and programs in such a way that neither the security or integrity, nor the accessibility of systems, networks and data of STRATO or third parties shall be impaired.

6.7 The customer alone shall hold administrator rights in the case of certain servers. STRATO cannot administer these servers. It shall, therefore, be the responsibility of the customer to install security software, to remain informed on a regular basis of lacunae in security that become known and to eliminate those lacunae in security that are known. The installation of maintenance programs or other programs provided or recommended by STRATO shall not release the customer from this obligation.

6.8 The customer shall generate back-up copies of all data. If data recovery on the systems of STRATO is necessary, the customer shall transmit the data sets in question – again free of charge – to the STRATO server.

6.9 The customer shall ensure that its domain(s) and content do not breach statutory regulations or third party rights.

6.10 The customer undertakes, further, not to offer any domains or content for retrieval that are/is of an extremist (in particular right-wing extremist) nature or that show/s content that is pornographic, commercially erotic, violent or that glorifies violence, or is racist, discriminatory, harmful to minors or seditious, nor domains or content that incite criminal acts or amount to instructions for such acts. This shall also apply where such content is made available via hyperlinks or other links that the customer provides on sites of third parties.

6.11 The use of the STRATO services to disseminate malware or improperly operating botnets, to send spam communications or for phishing, for trademark and copyright infringements or piracy or fraudulent or misleading practices, or counterfeiting or other behaviour that infringes applicable law, is prohibited.


7. Legal consequences of infringing and compromising rights
7.1 STRATO can block services where systems operate or respond in a way that deviates from standard operating behaviour, thereby impairing the security, integrity or availability of systems, networks, and data of STRATO or of third parties as defined in Clause 6.6. This shall also apply where STRATO suspects the occurrence of such impairment based upon objective evidence. Clarification is made of the fact that this provision shall also apply in respect of so-called denial-of-service attacks (hereinafter “DoS attacks“) that the customer conducts via its servers or for which the customer’s servers are used by third parties. In the event of an intentional act by the customer, STRATO can terminate the contractual relationship without notice.

7.2 If a server is repeatedly the target of DoS attacks and if such repetition is anticipated, STRATO can terminate the contractual relationship without notice following a warning if it is not reasonably possible for STRATO to prevent the anticipated future DoS attacks or their effect on other systems.

7.3 If third parties credibly show that content or domains infringe their rights, or if it appears probable based upon objective evidence that domains or content may breach legal regulations, STRATO can block the content for the period during which the infringement of rights or the dispute with the third party over the infringement of rights persists.

7.4 If such potential infringement of rights is perpetrated by a domain, STRATO can also take measures that make the domain inaccessible. In cases where it appears certain on the basis of objective evidence that an infringement of rights has been perpetrated by a domain, STRATO can terminate the contractual relationship without notice.

7.5 In the instance of content being offered or presented, consistent with Clause 6.10, instead of only imposing a block, STRATO can also effect termination without notice.

7.6 If the customer breaches a prohibition under Clause 6.11, STRATO can block services.

7.7 STRATO can, on the basis of objective criteria, reject emails directed to its customers if circumstances justify the assumption that an email contains malware, or if the sender information is false or disguised or if an unsolicited or disguised commercial communication is involved.

7.8 STRATO’s claim to fees shall continue while a service is blocked for the foregoing reasons.

7.9 In addition, in the event of culpable breaches of obligations under Clause 6 on the part of the customer, STRATO can demand flat rate compensation of €50.00. The parties retain the right to prove lower or higher levels of damage.

7.10 The domain holder shall indemnify STRATO, the registrar, the registry and ICANN and, respectively, its lawful representatives, employees, agents and other affiliates in respect of third party claims for compensation of any kind arising from the registration of the domain. This obligation shall continue to subsist beyond the term of the registration contract.


8. E-mail
STRATO reserves the right, in respect of emails to limit the size of incoming and outgoing messages to the extent reasonable for the customer.


9. Indemnity
The customer shall compensate STRATO for all damage arising from a breach of the foregoing provisions where the customer is responsible for the breach. The compensation shall also comprise the reasonable costs of necessary legal defence. STRATO shall inform the customer without delay if it or third parties assert such claims and shall give the customer the opportunity to respond.


10. Liability of STRATO
10.1 STRATO shall be liable for damage only in the event of intent and gross negligence on the part of STRATO or one of its vicarious agents. If STRATO or one of its vicarious agents breaches a material contractual obligation (fundamental obligation) in a manner that endangers the purpose of the contract, liability shall be limited to the typical damage that STRATO could reasonably foresee at the time of entering into the contract, unless the breach of obligation is intentional or grossly negligent.

10.2 This limitation shall not apply in the event of loss of life, personal injury or damage to health or to liability under product liability law.

10.3 Where the customer is a business undertaking, a legal entity under public law or a special fund under public law, liability shall be limited save in the case of intent and gross negligence to the amount of contractual fees that the customer shall have paid to STRATO within the parameters of the specific contractual relationship for a period of two years before the occurrence of the event from which damage arose.


11. Contractual term, termination
11.1 Unless otherwise specified in the specific offer, the contract shall be extended automatically each time by the period spanned by the first contractual term, provided it shall not have been terminated at the end of the term by a party giving notice of one month. If the first contractual term is longer than one year, the extension periods shall be one year.

11.2 The contract can also be terminated effectively via the secure customer service area, provided this option is available. Further, notice of termination must be effected in writing, transmission by fax or scan being deemed sufficient for this purpose.

11.3 Instructions to delete domains shall require the signature of the domain holder or of Admin C.

11.4 If, in the event of termination, the customer does not also provide instructions for the deletion of a domain, STRATO can return the domain to the responsible registry upon cessation of the term of the contract and expiry of a reasonable period of time. STRATO hereby points out that, in such an instance, an obligation on the part of the customer to pay a fee to the registry can arise.

11.5 Alternatively, STRATO can also have the domain deleted after expiry of a reasonable period of time.

11.6 If STRATO terminates the contract legitimately because of a delay in payment or for good cause, STRATO can arrange for the deletion of the domain concerned after a reasonable period of time, provided the customer does not issue any alternative instructions.


12. Place of jurisdiction, applicable law
The exclusive place of jurisdiction for all disputes arising from or on account of this contract is Berlin, insofar as the customer is a merchant, a legal entity under public law or a special fund under public law. For all claims, whatever their nature, arising from or on account of this contract, the law of the Federal Republic of Germany shall apply, to the exclusion of the Uniform UN Convention on Contracts for the International Sale of Goods (CISG).

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