Domain Name Reseller Agreement

<article class="legal-policy">
<h1>Domain Name Reseller Agreement</h1>
<p>
  This Domain Name Reseller Agreement ("Agreement") is entered into between
  <strong>
   NICENIC INTERNATIONAL GROUP CO., LIMITED
  </strong>
  ("NiceNIC", "Registrar", "we", "us") and the person or entity approved by NiceNIC as a domain reseller ("Reseller", "you").
 </p>
<p>
  By applying for, activating, or using a NiceNIC reseller account, reseller pricing, API, WHMCS integration, or other reseller functionality, you agree to this Agreement.
 </p>
<h2>
  1. Relationship and Scope
 </h2>
<p>
  NiceNIC is the sponsoring registrar for domain names sponsored under NiceNIC's registrar accreditation. The Reseller participates in NiceNIC's distribution channel but is not, merely by being a NiceNIC Reseller, an ICANN-accredited registrar or a registry.
 </p>
<p>
  This Agreement does not create a partnership, joint venture, franchise, fiduciary relationship, employment relationship, or agency authority permitting the Reseller to bind NiceNIC.
 </p>
<h2>
  2. ICANN and Registry Compliance
 </h2>
<p>
  The Reseller must conduct all registrar-related services in a manner that enables NiceNIC to comply with:
 </p>
<ul>
<li>
   NiceNIC's applicable ICANN Registrar Accreditation Agreement;
  </li>
<li>
   ICANN Consensus Policies and Temporary Policies;
  </li>
<li>
   the ICANN Registration Data Policy;
  </li>
<li>
   the ICANN Transfer Policy;
  </li>
<li>
   UDRP and URS requirements where applicable;
  </li>
<li>
   applicable registry agreements, registration policies, eligibility rules and dispute policies;
  </li>
<li>
   applicable law; and
  </li>
<li>
   NiceNIC's published domain-registration policies.
  </li>
</ul>
<p>
  If an ICANN or registry requirement changes, the Reseller must implement the change within the timeframe required by NiceNIC, ICANN, the registry, or applicable law.
 </p>
<h2>
  3. No Misrepresentation of Accreditation
 </h2>
<p>
  Unless the Reseller independently holds the relevant accreditation and is authorized to do so:
 </p>
<ul>
<li>
   the Reseller must not display an ICANN or "ICANN-Accredited Registrar" logo;
  </li>
<li>
   the Reseller must not state or imply that it is accredited by ICANN merely because it resells NiceNIC services; and
  </li>
<li>
   the Reseller must not state or imply that it is an accredited registry or registrar for a TLD merely because NiceNIC can supply that TLD.
  </li>
</ul>
<p>
  Upon customer inquiry, the Reseller must identify NiceNIC as the sponsoring registrar where NiceNIC is the registrar of record.
 </p>
<h2>
  4. End-Customer Registration Agreement
 </h2>
<p>
  For each domain registered for an end customer, the Reseller must ensure that the actual Registered Name Holder is bound by a registration agreement that contains all provisions and notices required by the applicable ICANN Registrar Accreditation Agreement, ICANN Consensus Policies, registry requirements, and law.
 </p>
<p>
  The Reseller may satisfy this requirement by:
 </p>
<ul>
<li>
   requiring the customer to accept NiceNIC's then-current Domain Name Registration Service Agreement; or
  </li>
<li>
   using a Reseller customer agreement that validly incorporates all mandatory provisions and clearly identifies NiceNIC or provides a reliable means of identifying NiceNIC as the sponsoring registrar.
  </li>
</ul>
<p>
  The Reseller must preserve reliable evidence of customer acceptance where required.
 </p>
<h2>
  5. Registered Name Holder and Registration Data
 </h2>
<p>
  When acting for a customer, the Reseller must submit the customer's accurate Registration Data and must not substitute the Reseller as the Registered Name Holder merely to obtain control of the customer's domain.
 </p>
<p>
  The Reseller may be the Registered Name Holder only where it is genuinely registering the domain for itself and is not acting on behalf of another customer, or where another arrangement is expressly permitted by applicable policy and law.
 </p>
<p>
  The Reseller must:
 </p>
<ul>
<li>
   obtain Registration Data lawfully;
  </li>
<li>
   provide required privacy notices;
  </li>
<li>
   ensure that persons whose data is provided have been appropriately informed;
  </li>
<li>
   transmit required data accurately to NiceNIC;
  </li>
<li>
   provide a reasonable process for customers to update data;
  </li>
<li>
   promptly relay verification, accuracy, transfer, renewal, dispute, abuse, registry, or compliance notices where the Reseller is responsible for customer communications; and
  </li>
<li>
   not fabricate, alter, suppress, or knowingly submit false Registration Data.
  </li>
</ul>
<h2>
  6. Privacy and Registration Data Protection
 </h2>
<p>
  The Reseller must process personal data in compliance with applicable privacy and data-protection law and the NiceNIC Privacy Policy where applicable.
 </p>
<p>
  The Reseller may use Registration Data received through NiceNIC systems only for lawful purposes connected with authorized reseller services and must implement reasonable administrative, technical, and organizational safeguards.
 </p>
<p>
  The Reseller must not:
 </p>
<ul>
<li>
   scrape or harvest Registration Data for unsolicited marketing;
  </li>
<li>
   disclose non-public Registration Data without lawful authority;
  </li>
<li>
   sell or misuse Registration Data;
  </li>
<li>
   use NiceNIC systems to conduct prohibited bulk RDDS/WHOIS queries; or
  </li>
<li>
   attempt to defeat RDDS rate limits, redaction, access controls, or security restrictions.
  </li>
</ul>
<h2>
  7. Privacy/Proxy Services
 </h2>
<p>
  The Reseller must comply with any applicable ICANN specification or policy concerning privacy or proxy registration services.
 </p>
<p>
  The Reseller must not represent a privacy/proxy service as ICANN-accredited unless it is validly accredited and permitted to make that representation.
 </p>
<p>
  Where NiceNIC provides an approved privacy/proxy feature, the Reseller must use it only in accordance with NiceNIC's and ICANN's applicable requirements.
 </p>
<h2>
  8. Registrant Educational Information
 </h2>
<p>
  The Reseller must provide or prominently link its customers to ICANN registrant educational information and the Registrants' Benefits and Responsibilities materials to the extent required by the Registrar Accreditation Agreement.
 </p>
<h2>
  9. Fees, Account Credit, and Transactions
 </h2>
<p>
  NiceNIC may operate reseller transactions through prepaid account credit, approved credit arrangements, or other payment methods offered in the account.
 </p>
<p>
  The Reseller is responsible for maintaining sufficient available funds or credit to complete requested transactions.
 </p>
<p>
  Prices, promotions, registry fees, taxes, and currency/payment conditions may change. The applicable price is the price confirmed by NiceNIC for the transaction at the time the order is processed, unless a separate written agreement expressly provides otherwise.
 </p>
<p>
  A quote, API response, search result, or displayed availability status does not guarantee that a registry or third-party supplier will complete a transaction.
 </p>
<p>
  The Reseller must not intentionally delay a paid customer registration or renewal in order to speculate in, capture, or otherwise obtain an advantage in relation to the customer's requested domain.
 </p>
<h2>
  10. Renewals and Expiration
 </h2>
<p>
  The Reseller is responsible for managing its customer relationship and for ensuring that customer renewal instructions and funds are processed in time.
 </p>
<p>
  For gTLDs, mandatory renewal and expiration notices must be handled in accordance with ICANN requirements and NiceNIC's
  <strong>
   Expired Domain Renewal, Redemption, and Auction Policy
  </strong>
  . Registry-specific ccTLD rules may differ.
 </p>
<p>
  The Reseller must not disable or interfere with mandatory notices that NiceNIC is required to send directly to the Registered Name Holder.
 </p>
<p>
  The Reseller must not promise a renewal, redemption, restoration, or recovery that is not confirmed by NiceNIC and the applicable registry.
 </p>
<h2>
  11. Transfers and AuthInfo Codes
 </h2>
<p>
  The Reseller must comply with the Domain Transfer Policy, the ICANN Transfer Policy where applicable, and registry-specific transfer procedures.
 </p>
<p>
  The Reseller must not improperly prevent a Registered Name Holder from transferring a domain.
 </p>
<p>
  Where an AuthInfo/EPP code is applicable, the Reseller must not withhold the code contrary to ICANN or registry policy.
 </p>
<h2>
  12. Disputes, UDRP, URS, and Court Orders
 </h2>
<p>
  The Reseller must promptly cooperate with NiceNIC in implementing:
 </p>
<ul>
<li>
   UDRP or URS requirements;
  </li>
<li>
   applicable ccTLD dispute procedures;
  </li>
<li>
   court orders;
  </li>
<li>
   registry or ICANN compliance measures; and
  </li>
<li>
   other legally binding process.
  </li>
</ul>
<p>
  The Reseller must promptly forward relevant notices to the customer where required and must not interfere with a registrar lock, suspension, transfer restriction, or implementation action required by applicable policy.
 </p>
<h2>
  13. DNS Abuse, Illegal Activity, and Abuse Reports
 </h2>
<p>
  The Reseller must not knowingly use, facilitate, or permit NiceNIC services to be used for unlawful activity or DNS Abuse.
 </p>
<p>
  For purposes of ICANN-governed gTLD registrar obligations, DNS Abuse includes the categories defined by the then-current ICANN RAA and related ICANN requirements.
 </p>
<p>
  The Reseller must:
 </p>
<ul>
<li>
   maintain a reasonable customer-abuse process appropriate to its business;
  </li>
<li>
   promptly cooperate with NiceNIC investigations;
  </li>
<li>
   provide information reasonably requested to assess a report;
  </li>
<li>
   relay remediation instructions where appropriate; and
  </li>
<li>
   implement required mitigation or disruption measures.
  </li>
</ul>
<p>
  NiceNIC may contact an end customer directly where reasonably necessary to meet legal, ICANN, registry, security, continuity, or customer-protection obligations.
 </p>
<h2>
  14. API and Account Security
 </h2>
<p>
  The Reseller is responsible for:
 </p>
<ul>
<li>
   securing API keys, passwords, 2FA devices, IP allowlists, and other credentials;
  </li>
<li>
   restricting access to authorized personnel;
  </li>
<li>
   applying reasonable rate limits and anti-fraud controls;
  </li>
<li>
   promptly notifying NiceNIC of suspected credential compromise; and
  </li>
<li>
   ensuring that automated systems do not submit unlawful, abusive, fraudulent, or unintended transactions.
  </li>
</ul>
<p>
  Transactions authenticated with valid reseller credentials may be treated as authorized unless NiceNIC knew or reasonably should have known of a compromise, subject to applicable law.
 </p>
<h2>
  15. End-Customer Support and Business Continuity
 </h2>
<p>
  The Reseller is ordinarily responsible for first-line billing and account support for its own end customers.
 </p>
<p>
  NiceNIC may communicate directly with an end customer where reasonably necessary to:
 </p>
<ul>
<li>
   satisfy registrar or registry obligations;
  </li>
<li>
   verify Registration Data or identity;
  </li>
<li>
   send mandatory notices;
  </li>
<li>
   address a transfer, dispute, abuse, security, or legal matter;
  </li>
<li>
   protect a Registered Name Holder's rights;
  </li>
<li>
   maintain service continuity when the Reseller is unavailable or unable to perform required actions; or
  </li>
<li>
   comply with law.
  </li>
</ul>
<p>
  Such communication does not automatically transfer the Reseller's commercial customer relationship to NiceNIC.
 </p>
<h2>
  16. Marketing and Intellectual Property
 </h2>
<p>
  The Reseller may accurately state that domain services are provided through NiceNIC where appropriate.
 </p>
<p>
  The Reseller must not:
 </p>
<ul>
<li>
   use NiceNIC trademarks or logos outside the permission granted by NiceNIC;
  </li>
<li>
   make false or misleading claims about accreditation, registry status, pricing, service guarantees, or legal rights;
  </li>
<li>
   impersonate NiceNIC; or
  </li>
<li>
   publish terms that contradict mandatory NiceNIC, ICANN, or registry requirements.
  </li>
</ul>
<h2>
  17. Suspension and Termination
 </h2>
<p>
  NiceNIC may restrict, suspend, or terminate reseller access where reasonably necessary because of:
 </p>
<ul>
<li>
   material breach of this Agreement;
  </li>
<li>
   fraud, chargeback abuse, or payment default;
  </li>
<li>
   security compromise;
  </li>
<li>
   repeated failure to provide accurate Registration Data;
  </li>
<li>
   unlawful activity or DNS Abuse;
  </li>
<li>
   misuse of API/RDDS systems;
  </li>
<li>
   a requirement imposed by ICANN, a registry, a competent authority, or law; or
  </li>
<li>
   conduct that causes or is reasonably likely to cause NiceNIC to breach its registrar obligations.
  </li>
</ul>
<p>
  Where circumstances permit, NiceNIC will use reasonable efforts to provide notice and an opportunity to cure. Immediate action may be taken where necessary for security, legal compliance, customer protection, DNS Abuse mitigation, registry requirements, or prevention of material harm.
 </p>
<p>
  Termination does not eliminate obligations relating to existing Registered Name Holders. NiceNIC may take steps necessary to preserve registrant rights and continuity.
 </p>
<h2>
  18. Records and Audit Cooperation
 </h2>
<p>
  The Reseller must maintain records reasonably necessary to demonstrate compliance with this Agreement and provide relevant records to NiceNIC upon reasonable request where required for ICANN, registry, legal, audit, complaint, or security purposes.
 </p>
<h2>
  19. Indemnity
 </h2>
<p>
  To the extent permitted by law, the Reseller will indemnify NiceNIC and its affiliates, officers, employees, and agents against third-party claims, losses, liabilities, and reasonable costs arising from the Reseller's:
 </p>
<ul>
<li>
   breach of this Agreement;
  </li>
<li>
   unlawful conduct;
  </li>
<li>
   unauthorized representations;
  </li>
<li>
   misuse of personal data;
  </li>
<li>
   infringement of third-party rights; or
  </li>
<li>
   acts or omissions toward its end customers,
  </li>
</ul>
<p>
  except to the extent caused by NiceNIC's own fraud, wilful misconduct, or liability that cannot lawfully be excluded.
 </p>
<h2>
  20. Limitation of Liability
 </h2>
<p>
  To the maximum extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, or consequential loss, or loss of profit, revenue, goodwill, or anticipated savings, arising from this Agreement, except where such limitation is prohibited by law.
 </p>
<p>
  NiceNIC's aggregate contractual liability arising from reseller services during any twelve-month period will not exceed the fees paid to NiceNIC by the Reseller for the affected service during the twelve months preceding the event giving rise to the claim, except for liability that cannot lawfully be limited.
 </p>
<h2>
  21. Changes
 </h2>
<p>
  NiceNIC may amend this Agreement to reflect changes in law, ICANN policy, registry rules, security requirements, or NiceNIC services.
 </p>
<p>
  A change required by law, ICANN, or a registry may take effect on the required date. For other material changes, NiceNIC will provide reasonable notice where practicable. Continued use of reseller services after the effective date constitutes acceptance to the extent permitted by law.
 </p>
<h2>
  22. Governing Law and Jurisdiction
 </h2>
<p>
  This Agreement is governed by the laws of the Hong Kong Special Administrative Region, without regard to conflict-of-law rules.
 </p>
<p>
  Subject to any mandatory law or applicable domain-name dispute policy, the courts of Hong Kong shall have non-exclusive jurisdiction over disputes arising from this Agreement.
 </p>
<h2>
  23. General
 </h2>
<p>
  If a provision is unenforceable, it will be modified to the minimum extent necessary and the remaining provisions remain effective.
 </p>
<p>
  Failure to enforce a provision is not a waiver.
 </p>
<p>
  The English version controls to the extent permitted by applicable law.
 </p>
<hr/>
</article>