Terms & conditions
- The following definitions are used in these terms and conditions:
- “The Company” means Universal Beacon Registration Limited, the trading name for Exaactly.
- “An Exaactly address” means and includes:
(i) A registration with the Company of Data and will, as the case may be, refer to the process of registration itself, the description of that registration (including tag, domain etc) or the Data posted as part of that registration (including updates from time to time); and
(ii) What may also be referred to as a “@@Address” or a “digital address” in literature, videos and other media promulgated by or on behalf of the Company and their component parts as the case may be.
- “The Customer” means and includes both (i) parties who acquire an Exaactly address (and may post Data with the Company) and (ii) parties who resort to that Data using an Exaactly address, as the case may be.
- “the Data” and “Data” means data associated with an Exaactly address as stored by or on behalf of the Company and provided by a Customer.
- The following general provisions apply to these terms and conditions save where the context otherwise admits:
- References to the singular include the plural and vice versa.
- References to him includes references to her and them and vice versa
- References to any Act of Parliament includes any amendment or re-enactment of the same from time to time.
- References to the Company or to a Customer shall (save where the context otherwise admits) include and incorporate references to their respective officers, employees and lawfully authorized agents.
- These terms and conditions shall not be read contra proferentem as regards the Company.
- References to countries or locations in the European Union shall include where the context so admits countries or locations formerly in the European Union.
- In the interpretation of these terms and conditions the section headings are to be ignored.
Application for an Exaactly Address
- Applications for an Exaactly address can only be made by the means specified by the Company, being either:
- Utilising the web site maintained by the Company; or
- Through such other means as shall then be advertised by the Company as an available means to apply for an Exaactly address from time to time.
- An Exaactly address can only be modified or cancelled by the same means as mentioned in §3 above.
- All payments due for acquiring or maintaining an Exaactly address must be made and be up to date or else the Company may in its absolute discretion and without assigning any reason for so doing (and if it so desires may do so automatically) (i) refuse to grant or (ii) cancel an existing Exaactly and may delete any Data held in relation thereto.
- The Customer shall ensure that any Data is as accurate as possible and it is for the Customer to check that the Data (or its use) will not cause injury damage, offence, difficulty or inconvenience to any users of their Exaactly address or third parties who may use or be affected by the use of the Exaactly address or the Data associated with it. Further:
- Customers providing Data associated with an Exaactly address; and
- Customers using an Exaactly address to download Data
shall indemnify the Company against all loss, damage, costs or other liability (including by reason of negligence) howsoever arising from the said provision, downloading or use of the Data.
- The Company:
- Accepts no responsibility to Customers or anyone else for the accuracy of the Data or for its use.
- Is not obliged to take steps at the request of the Customer to provide additional protection for or remove the Data provided by the Customer, which shall be the sole responsibility of the Customer by means of altering its Exaactly address or deleting or amending the Data himself.
- (Subject to §§ 7.4 & 29 below) shall take all reasonable steps to protect the Data from general searches and to ensure the security of the Data within the protection provided by the tag but such responsibility of the Company is subject to be modified and/or reduced by the manner in which the Customer publishes or otherwise makes available hisExaactly address to others whether deliberately or otherwise.
- Shall not be liable for the loss or misuse of data arising from the unauthorized access to the Data (e.g. by third party hacking) save where the Company is proved not to have complied with usual industry standards of security.
- The Data must not be reproduced without the prior written consent of the Company save that this does not prevent:
- Use by the Customer who provided the Data (who also is the registered owner of the associated Exaactly address)
- Use consistent with the purpose for which the Customer provided the Exaactly address to another Customer to download the Data associated with that Exaactly address.
Elements of the Exaactly Address
- The first element of the Exaactly address (i.e. preceding the “@@”) is known as the “tag”. Customers applying for an Exaactly address can choose whatever tag they like but:
- It is up to Customers to use a tag which provides such security as they wish for Data provided by them associated with an Exaactly address and access to it.
- Tags must comply with the Company’s policy on abusive registrations.
- Tags must be followed in the Exaactly address by “@@”, nothing else will form an Exaactly address or be acceptable to the Company.
- Following the “@@” in the Exaactly address is the “domain” name.
- Customers applying for an Exaactly address need to choose a domain but:
- Domain names are allocated on a first come first served basis.
- Each country (e.g. the United Kingdom or the United States of America) starts with a full and unrestricted set of domain names for each type of user (as below) save that the Company may reserve such as it wishes (e.g. “United Nations”) and abusive or inappropriate names are barred.
- At present the use of a double user designation i.e. “ii”, “cc” or “oo” is suspended. When and if restored for use the following part of this sub-paragraph shall apply. An Exaactly address with the single user designation (i.e. “i” , “o” or “c”) will by registering its domain also reserve the same domain for the double user designation (i.e. “ii”, “oo” or “cc”) and vice versa. Correspondingly where a domain is registered for a single designation user it will prevent that domain being used by a double user designation and vice versa.
- Domains must comply with the Company’s policy on abusive registrations.
- The “user” element of the Exaactly address follows the domain and only one of three types are available:
- Individuals have the designation “i”
- Organisations have the designation “o”
- Companies have the designation “c”
when the suspension mentioned in §12.3 above is lifted then larger users (or those wishing for the enhanced Exaactly allowances) may opt for a double user designation (e.g. “ii” or “cc”).
- The final element of the Exaactly address is the “country” designation. The commonplace country designations are used according to the drop down country list on registration.
- Customers should use the country of their primary location but the Company accepts that Customers with international connections or anticipating creating locations in new countries will want Exaactly addresses which may use various country designations. For Customers located in the European Union the designated location for vat purposes will be unaffected by the country designation chosen by a Customer – and vat rates will be applied according to the statutory obligations for their location at registration as regards the charging of vat from time to time.
- User and country designations must still comply with the Company’s policy on abusive registrations.
- The fees charges by the Company for services to Customers from time to time will be published on its web site and may be varied by the Company without notice.
- Payment of fees must be via the Company’s web site or such other means as it shall publish or expressly permit in advance from time to time and no other means will be accepted by the Company.
- Fees shall be paid only in the currency identified for payment for any particular services provided by the Company on its web site from time to time.
- Value Added Tax will be added to all fees where applicable. The Company will only send vat invoices by email to an email address provided by the Customer. It is up to Customers to account for or reclaim vat if they are obliged or able to do so. For customers in the European Union with a vat registration number this must be provided at the same time as any fees are paid since in default they are to be treated for vat purposes as consumers. The Company is under no obligation to provide amended invoices where there is belated provision of a vat registration number.
- All communication with the Company shall be exclusively by email or such other method as the Company may publish on its web site from time to time.
- The Company shall exclusively comply with its obligations (if any) to communicate with Customers by emailing them at any one email address that it holds for them (such email being deemed received 1 hour after dispatch whether the same bounces back as undelivered or not). In addition the Company may communicate in its discretion by any other means it considers appropriate.
- Subject as above the provisions of Section 196 of the Law of Property Act 1925 (as amended) shall apply to all communications with or by the Company as it applies to notices as therein mentioned.
Abusive Registrations – General
- The Company is committed preventing its services being used in a manner which may or will cause offence on religious, ethnic, sexual or other discriminatory grounds – Customers and anyone else are invited to inform the Company as soon as possible if they have grounds for believing such use is occurring. The Company shall be the sole judge as to whether offence may or will be caused on the above or any other grounds.
- For the purposes of these terms and conditions an abusive registration of an Exaactly address includes:
- The Exaactly address itself (tag, domain name etc) in whole or in part.
- The Data associated with an Exaactly address in whole or in part.
- The association of an Exaactly address with the Data registered with the Company in whole or in part
- Any other use of an Exaactly address or Data with other Exaactly address or Data
Which shall breach or risk breaching (in the sole opinion of the Company) its commitment in §22 above.
Abusive Registrations – Domains & Users
- Acquiring Exaactly address with the object of selling them on to individuals, companies or organisations with the same or similar name or initials (commonly called “stagging”) or otherwise pre-empting those with a legitimate interest in a domain name is considered abusive behaviour by the Company.
- The Company will promulgate from time to time regulations providing for those who claim a legitimate interest in a domain to challenge the registration or continuation of an existing Exaactly address. Those regulations may include provision whereby:
- The party making the complaint and/or the party with the existing Exaactly address may be required to make payment of one or more deposits on account of the Company’s costs in reviewing the complaint.
- In default of making payment of a deposit by the time specified (time being of the essence) the Company may adjudicate upon the complaint forthwith.
- The Company shall either by its servants, officers or such independent persons as it shall appoint, adjudicate upon the complaint.
- The Exaactly address shall be confirmed, cancelled, transferred or otherwise dealt with as the Company may decide after such adjudication in its sole discretion.
- The complainant or the person holding the Exaactly address the subject of the complaint may be suspended or barred from obtaining that or any further Exaactly address whether directly or indirectly (including, for the avoidance of doubt, the Company may treat a director, shadow director or shareholder of any incorporated body as being jointly responsible with the incorporated body and vice versa).
- In the adjudication process the legitimate public, private or commercial expectations of any person, organisation or company to have a domain name similar or identical with the name, initials or description by which they are known or any intellectual property rights vested in them or in any locality in which they operate may be considered a matter of substantial importance (and will normally be so considered).
- It is may be an abuse to mis-describe the user or country elements of an Exaactly address and the complaints procedure mentioned in §25 above shall apply in like manner save that the Company may initiate the complaint unilaterally and in its absolute discretion and, if it sees fit, adjudicate upon it itself.
- Without prejudice to other provisions herein, the Company accepts no responsibility for the accuracy of the WSG 84 coordinates either produced through use of the Company’s web site or more especially using the “locate me” button.
- The Company reserves the right to unilaterally (and without notice) to suspend the provision of its services in whole or in part without compensation if it is ordered to do so by a court of competent jurisdiction or the Company decides in its absolute discretion that it should do so to further its commitments in §§22 & 23 above or by reason of conflict, strife or civil disturbance whether actual or threatened.
- The Company is registered in England & Wales and is subject to the laws of England & Wales. The Company will comply with all such laws and judicial orders. It is hereby agreed that the Company is exonerated from all liabilities howsoever arising from so complying or from complying with its obligations arising or imposed by any court of competent jurisdiction (and in the event of conflict between its obligations in respect of the laws or judicial order in England & Wales and those of another competent jurisdiction those of England & Wales will prevail).
- In the event that the Company (and §2.4 above is highlighted for present purposes) is involved in any manner whatsoever in any civil or other dispute relating to the registration of an Exaactly address, downloading or use of Data associated with an Exaactly address or otherwise howsoever, its Customer registered with the relevant Exaactly address and/or the Customer who downloaded the Data associated with an Exaactly address shall be jointly and severally liable to indemnify the Company for its reasonable costs and expenses (including the cost of time expended regardless of the level of any allowable witness expenses) arising from that involvement and shall pay the Company’s invoices relating to the same and each of them forthwith upon receipt and the same shall carry interest at 8%pa from the invoice date until payment with quarterly rests.
- Subject to the regulations mentioned in §§25 & 26 above, all questions concerning the relations and dealings between the Company and any Customer or other party (including the meaning and effect or these terms and conditions) shall be determined exclusively pursuant to the laws of England & Wales and jurisdiction to make that determination is exclusively vested in the courts of England & Wales. All contractual arrangements between the Company and a Customer are deemed to have been entered into in England.
- These terms and conditions form the entire agreement between the Company and the Customers save that in their interpretation and construction consideration shall be had to the commercial interests of the Company and its mode of dealing with Customers generally.
- The liability of the Company for any breach of these terms and conditions or for imperiling or loss or release of Data in respect of all or any occasions of the same for one Exaactly address shall not exceed the fees paid in the immediately prior single period as charged for that Exaactly address (i.e. if fees are paid for an Exaactly address on 1st January 2016 and the event giving rise to such liability occurs on the 1st February 2016 then the relevant fees will be those paid on 1st January 2016 and no other).
- Due to administration costs of organising payments the Company shall not be obliged to repay any sum of £2.50 (or its equivalent in any currency) or 2.5 times the cost of an “I” registration in force at the relevant time (whichever being the greater) whether caused by breach of the contract between the Customer and the Company or for any other reason whatsoever (including negligence) and whether the sums involved represent a payment for an Exaactly address, damages, costs, interests or suchlike but the Company shall instead annually make a reasonable assessment of such sums as in its opinion it was in fact liable to pay otherwise than by reason of this clause and shall (i) pay the same to a recognised non-political charity, and (ii) publish the fact of such payment on its web site for at least 30 days in the following financial year.
- It is not a breach of these terms and conditions or any other of the Company’s arrangements with Customers to allow full access to the Data associated with an Exaactly address to any person accessing the same using an Exaactly address howsoever they came by the same (save by the fraud or negligence of the Company or those authorized by it and acting on its behalf).
- In the event that any part or parts of these terms and conditions are declared void or unenforceable by a court of competent jurisdiction it shall not affect the continuing applicability or enforceability of the rest or remainder of these terms and conditions.
- The Company shall be entitled to amend these terms and conditions by publishing amendments or amended versions of the same in such manner as to it seems fit if reasonably calculated to come to the attention of Customers and others (including on its web site) and such amended terms shall be deemed to come into force between the Company and other persons or bodies as follows (whichever be the earlier):
- Customer paying their next fees in respect of an Exaactly address – on the date and immediately before they make that payment.
- Customers amending an Exaactly address – on the date and immediately before they make that amendment.
- Customers downloading Data using an Exaactly address – on the date and immediately before they download that Data.
- In any event on the quarter day (being one of the usual quarter days) following the amendments appearing on the Company’s web site.
- Registration via the post office will have specific terms applied when the service is available.
© Universal Beacon Registration Limited
T&C V EX3