Keyword Registration Agreement

Some Definitions.

In this Service Agreement, "Keyword" shall refer to all Keyword products, including Basic Keywords and Keywords Plus. The "Registrant" is the entity that is purchasing Keyword related services, such as Keyword registrations or Keyword Review Services. "Keyword Review Services" are the services provided to determine if a proposed Keyword is eligible to be registered as a Keyword Plus. "Country Code" is the country associated with the Keyword text, which together make up the Keyword.

Adherence to Policies.

Registrant agrees to the following policies that are incorporated into the Service Agreement: the Country Keyword Selection Policy(ies), if any, for each Country corresponding to a Keyword registered by Registrant; the KDRP (pdf format); and the applicable Privacy Policy (pdf format). To file a dispute under the KDRP, please fill out the Feedback Form and submit. Questions about the KDRP can be answered by reading the FAQ (pdf format). Registrants must also adhere to the Uniform Adult Keyword Policy (pdf format) and indicate intended audience when registering the keyword.

No Guarantee of Keyword Registration or Renewal.

Registrant acknowledges and agrees that RealNames, Registries, eNom and Resellers may refuse to accept the proposed Keyword registration. In addition, Registrant acknowledges and agrees that RealNames, Registries, eNom and Resellers cannot guarantee that Registrant will be able to register or renew a desired Keyword, even if an inquiry indicates that the Keyword is or may be available because of the possibility of simultaneous applicants or technical mishaps or other unforeseen events.

Fees, Payment, and Term of Service.

Registrant agrees to pay the fees posted by eNom for each Basic Keyword registered, each Keyword Plus registered, and any Keyword Review Services. In addition, Registrant agrees to pay any fees pursuant to the auto-renewal of Registrant's Keywords as provided in this Service Agreement. All fees are non-refundable. In the event that eNom does not receive full payment of all fees owed by Registrant at the outset of a Registrant's Keyword registration, RealNames, [or Registry, eNom, or Reseller] may cancel Registrant's registration without prior notice. The term of registration is the term Registrant last selected when registering the Keyword.

Keyword Review Services.

In the event that Registrant has elected to purchase Keyword Review Services, Registrant understands and agrees that the Review Services Fee is solely for the service of reviewing the proposed Keyword's suitability as a Keyword and does not guarantee that such proposed Keyword will be approved as any type of Keyword. Registrant agrees that the party providing the Keyword Review Services may, in its sole discretion, approve or reject an application for Keyword Review. Registrant explicitly agrees to pay the applicable Review Services Fee whether or not the proposed Keyword is approved or declined as a Keyword and whether or not Registrant receives any suggested Keywords in response to its Keyword Review Services purchase.

Renewal of Keyword Registrations.

Registrant's Keyword registration will automatically renew at the then-current price and under the then-current Service Agreement. Registrant will be notified of Registrant's Keyword registrations that are approaching auto-renewal at least thirty (30) days prior to such auto-renewal. If Registrant does not take action to avert the auto-renewal, the auto-renewal will take place and Registrant will be billed. If attempts to bill Registrant fail (e.g., if the credit card on file for Registrant has expired), Registrant is not guaranteed renewal. It is Registrant's obligation to keep its billing information accurate to ensure renewal of Keyword registrations.

Keyword Modifications.

Registrant may not modify the text of his/her Keyword or the associated Country Code once it has been registered. Registrant may update, and is required to update, its account information as it changes.

Keyword Editorial Quality and Complaints.

Registrant understands and agrees that the Keyword service is designed for the benefit of Internet users generally by providing them with a positive navigation experience. Accordingly, Registrant understands and agrees that RealNames performs editorial review of Keywords to assure that they benefit Internet users. Registrant understands and agrees that if a third party complains about Registrant's Keyword, Registrant is not guaranteed any opportunity to respond to such complaint before RealNames performs its editorial review and decides whether or not to modify or revoke the Keyword at issue.

Disputes Brought By Third Parties.

Registrant is bound by the Keyword Dispute Resolution Policy. RealNames may modify this Policy during the term of Registrant's registration and Registrant will be bound to the version of the policy in place at the time of the dispute. Registrant agrees to provide eNom with updated contact information during the term of this Agreement for purposes of facilitating dispute resolution, and understands that failure to do so is a breach of the registration agreement. For purposes of resolving disputes brought by third parties concerning or arising from Registrant's use of a registered Keyword, Registrant agrees to submit to subject matter jurisdiction, personal jurisdiction, and venue of (a) the courts of Registrant's domicile, (b) the courts residing in the jurisdictions corresponding to the address(es) provided by Registrant during the registration process, and (c) the courts residing in the jurisdiction corresponding to the location of eNom's headquarters, currently at 16771 NE 80th St., Redmond WA 98052.

Registrant Representations and Warranties.

Registrant represents and warrants that:

• The information provided and representations and covenants made by Registrant in this Service Agreement and the registration process are complete, true and accurate, and that any future changes to this information will be provided to eNom in a timely manner;
  
  
• To the best of Registrant's knowledge, the registration and/or use of the Keyword will not infringe upon or otherwise violate the rights of any third party or breach any agreement Registrant has with any third party;
  
  
• Registrant owns the website to which Registrant's Keyword will link to, or Registrant has express written permission from the website's owner to link Registrant's Keyword to the website; provided that "express written permission" does not include participation in affiliate or similar programs via online "click-through" agreements;
  
  
• Registrant has not and will not incorporate any technology that will impair or remove any frames or windows that would otherwise be served with the web page associated with the registered Keyword following a Keyword resolution;
  
  
• If the Keyword to be registered is an Adult Keyword, Registrant has notified [Registry, eNom or Reseller] that the registered Keyword is an Adult Keyword;
  
  
• Registrant will not subject end users of the Keyword to unduly intrusive content or programs such as, but not limited to, spawning, recurring or persistent pop up windows/ads.
  
  
• Registrant is not registering and will not use the Keyword for an unlawful purpose or in violation of any applicable laws or government regulations;
  
  
• Registrant has all of the requisite power and authority to execute this Agreement and perform the obligations hereunder.
  
  

Revocation of Keyword Registration.

Registrant's Keyword registration may be revoked at any time during Registrant's registration in the following circumstances:

• If Registrant breaches the Service Agreement, including any of the representations and warranties and policies that are incorporated by reference; or
  
  
• If Registrant provided materially misleading or false information during the registration process, or concealed material information during the registration process; or
  
  
• If Registrant, through Registrant's Keyword registration or use thereof, is in violation of any laws or regulations; or
  
  
• At the request of any governmental entity; or
  
  
• In accordance with the terms of the Keyword Dispute Resolution Policy; or
  
  
• If the Keyword links to a website with adult content and is not clear from the Keyword itself that it directs to such content (In this instance, the Keyword may be revoked, or may be prefixed by language indicating that it links to adult content (e.g., by adding "xxx" or "sex" to the Keyword); or
  
  
• If Registrant's Keyword registration associated with a particular country violates the applicable Country Keyword Selection Policy for such country; or
  
  
• If RealNames, [the Registry, eNom or Reseller] reasonably determines that the Keyword registration risks subjecting it or its affiliates, partners, subsidiaries, officers, directors or employees to civil or criminal liability, loss, damage, or other tangible harm; or
  
  
• If RealNames in its sole discretion determines that the Keyword does not benefit Internet users generally by providing them with a positive navigation experience; or
  
  
• To protect the integrity and stability of the overall Keyword Service; or
  
  
• If a RealNames' distribution partner (such as a search engine or browser) complains that Registrant's Keyword registration denigrates the editorial quality of its service; or
  
  
• If the Keyword registration violates the terms of any agreements between RealNames and its Keyword distribution partners (such as a search engine and browser).
  
  

No Additional Rights.

eNom, the applicable Keyword Registry and RealNames may use Registrant's applicable personal name, company, business, firm, trade, or brand names in connection with the provision of the RealNames Service and Registrant's registration of a Keyword. However, Registrant's registration of a Keyword and Registrant's use of the RealNames Service do not grant eNom, the Registry or RealNames any right, title or interest in Registrant's personal name, company, business, firm, trade, or brand names, and all goodwill arising from eNom, the Registry's or RealNames' use of those names will inure solely to Registrant's benefit. At the same time, Registrant agrees that all goodwill associated with any Keyword as an address in the RealNames Service, and any property rights in any Keyword as an address in the RealNames Service, belong to RealNames. Registrant's registration of a Keyword and Registrant's use of the RealNames Service confer upon no Registrant intellectual property, business or competition rights.

Keyword Assignability.

Registrant may not transfer or assign any rights in a Keyword registration to any third party except to the surviving entity in the case of a merger or consolidation, or to a person or entity acquiring all of substantially all of Registrant's assets.

Registrant Indemnification.

Registrant agrees to defend and indemnify and hold RealNames, the Registry, eNom, and any Reseller and their subsidiaries, affiliates, officers, employees, agents, representatives, co-branders or other partners ("Indemnified Parties"), harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Registrant's registration to, use, reference to, or advertising of a Keyword, or Registrant's violation of any rights of another. Registrant agrees that Registrant's financial obligation to an Indemnified Party(ies) pursuant to this indemnity may be billed to Registrant at any time after it is apparent that the obligation has materialized.

Limitation of Liability.

Registrant agrees that RealNames, the Registry, eNom, and any Reseller and their subsidiaries, affiliates, officers, employees, agents, representatives, co-branders or other partners, shall have no liability to Registrant for any loss Registrant may incur in connection with Registrant's registration in the event that Registrant has failed to promptly pay applicable fees. Registrant agrees that in no event shall RealNames' or Registry's or eNom's or the Reseller's maximum liability, together with the maximum liability of our subsidiaries, affiliates, officers, employees, agents, resellers and reseller representatives, co-branders or other partners, under this Agreement for any matter exceed an aggregate of five hundred US Dollars ($500).

NO GUARANTEE OR WARRANTY.

NEITHER REALNAMES NOR ANY REGISTRY, ENOM, OR RESELLER WARRANTS THAT THE OPERATION OF THE REALNAMES SERVICE AND/OR ANY KEYWORD WILL BE WITHOUT INTERRUPTION OR ERROR FREE OR THAT ANY KEYWORD REGISTERED UNDER THIS AGREEMENT WILL BE ACCESSIBLE THROUGH ANY PARTICULAR BROWSER, SEARCH ENGINE, WIRELESS APPLICATION OR OTHER METHOD OF DISTRIBUTION. REALNAMES AND EACH REGISTRY, ENOM AND RESELLER DISCLAIM ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT WILL REALNAMES OR ANY REGISTRY, ENOM OR RESELLER BE LIABLE TO REGISTRANT OR ANY OTHER THIRD PARTY FOR ANY FAILURE, DISRUPTION, DOWNTIME, INCORRECT LINKAGE OR OTHER NON-PERFORMANCE OF THE REALNAMES SERVICE.

Non-Confidentiality.

The terms of this Service Agreement are not confidential.

Non-Waiver.

The failure of RealNames, the Registry, eNom or any Reseller to exercise or enforce any right or provision under this Agreement shall not constitute a waiver of such right or provision.

Registrant as Principal.

Registrant agrees that if an agent for Registrant, such as an Internet Service Provider or administrative contact or agent, completes this Agreement on Registrant's behalf, Registrant is nonetheless bound as a principal by all terms and conditions herein.

eNom Inc. Registration Agreement:

Please click here for eNom Inc.'s Registration Agreement.