1. Definitions
1.1 "Service Agreement" shall mean this Agreement and the appendicies, Cookie policy and Privacy policy, for provision of the services and comes into terms as the customer subscribe for the Service.
1.2 "Confidential Information" shall have the meaning of section 14 below.
1.3 "Customer" shall mean the buyer of Services in accordance with what is stated in the Agreement.
1.4 "Customer's Data" shall mean information belonging to the Customer entered into and stored in the Supplier's system by the Customer via the Services.
1.5 "Supplier" shall mean the Supplier of the Services in accordance with what is set out in this Service Agreement. The Suppliers details is described in section 22.
1.6 "Service Levels" shall mean the Service Levels, agreed upon by the parties, for the Supplier's provision of the Services in accordance with the specification in the Agreement.
1.7 "Start Date" shall mean the day the Customer sign up and validate the email address used for signing up for the Service.
1.8 "Services" shall mean the services made available to the Customer by the Supplier over a public electronic network in accordance with the specifications in the Agreement.
2. Definition of the Service
2.1 The Service is subscription based and is active as long as payment is provided.
2.2 The Service is charged individually per configured domain.
2.3 The Service monitors Domain Name Servers for the selected domain or domains, from a minimum of three (3) geographic locations.
2.4 The Service monitoring is fixed at a five (5) minute interval.
2.5 The Service can be configured to monitor domains from more than three (3) locations for an additional fee.
2.6 Documentation of the Service can be found at https://dashboard.dnsmonitor.com/help
2.7 The Service require no change in the configuration of the Customers Domain Name Servers or its network.
2.8 The Service is only available for monitoring publicly available Domain Name Servers.
2.9 The Service uses purpose built DNS queries to gather monitoring information of the Customers domain and its Domain Name Servers.
2.10 The Service use Whois queries to obtain information about the domains expiration date for the supported Top Level Domains.
2.11 A list of the currently supported Top Level Domains for expiration date checks can be found at https://dashboard.dnsmonitor.com/help
2.12 The Service is cloud based and highly available, but its the Service levels may vary depending on cloud supplier and geographic location.
2.13 The Customer is allowed one (1) thirty day trial period.
2.14 Correspondence between the Customer and the Supplier is conducted through email. The Supplier use the email address supplied by the Customer at sign-up of the Service, The Customer uses "support@dnsmonitor.com" for contacting DNSmonitor.
3. Supplier's obligations
3.1 The Supplier undertakes to provide the Services in accordance with the specifications in the Agreement and the conditions set forth therein during the term of the Agreement.
3.2 The Supplier shall, at its own expense and decision, update and upgrade the software included in the Services to the extent the Supplier deems necessary for the performance of the Services.
3.3 The Supplier shall be entitled to engage subcontractors for the performance of the Supplier's undertakings in accordance with the Agreement. The Supplier is liable for the performance of the contractual obligations performed by the subcontractor as if they were performed by the Supplier.
4. Customer's obligations
4.1 The Customer undertakes to:
4.1.1 at all times have access to proper communication services as instructed by the Supplier
4.1.2 make sure that the data entered into the Supplier's system is in the agreed upon format and virus-free, and not in any other way capable of damaging or negatively affecting the Supplier's system or the Services
4.1.3 immediately hand over any information or documentation regarding the Services which the Supplier requires;
4.1.4 follow the Suppliers instructions as provided from time to time for the use of the Services; and
4.1.5 reasonably assist the Supplier and in any other respects take any necessary actions that are reasonably required in order for the Supplier to fulfill its obligations under the Agreement.
4.2 The Customer shall actively work to ensure that the Services can be provided in the intended fashion and shall continuously and without delay provide Supplier data and material that Supplier from time to time request for the provision of the Services and otherwise comply with the Supplier's instructions and control and approve documentation provided by the Supplier.
4.3 The login information and other instructions provided to the Customer by the Supplier in accordance with section 5 shall be kept in a secure manner by the Customer in accordance with section 15 below. The Customer is responsible for that login information and other instructions are only distributed to duly authorized users. The Customer undertakes to immediately notify the Supplier if an employment ceases for an employee holding login information or other instructions or if anyone else has or is suspected to have unauthorized access to login information or other instructions. The Customer is responsible for its user's use of the Services.
4.4 The Customer is aware that the Services are only to be used for legal purposes and the Customer undertakes to indemnify the Supplier against all claims from any third party towards the Supplier on account of the Customer's use of the Services in violation of this provision, including but not limited to claims regarding infringement of third parties' intellectual property.
5. Changes and additions
5.1 The Supplier is entitled to make changes and amendments to the Services. The Supplier shall without delay notify the Customer if the change or amendment implies a change of the specification of the Services and the fees for the Services. If the Customer does not accept the change or amendment notified by the Supplier, the Customer is entitled to terminate the Agreement no later than three (3) months after the change or amendment enter into force if the change implies a material inconvenience for the Customer. Such termination shall be given with thirty (30) days' notice and the termination shall be effective as of the day stated in the termination notice, such day being the implementation date of the change at the earliest and three (3) months after such date at the latest.
5.2 Unless otherwise stated, the contact persons named pursuant to the above may make decisions regarding changes.
6. Price and payment
6.1 The Customer shall pay the fees for the Service in advance.
6.2 The customer can chose to pay the fees monthly or annually.
6.3 The fees for the Service are stated excluding value added tax, taxes or other fees.
6.4 Unless otherwise stated in the Agreement, invoices relating to the Service shall be paid no later than thirty (30) days from the date of invoice stated in the invoice.
6.5 If the Customer is in delay with the payment of the fees indicated above, the Supplier is entitled to withhold its performance under the Agreement until full payment is made. Furthermore, section 17 applies.
6.6 If, during the term of the Agreement, there are any changes in laws, decisions of authorities, decisions on new or changed taxes or public fees or if the practice of the courts in any respect affects the provision of the Services, the Supplier is entitled to raise the fee for the Services in order to cover the Supplier's increased costs.
6.7 If the Supplier is incurred with additional work or additional costs due to circumstances that the Customer is liable for, the Supplier is entitled to remuneration of such costs in accordance with the Supplier's from time to time applicable price list.
6.8 Unless otherwise specified in the Agreement the Supplier is entitled to annually change the agreed fees in accordance with the equivalent change of Statistics Sweden's Labour Cost Index for section J ("LCI" (Sw. SCBs Labour Cost Index för näringsgren J) from the time of entering into the Agreement or, if the fees already have been adjustment under this section, from the time of the last adjustment. The basis of indexation will be the first quarter of the year the Agreement was entered into.
7. Support and maintenance
7.1 The Customer is aware and accepts that the Services will be unavailable from time to time the due to planned or unplanned shutdowns for necessary service and maintenance of the Services and/or the Supplier's system.
7.2 The Supplier undertakes to notify the Customer within reasonable time before a planned shutdown of the Services and the Supplier's system takes place. The customer will use the email address the Customers signed up with for such notifications.
7.3 The Supplier shall make reasonable efforts in order to minimize the time for shutdowns of the Services and or the Supplier's system as well as any disturbance this might cause in the Customer's business.
8. Liability for faults and delay
8.1 The Services shall be provided in accordance with the Service Levels stated in the Agreement.
8.2 If the Services do not meet the agreed upon Service Levels, the Customer is entitled to a deduction of the fees for the Services in accordance with the Agreement (Service Level Penalty). The Service Level Penalty is limited to five (5) % of the monthly fee for the Services.
8.3 If there is a defect in the Services that the Supplier is liable for and which Service is not subject to a specific Service Level, the Supplier undertakes to, as soon as the circumstances so require, considering the nature of the defect and any other circumstances, at its own expense rectify the defect.
8.4 The Customer shall be entitled to a reasonable deduction of the fees for the Services during the period the reduced Service Level remains.
8.5 The Supplier's obligations in accordance with section 8 are only applicable if the Customer has met all the undertakings stated in section 4 above. Further, the Supplier is not liable for deficient fulfillment of agreed requirements if the deficiency is directly or indirectly caused by:
8.5.1 the Customer or circumstances for which the Customer is responsible;
8.5.2 interruption of communications services;
8.5.3 planned shutdowns of the Services due to maintenance and support of the Services and/or the Supplier's system;
8.5.4 circumstances which the Supplier has not reasonably been able to avoid, including, but not limited to, force majeure in accordance with section 15 below, viruses and other external attacks; or
8.5.5 interruption or change in the Service undertaken by Supplier due to a risk that the provision of the Service is causing damage which is more than minor for Customer, another customer to the Service or Supplier.
8.6 The Supplier's responsibility in accordance with section 8 is applicable only if:
8.6.1 the Customer notifies the Supplier of the defect in the Services within thirty (30) days after the Customer became aware of or should have become aware of the defect; and
8.6.2 the Customer provides the Supplier with the data necessary for the Supplier to analyze and reproduce the defect.
8.7 This section 8 constitutes the Supplier's only obligations due to defects and delays in the Services.
9. Intellectual Property Rights
9.1 The Supplier and/or the Supplier's licensor holds all rights, including all intellectual property rights, to the Services and therein included software, including but not limited to patents, copyrights, design rights and trade- marks. Nothing in this Agreement shall be interpreted as a transfer of such rights, or part thereof, to the Customer.
9.2 The Supplier agrees to indemnify the Customer from any claims by a third party based on the Customer's use of the Services, or part thereof, in Sweden and in other countries agreed upon by the parties in writing, infringing any such third party's intellectual property rights. The Supplier's obligations in accordance with section 9 are subject to the Customer having used the Services in accordance with all conditions set forth in the Agreement.
9.3 The Supplier's obligation to indemnify under section 9 only applies provided that the Customer:
9.3.1 without undue delay notifies the Supplier in writing of the claims brought against the Customer;
9.3.2 allows the Supplier to control the defence and solely to decide in all related settlement negotiations; and
9.3.3 acts in accordance with the Supplier's instructions and cooperates with and assists the Supplier to the extent reasonably requested by the Supplier.
9.4 Subject to the conditions under sections 9.2-9.3, the Supplier shall indemnify the Customer for such damages, liabilities, costs or expenses awarded in a final judgment or settlement which has been approved in writing by the Supplier.
9.5 If it is finally determined that there is an infringement of a third party's intellectual property rights, the Supplier shall at its own discretion:
9.5.1 procure for the Customer the right to continued use of the Services;
9.5.2 modify the Services so that they do not infringe;
9.5.3 replace the Services, or part thereof, with an equivalent service which does not infringe; or
9.5.4 cancel the Services and repay the fees that Customer has paid for the Service without interest with deduction of any reasonable benefit the Customer might have 11.2 had from the Services.
9.6 Section 9 constitutes the entire obligation of the Supplier towards the Customer with respect to any infringement in a third party's intellectual property rights.
10. Personal Data
10.1 To the extent the Supplier processes personal data on behalf of the Customer, the following shall apply. The Customer, as data controller, is responsible for that the processing of personal data is in accordance with applicable legislation. The Supplier is a data processor. The Supplier or the staff working under his supervision, may only process personal data in accordance with the Agreement and the written instruction agreed upon with the Customer.
10.2 The Supplier undertakes to take the agreed technical and organizational measures to protect the personal data processed.
10.3 Supplier may undertake such other or additional measures brought on by changes in law or statute, or that follows from government authority decisions. Supplier shall allow audits from authorities where provided for in law.
10.4 Supplier is entitled to reasonable compensation due to measures or inspections pursuant to section 11.3 above.
10.5 Supplier may, for the processing of personal data, use subcontractors ("subprocessors"), where Supplier shall enter into data processing agreements with the subcontractors on Customer's behalf with terms corresponding to the terms herein, whereby the subcontractor undertakes to adhere to what is set out in this section 11, including the adherence to Swedish law in the processing. To the extent personal data is transferred to a country outside EU/EEA, Supplier shall ensure that the subcontractor signs the EU model clauses for the transfer of personal data to a third country on Customer's behalf. Supplier shall on request inform Customer of what subcontractors that have been employed and where they conduct their business.
10.6 Customer data containing personal data shall also be subject to sections 11 and 18 below.
11. Customer Data
11.1 The Customer shall have all rights to, and be the owner of, Customer Data and no rights or ownership of Customer Data, or part thereof, shall be transferred to the Supplier under this Agreement. Supplier may during the agreement term use Customer Data for the provision of the Services to the Customer. Supplier may also during the agreement term and thereafter use Customer Data in aggregated form without specific data being distinguishable, for uses in statistics and product development purposes.
11.2 Unless otherwise provided for in the Agreement the Supplier is entitled to remuneration for the work with transferring of data to the Customer during the term of the Agreement in accordance with the Suppliers current price list at the time for the transfer for corresponding services.
12. Liability
12.1 The Supplier is, within the limitations stated below, liable for the damage that the Supplier has inflicted on the Customer by negligence in the performance of the Services.
12.2 The Supplier shall in no event be liable to the Customer for the loss of profit, revenue, savings or goodwill, losses due to service outages or loss of data, the Customer's obligation to compensate a third party or any other indirect or consequential damage of any kind.
12.3 The Supplier's aggregate and total liability under this Agreement in respect to one or more events or series of events (whether related or unrelated) shall under no circumstances exceed fifteen (15) % of the yearly fee for the Services.
12.4 Section 12 shall not apply to the Supplier's obligations regarding infringement of intellectual property rights in accordance with section 9.
12.5 The Customer shall, in order to not lose his right, make claims for damages no later than three (3) months after the Customer discovered or should have discovered the basis for the claim, but no later than six (6) months from the damage occurred.
13. Declaration of rights
13.1 The party providing material is responsible for ensuring that the party has obtained the necessary rights for the relevant use from the rights holder.
14. Confidential Information
14.1 Each party undertakes not to, without the prior written consent of the other party, disclose to a third party such information regarding the other party's business that may be regarded as trade secret or professional secret or any other confidential information that is subject to confidentiality according to law ("Confidential Information"). For purposes of clarity, information stated to be confidential, and Supplier's price information, shall always be considered Confidential Information. A party's undertaking of confidentiality in accordance with section 14 shall not apply to Confidential Information which:
14.1.1 is already known by the recipient when received;
14.1.2 is or has become publicly available or known other than by breach of this confidentiality obligation by the receiving party;
14.1.3 the receiving party has received in a permissible way from a third party that is under no obligation of confidentiality in relation to the other party; or
14.1.4 the receiving party is obliged to make publicly available due to a 17.2 court order, a decision by a public authority or as otherwise required by law.
14.2 A party is liable for its employees' and consultants' respective compliance with the provisions stipulated herein and shall through confidentiality obligations with these or other appropriate measures ensure that the Agreement's confidentiality is observed.
14.3 A party's undertaking of confidentiality under the Agreement shall be valid during the term of this Agreement and continue for a period of five (5) years after expiration or termination of the Agreement.
15. Force Majeure
15.1 If the fulfilment of the Agreement is completely or partially hindered, or materially impeded, by circumstances beyond a party's reasonable control or by labour dispute, a party shall be released from non-compliance in undertaking an obligation for the time the hindrance persists, subject to the party who cannot fulfil an obligation without undue delay giving notice to this effect to the other party. The same shall apply to errors or delay in services or delivery from subcontractors due to circumstances within the remit of this section. If the discharge of the Agreement is hindered for more than six (6) months, party may give notice to terminate the Agreement. In case of such termination, the Supplier shall be entitled to compensation as set forth in the Agreement for work performed and substantiated necessary cost.
16. Term of the Agreement
16.1 The Agreement enters into force when the Customer completes the on-line signup process and Agreement is accepted by the Customer and remains in force during the elected subscription period.
17. Termination
17.1 In addition to what is provided for by the Agreement, a party has the right to, by giving written notice to the other party, terminate the Agreement with immediate effect or at the date specified by the terminating party if:
17.1.1 the other party has committed a material breach of the Agreement and has not fully rectified the same within thirty (30) days after written notice thereof;
17.1.2 the other party is declared bankrupt, enters into liquidation, suspends its payments or if it otherwise reasonably can be deemed to be insolvent; or
17.1.3 the other party becomes subject to company reconstruction, however with such mandatory limitations provided for in law.
17.2 Supplier may terminate the Agreement concerning the Service due to Customer's material delay.
17.3 In the event of termination as set out above the Customer shall not be entitled to recover any excess amount of the advance fee paid or any other costs relating to time after the termination of the Agreement.
18. Winding up
18.1 Supplier shall in Customer's request at the termination or expiration of the Agreement provide Customer, or such third party as Customer appoints, a copy of Customer Data. After Customers receipt of a copy, Supplier shall destroy or anonymise Customer Data. If the Customer does not request a copy, the Supplier shall destroy or anonymise the Customer Data sixty (60) days after the termination or expiration of the Agreement at the earliest and twelve (12) months after the termination or expiration of the Agreement at the latest. For avoidance of doubt shall anonymized data not be considered Customer Data.
18.2 The Supplier shall have the right to compensation for work done in accordance with Section 18.1 above, based on the Supplier's price list for corresponding services at the time of the transfer.
19. Notices
19.1 Termination or other notifications shall be made by messenger, registered letter or electronic message to the parties' appointed contact persons' addresses as specified in the Agreement or as changed later by written notification to the other party.
19.2 The notification shall be deemed to have reached the recipient:
19.2.1 if delivered by messenger: at the time of delivery;
19.2.2 if sent with registered mail: two (2) days after delivery by post;
19.2.3 if sent as electronic message; upon the receipt when the electronic mail has reached the electronic address of the recipient.
20. Miscellaneous
20.1 The Agreement forms the parties' entire understanding of all the questions in the Agreement. All written or oral representations or warranties prior to the Agreement are replaced by the Agreement.
20.2 The Agreement may not be assigned to a third party without the other party's prior written approval. The Supplier is however entitled to assign the Agreement to a third party in connection with transfer of the Supplier's business or a part thereof and to companies within the same group as the Supplier. The Supplier is further entitled to assign its right to a third party.
21. Disputes and governing law
21.1 This Agreement shall be governed by and construed in accordance with Swedish law with exclusion of its conflict of law rules.
21.2 Any dispute arising out of this Agreement shall be settled by the court where the Supplier has its legal domicile.
21.3 If any disagreements arise between the parties regarding the Services, party may submit the matter to the decision of a by the Swedish Software specifically appointed committee for mediation. If the matter has been referred to the board by either party, the parties are precluded for a period of two (2) months from the referral to try the issue elsewhere. The costs of mediation shall be divided equally between the parties.
21.4 The Supplier shall, without prejudice to section 21.2 above, at its own option be entitled to apply to general court or enforcement service for the recovering of overdue claims for remuneration for which the other party has not raised a written complaint within seven (7) days from the due date for the current claim.
22. Our details
22.1 This site is owned and operated by DNSmonitor Sverige AB.
22.2 We are registered in Sweden under registration number 556585-5433, and our registered office is at Tallbodav 7, 197 91 Bro, Sweden.
22.3 Our principal place of business is at Tallbodav 7.
22.4 You can contact us:
22.4.1 by post, using the postal address given above;
22.4.2 by email, using our website contact form; or
22.4.3 by email, using our support mail address from our dashboard page.