Trustee services agreement

Updated April 12, 2019

PLEASE READ THIS TRUSTEE SERVICES AGREEMENT CAREFULLY. By using the trustee services (the “Trustee Services”) made available by Marcaria via its Website, you agree to the following provisions governing such use (the “Trustee Services Agreement”).  The Trustee Services Agreement is a binding legal contract entered into by you and Marcaria.  Both you and Marcaria may be referred to herein individually as a “Party”, and collectively as the “Parties”.  You may be referred to herein as “you”, the “User”, and “Client”.

  1. INCORPORATION BY REFERENCE.  The terms of the Marcaria Terms of Use are hereby incorporated by reference herein.  In addition, the terms of the Marcaria Domain Name Services Agreement are hereby incorporated by reference herein, with references to Domain Name Services amended to Trustee Services instead.  Should any conflict arise between the Marcaria Terms of Use, the Domain Name Services Agreement, and this Trustee Services Agreement, this Trustee Services Agreement shall control solely with respect to the Trustee Services.  With regard to any such conflict, in all other respects other documents shall prevail.  As incorporated herein, all references to “Agreement” within the Marcaria Terms of Use shall be interpreted to include this Trustee Services Agreement.
    1. Trustee Service. Registries often require a local presence in order to register a country code domain and manage a domain name in various jurisdictions worldwide.  Marcaria’s Trustee Service allows you to satisfy such eligibility requirements.

      Depending on the rules imposed by Registries, Marcaria will be, either directly or through a third-party, defined as registrant and/or agent for ownership and/or management of the Domain Name on your behalf.
    2. Client Options. The client recognizes that the Trustee Service is provided for convenience purposes only.  The Client is free to meet the eligibility criteria imposed by the Registry by any other method of his choosing, such as but not restricted to the use of his own contact details.
    3. Official Registrant. As Domain registrant on behalf the Client, the appointed trustee (whether Marcaria or a third-party per the above) will be the official registrant, agent and/or manager of the Domain Name at the Registry.

      “Trustee”, as used herein, means Marcaria in its capacity as trustee, or the third-party trustee appointed by Marcaria.
    1. Term. This Trustee Services Agreement shall commence upon the date the Trustee Service is first made active, and shall remain in force so long as the Trustee Service is in effect.
    2. Termination for Breach. Either party may terminate this Trustee Services Agreement upon the other party’s failure to cure a material breach of its terms within thirty (30) days of receiving written notice thereof from the non-breach party.
    3. Termination for Convenience. Marcaria may terminate this Trustee Services Agreement and the Trustee Services provided per its terms for any reason or no reason by providing written notice thereof to Client.  E-mail notice shall suffice.

      Client may terminate the Trustee Services at any time by providing thirty (30) days advanced written notice thereof to Marcaria.
    4. Obligations Upon Termination. Upon termination, Client must replace all information of Marcaria (or the third-party trustee assigned to the Domain Name pursuant to this Trustee Services Agreement, as the case may be) associated with the Domain Name as its trustee, assign all obligations related thereto to the appropriate party, and otherwise satisfy all requirements of the associated Registry.  The payment of any additional fees arising from or related to the change of trustee, including but not limited to any mandatory renewal fees, shall be the sole responsibility of Client.  Client hereby releases Marcaria (or the third-party appointed trustee, as applicable) from all further responsibilities as trustee with respect to or arising from the Domain Name upon the termination of the Trustee Services.  Trustee Services Fees shall continue to accrue until the client’s full compliance with all its obligations in this section.
    5. Automatic Termination. The Trustee Service will be automatically terminated, if the associated Domain Name is transferred to another Registrar, or if it is deleted, terminated, or otherwise becomes inactive for any reason.  In the case of such a transfer, the Client must replace Trustee as Domain Name trustee prior to transferring the Domain Name.  Trustee Services Fees shall continue to accrue until the client’s full compliance with the foregoing.  For all transfer requests, the procedures to be followed by the Client must be fulfilled before the domain name´s expiry date.
    6. Survival. The following provisions shall survive the termination of this Trustee Services Agreement for any reason or no reason:  3.4, 3.6, 4.1, 4.2, 5.7 – 5.9, 7, 8.2, and 9.
    1. Additional Fees. Customer shall pay Marcaria any additional incidental fees accrued while performing any required transfers or trustee information requests, including but not limited to any renewal fees accrued due to mandatory Domain Name renewals.  This does not apply to generic domains gTLDs where the change of registrant does not carry a fee.
    2. No Liability. Client acknowledges and agrees that Marcaria will not be liable for any termination, deletion, or other compromise of the Domain Name or its ability to be used due to circumstances beyond Marcaria’s control, including but not limited to, technical or administrative problems with the respective Registry, or changes of laws, policies or procedures of the Registry and jurisdiction within which the respective Registry operates.
    1. Client understands and agrees that failure to comply with its obligations may lead Marcaria, at its discretion and without notice if necessary, to block or delete Client’s Domain Name for which Marcaria is trustee.
    2. Client warrants that it is authorized to register and use the Domain Name.  Client warrants that the application, registration, and use of the Domain Name; and any content accessible at the Domain Name does not: a) infringe on any third-party intellectual property rights, such as trademarks, trade names, copyrights, etc; b) conduct any illegal activities, including but not limited to, trading pirated or illegal merchandise, cyber-squatting, typo-squatting, phishing, spamming, distributing copyrighted digital media (movies, music, books, software, etc); or c) Promote any other illegal or infringing content, act of terrorism, or acts that otherwise violate laws in any country or jurisdiction in which the Domain Name is accessible.
    3. Client shall inform Marcaria immediately and in writing by e-mail on all events relevant to the registration of the Domain Name, in particular any change of the beneficiary or if Client is threatened with legal action or if any legal action is taken against Client.
    4. Client agrees to transfer the rights of use to another party, at its own expense, if the Domain Name must be transferred to another Registrar.  Client agrees to furnish Marcaria with documentation signed by the parties indicating a change of ownership. 
    5. Client shall make commercially reasonable efforts to forward all information relating to the Domain Name to Trustee.
    6. Correspondence is predominantly forwarded by email.  Client shall undertake to keep its contact data up to date at all times.  Marcaria will not be responsible and assumes no liability for Client’s failure to receive an email notification if such failure results from inaccurate or out-dated information.
    7. If you give a third-party a license to use the Domain Name, you shall remain personally and legally responsible to Marcaria and to applicable third-party providers under this Agreement.  For the avoidance of doubt, Client’s business entity shall remain personally and legally liable, as well.
    8. Client will process and reply to all correspondence forwarded by Trustee without delay, and at least within 48 hours, unless a third party or a procedure has set a shorter period.
    9. In cases of specific need for speed, inaccessibility, or if a response within the period set by Trustee is not possible, Client authorizes Marcaria to make any necessary decisions and take the relevant measures.  This specifically covers the actions to prevent the deletion of the Domain Name, or any action that would stop it from resolving correctly.
    1. Trustee shall act as administrative contact for the Domain on behalf of Client, and shall fulfill all tasks assigned to him as the registrant of the Domain Name in trust in Client’s interest.
    2. Trustee will comply with Client’s respective instructions with respect to the configuration of the Domain Name, Domain Name records, renewal, expiration, and transfer of the Domain Name to another party, provided they are not in conflict with the law or any contractual obligations.
    3. Trustee shall forward to Client all correspondence relating to the Domain without delay.
    4. Trustee shall promptly inform Client about any material claim, statements made, and/or action taken with respect to the Domain.
    5. Trustee is not obligated to execute any additional agreements related to the Domain Name, unless it is reasonably required to register, renew, or transfer the Domain Name, or configure Domain Name records in accordance with the terms herein.  This exclusion applies to any requirements imposed by Certificate Authorities to issues certificates or to verify any additional information not provided for in this Trustee Services Agreement.
    1. Liability Limit.  Trustee’s and Marcaria’s (if different from Trustee), total cumulative liability arising out of or related to this Trustee Service Agreement shall be $0.  Client understands and agrees that no liability shall arise from Trustee’s inability to provide the Trustee Service due to changing Registry criteria or any other reason.
    1. Trustee is deemed, in his capacity as trustee, as authorized to receive a claim or action taken against Client by a third-party because of an alleged violation of law; or in any event Trustee is called upon by a third-party or by legal action to release, transfer, or delete the Domain Name, Trustee shall promptly notify Client.  Client shall reply to Trustee within 48 hours with information to defend the claim, or whether the Domain Name is to be released, transferred, or deleted if applicable.
    2. In the event Client does not respond to Trustee in accordance with the foregoing, Trustee shall be entitled to taken any necessary decisions and to take any actions that Trustee considers necessarily, at its own discretion, and without liability to Client of any kind.  This specifically covers the deletion of the Domain Name or stopping it from resolving.
    3. In the event Trustee agrees to release, transfer, or delete the Domain Name, Trustee will take all actions necessary to release or transfer of the Domain Name to the third-party or to achieve the deletion of the Domain Name, whichever the case may be.  Consequently, Trustee’s obligations as trustee shall be terminated upon such action with respect to the Domain Name.
    1. Client agrees to indemnify Trustee and Marcaria (if different) against any and all losses and liability (including, without limitation, legal expenses and court costs) of every kind or nature arising directly or indirectly from any breach of by Client of its obligations arising under or in connection with this Trustee Services Agreement.
    2. Client agrees to indemnify Trustee and Marcaria (if different) against any and all losses and liability arising from third-party claims or other liabilities arising against not only the Domain Name holder or against Trustee.  This indemnification exists regardless of negligence or fault.
    3. For the avoidance of doubt, the indemnification obligations within this Section 9 are in addition to, and not in lieu of, any indemnification obligations from the Marcaria Terms of Use or any other document incorporated by reference.