Terms and conditions

General Terms and Conditions of Verio Europe GmbH

- hereinafter referred to as “Verio Europe” -

1     Scope

The General Terms and Conditions of Verio Europe shall be the exclusive basis of all offers, orders and the entire contractual relationship; the General Terms and Conditions of Verio Europe shall apply exclusively. The respective other contractual party's general terms and conditions, if any, shall not apply. These General Terms and Conditions shall also apply exclusively if Verio Europe renders services without any reservation despite being aware of the customer’s conflicting general terms and conditions.

These General Terms and Conditions shall also apply to any future legal transactions between the contractual parties concerning web hosting services, online services, administration of domains, leasing of computer systems and software and data backup solutions as well as related legal transactions, even if no further reference is made to these General Terms and Conditions.

To the extent the customer commissions Verio Europe to make contractual declarations to third parties in the customer’s name (e. g. domain registration services), the transmission of such declarations by Verio Europe to such third parties shall establish a separate contractual relationship between the customer and such third party. Such contractual relationships shall be subject to such third parties’ general terms and conditions applicable at that time. Commencement, term and termination of such contracts shall be independent from and generally do not affect the contractual relationship between the customer and Verio Europe.

To the extent Verio Europe uses third parties to render services, the general terms and conditions of such third parties shall become an integral part of the contracts concluded between the customer and Verio Europe.

Verio Europe shall be entitled to change the content of these General Terms and Conditions by written notice (also via electronic means) to the customer. Should the customer not object to such changes within a period of six weeks after such notice, the changes shall become an integral part of the contract. In such notice notifying the customer of the changes Verio Europe shall also inform the customer of any consequences that might occur if the customer fails to object to such changes.

Verio Europe shall be entitled to transfer its rights and obligations from any contractual relationship to one or more third parties (transfer of contract). In such case, the customer shall be entitled to extraordinarily terminate the contract.

2     Domain names

Verio Europe operates domain name servers, enabling the customer to use one or more domain names.

2.1     Registration of domain names

Verio Europe solely acts as communicating messenger in the customer’s name when transmitting the application for the registration of the domain name to the competent registry. Verio Europe shall not render any additional services aiming at the completion of the registration. The customer shall be subject to the relevant registry’s conditions - and, if required - the conditions of any intermediate registrar.

Verio Europe shall in particular not be obliged to verify whether the domain names requested by the customer are available and shall not guarantee the availability of such domain names ordered.

After successful registration of an ordered domain name with the competent registry, Verio Europe shall administer the domain name(s) on behalf of the customer. Such administration activities shall include the transfer of notifications between the competent registry and the customer to the extent the registry does not contact the customer directly and/or such notification refers to internal administrative issues to be clarified between the registry and Verio Europe.

The customer shall always be the owner of any domain administered in the customer’s name.

Verio Europe shall not guarantee that the activities of the competent registry will bear positive results for the customer.

The registration of a domain name results in a direct business relationship between the customer and the relevant Network Information Center (NIC). Such registration contract shall be deemed concluded between the NIC and the customer exclusively. The terms and conditions of such registration contract may stipulate an obligation for the customer to effect payments directly to the competent registry.

2.2     Obligations of the customer

The customer agrees to accept the individual competent registry’s (e. g. Denic eG) terms and conditions and/or terms for the assignment of domain names concerning top level domains at which the customer wishes to register domain names. On its websites at www.verio.de, Verio Europe shall inform the customer of the exact URL at which the relevant contents of such general terms and conditions and/or terms for the assignment of domain names are located.

To the extent an individual must be stated upon registration as the owner or as the contact person for any queries, the customer shall be obliged to inform Verio Europe of such person nominated. The customer undertakes to ensure that such nominated person complies with the applicable general terms and conditions and/or terms for the assignment of domain names and with any obligations resulting from such general terms and conditions and/or terms for the assignment of domain names. The customer shall indemnify Verio Europe against any liability in relation thereto.

The customer shall be liable for any violations of any third parties’ rights by the desired domain (such as rights to a name, trademark rights, company rights or competition rights).

2.3     Conclusion of contracts on the administration of domain names, term of contract, termination of contract by the customer

The contract on the administration of domain names shall be concluded with a minimum term of 12 months. The term of contract shall commence upon receipt by Verio Europe of a notification on the successful registration of the respective domain name, sent by the relevant registry.

Upon expiry of the registry’s respective registration period, Verio Europe shall extend the registration period in the customer’s name unless the customer terminates the contract no later than 30 days before the expiry of such registration period in writing (via letter or fax).

3     Conclusion of contracts other than contracts on the administration of domain names; term of contract

A contract concluded with Verio Europe shall become effective at the time the customer receives an order confirmation from Verio Europe in writing or once Verio Europe renders an initial service based on an offer made by the customer. Any information on deliveries and services effected by Verio Europe shall only be deemed invitations to make an offer directed to an undefined target group.

All contracts shall be deemed extended by a period of time corresponding to the agreed minimum term unless terminated by the customer upon 30 days’ prior notice as of the expiry of the applicable minimum term.

4     Termination of contract

Terminations of any contracts concluded with Verio Europe must be in writing in order to be effective.

Verio Europe shall be entitled to terminate contracts on the administration of domain names upon 30 days’ prior notice as of the end of the month. This shall also apply to contracts which were extended by a minimum term.

This shall not affect the right to terminate a contract extraordinarily for good cause. A good cause for an extraordinary termination shall in particular include but not be limited to cases in which the customer fails to fulfil its payment obligations despite having received a reminder in which a time limit was set or if the customer culpably violates one of the obligations stated in no. 8.1 or culpably violates the applicable terms and conditions or terms for the assignment of domain names of the competent registries.

5     Scope of services

The scope of the relevant services is included in Verio Europe’s specifications of services as well as in the relevant information in the applicable contract.

Verio Europe shall be entitled but not obliged to extend or improve the services to be rendered.

The scope of services does not include the permanent assignment of certain IP addresses by Verio Europe to the customer.

6     Free-of-charge services

To the extent Verio Europe renders free-of-charge services, Verio Europe shall be entitled to cease rendering such services at any time and without notice. Should the customer be materially affected by Verio Europe’s decision to cease rendering such free-of-charge services, Verio Europe shall inform the customer of its decision in advance. No claims for reduction in prices, claims for reimbursement or claims for damages shall result from Verio Europe’s decision to cease rendering free-of-charge services.

7     Availability

Verio Europe shall render its technical services on the basis of an average annual availability of its servers of 99 %. Times during which the servers are unavailable due to technical or other problems beyond Verio Europe’s control (force majeure, fault attributable to third parties, etc.) shall be excluded. Verio Europe shall be entitled to restrict access to the services to the extent required for network security, maintenance of the network integrity, in particular the avoidance of severe breakdowns of the network or errors of the software or stored data.

8     Rights and obligations of the customer

8.1     Use of the services

The customer shall be obliged to use the services properly. The customer shall in particular:

  • pay the agreed fees in accordance with the price list valid for such customer plus any applicable VAT;
  • comply with Verio Europe’s Acceptable Use Policy;
  • ensure that the network infrastructure is not overloaded in whole or in part by excess use and pay any invoiced costs resulting from exceeding the data transfer and storage space volumes in case data transfer and storage space volumes are restricted in accordance with the contract;
  • not offer or use the access to the services improperly and refrain from illegal actions of any kind; the customer shall in particular ensure that the use of the provided services does not cause any breach of any property rights or of any provisions of civil, criminal or administrative law;
  • keep confidential the access data consisting of user name and password and immediately change any password received from Verio Europe;
  • inform Verio Europe of any obvious defects and malfunctions;
  • give Verio Europe the opportunity to inspect such defects and malfunctions and verify the cause thereof and transmit to Verio Europe the data of equipment used (hardware and software installations) within the scope of the customer’s obligation to co-operate and provide information and support;
  • compensate Verio Europe for any expenses incurred by such inspection of Verio Europe’s equipment in case of any defects and malfunctions attributable to the customer’s sphere of responsibility;
  • ensure that the services are not offered or transferred to or used by third parties beyond the purpose of the contract and refrain from any actions directed at offering or transferring the services to third parties or enabling the use of the services by third parties; the use of the services by third parties shall be subject to Verio Europe’s written consent;
  • comply with and observe the generally accepted principles of data security.

The customer shall be obliged:

  • to ensure that no extremist political, fanatic religious or other contents not in conformity with the free democratic basis order is provided;
  • to comply with the provisions of criminal law and supplementary penal provisions outside the Penal Code as well as any regulations as to copyright, marks and competition right and any private law regulations;
  • not to provide child pornographic or violent pornographic contents.

The customer warrants that any data and information provided by the customer are correct and complete. The customer undertakes to inform Verio Europe immediately of any changes to the provided data and information. This shall in particular apply to:

  • name, address for service, e-mail address as well as telephone and fax number of the contact persons notified to the registry; and
  • if the customer provides own name servers, the IP addresses of the primary and secondary name server including the names of the relevant servers.

8.2     Liability of the customer

The customer shall be liable for any consequences and disadvantages suffered by Verio Europe or any third party due to the misuse or illegal use of the services or due to the fact that the customer fails to fulfil the customer’s obligations described in no. 8.

In such case, the customer shall be obliged to refrain from any further violation, to compensate Verio Europe for any damage suffered and to defend and hold harmless Verio Europe against any third party claims for damages or compensation for expenses incurred due to such violation, including required legal costs. Any other rights of Verio Europe, in particular but not limited to blocking the contents or to extraordinarily terminate the contract, shall not be affected.

9     Blocking and deletion of data

In case of any blocking, the customer shall not be able to access internet services via the customer’s account with Verio Europe. During the blocking period, users shall not be able to access the customer’s information offered via such internet services. Blocking might be threatened within a reminder. During the blocking period, the customer’s obligation to pay the fee shall remain effective, as Verio Europe continues to maintain the customer’s data material. In case of imminent danger, Verio Europe shall not be obliged to notify the customer of any planned blocking.

If the customer fails to fulfil the payment obligations within 14 days after such blocking takes effect, Verio Europe shall be entitled to delete the customer’s data without notice and to otherwise use the then available subject matter of the contract.

10   Prices and terms of payment

10.1   Payment of fees

The customer shall be invoiced on a time and material basis for the takeover of domains from other service providers after the second failed attempt.

All deliveries and services shall be invoiced in GBP and according to current price lists, unless Verio Europe agreed in writing on different fees for the services or on a different currency. In case of doubt, all prices or fees stated shall be deemed gross prices and fees, including VAT, if applicable.

Invoicing for all customers whose monthly net invoice amount is less than GBP 100.00 shall be effected quarterly in advance unless otherwise agreed upon in writing between Verio Europe and the customer.

The customer shall be obliged to pay to Verio Europe in advance all fees which are to be settled in advance.

Invoices shall be due and payable immediately.

Payments shall be made by direct debit (only possible from a german bank account).

The customer shall bear any costs incurring due to any direct debit dishonoured or rejected, unless the customer can prove that the customer exercised due care or that the damage would still have occurred even if the customer had exercised such due care. The customer shall be obliged to verify all invoices on a regular basis. The customer should raise any objections to the amount of the invoiced use-related fees in writing to Verio Europe immediately, however, not later than four weeks upon receipt of the relevant invoice.

In case of any delay in payment by the customer, the customer shall be liable to pay default interest amounting to 8 percent above the applicable base rate per annum unless Verio Europe can prove that it suffered higher interest loss. If the customer is a consumer, the default interest shall be 5 percent above the applicable base rate per annum. This shall not affect Verio Europe’s right to assert further claims for default, in particular to prove that any higher interest loss occurred.

10.2   Price changes

In case of any increase in VAT during the term of contract, the fee to be paid by the customer to Verio Europe shall change correspondingly as of the effective date of such increase in VAT. The same shall apply mutatis mutandis if any registry increases its prices during the term of contract.

10.3   Delay in payment

In case of any delay in payment by the customer, Verio Europe shall be obliged to send a reminder to the customer, threatening to block the customer’s access to the customer’s data material (blockage in accordance with section 9 above). If the customer fails to effect payment within such set time limit, Verio Europe shall be entitled to block the customer's access.

10.4   Set-off and force majeure

The customer shall only be entitled to set off payments due to Verio Europe against claims asserted against Verio Europe if such claims are undisputed, disputed but ready for a decision or established with binding effect. The customer’s right to assert a right of retention shall be restricted to counterclaims resulting from this agreement.

Verio Europe shall not be liable for any delays in performance due to force majeure or any comparable event. Comparable events shall in particular include but not be limited to strikes, regulatory orders, breakdown of communication networks or other operators’ gateways as well as breakdowns within the sphere of responsibility of other telecommunication or service providers.

Reimbursement of fees in case of any breakdown of services due to a failure not attributable to Verio Europe’s sphere of responsibility shall be excluded.

11   Limitation on liability

Verio Europe shall assume unlimited liability for injury to life, limb or health occurred due to Verio Europe’s negligent breach of duty or due to any wilful or negligent breach of duty by any of Verio Europe’s legal representatives or vicarious agents.

For any other claims, Verio Europe shall only assume unlimited liability for any lack of guaranteed conditions and for wilful and grossly negligent acts committed by Verio Europe or its legal representatives and officers. Verio Europe’s liability for other vicarious agents’ faults shall be restricted to liability for slight negligence.

Verio Europe shall only be liable for acts of slight negligence to the extent the breached duty is one the duties which are essential for the realisation of the purpose of contract (material contractual obligation). The liability for a breach of a material contractual obligation with slight negligence shall be restricted to typically foreseeable damage.

The liability for data losses shall be restricted to the typically required recovery expenses which would have occurred had appropriate back-up copies been made by the customer on a regular basis.

Any liability for initial defects of an item Verio Europe delivers to the customer for the customer's use shall be excluded.

The liability according to section 7 of the Telecommunications Customer Protection Ordinance (Telekommunikationskundenschutzverordnung) shall remain unaffected.

12   Data loss

The customer shall exclusively be responsible for the backup of the customer’s data stored with respect to the subject matter of the contract. Unless otherwise agreed upon in writing with Verio Europe, Verio Europe shall not be obliged to make any backup copies of the customer’s data. Should a data recovery be possible and effected upon the customer’s request, such recovery shall be invoiced on a time and material basis. This shall not apply tp services the subject matter of which includes data backup activities.

13   Information on data protection

This is to inform the customer in accordance with the applicable provisions contained in data protection regulations that Verio Europe electronically processes the customer’s data in a machine-readable form for any tasks resulting from the purpose of the contract.

To the extent Verio Europe uses third parties in order to provide the services offered, Verio Europe shall be entitled to disclose the customer's data to such third parties if and to the extent required in order to ensure the proper operation with regard to the purpose of the contract.

For more information please read the data protection statement.

14   Assignment

The customer shall not be entitled to assign its rights and obligations from the contract to any third party unless Verio Europe gave its prior written consent.

15   Place of performance

The place of performance for all deliveries and services to be effected and rendered by Verio Europe GmbH shall be Neutraubling, Germany.

16   Final provisions

All contracts concluded by Verio Europe on the basis of these General Terms and Conditions and all claims of any kind resulting therefrom shall be exclusively subject to the laws of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods shall be excluded.

There are no oral collateral agreements. Changes or amendments to the contract must be in writing in order to be legally valid. This shall also apply to the waiver of the requirement of written form.

Place of jurisdiction shall be the statutory seat of Verio Europe to the extent the customer is a merchant entered in the commercial register, a legal person under public law, a Federal Special Fund or if the customer has no place of venue in Germany.

(as amended in March 2010)