Terms & Policies

General terms and conditions for Brandable DOT UK Ltd Services

GENERAL TERMS AND CONDITIONS FOR BRANDABLE DOT UK LTD SERVICES (Terms)

1.ABOUT US

We are Brandable Dot UK Ltd (trading as Brandable), a company registered in England and Wales under company number: 14657229. Our registered office is at: 21 Bonny Street, London, United Kingdom, NW1 9PE.

2.HOW TO CONTACT US

You can contact us by submitting a form here.

3.THESE TERMS

3.1
These terms apply to any purchases you make on our website. Please read these terms carefully before you place any orders on our site, as they set out important information about your and our rights and obligations. Please note that you must agree to these terms before you place your order.
3.2
For the purposes of these Terms, you are a ‘Consumer Client’ if you are using our Services via using our Website as an individual for purposes wholly or mainly outside of your trade, business, craft or profession. You are a ‘Business Client’ if you are using our Services via using our Website for purposes relating to your trade, business, craft or profession. Some sections of these Terms only apply to you if you are a Consumer Client and other terms only apply to you if you are a Business Client, so please make sure you read these Terms carefully.

DEFINITIONS

For the purpose of these Terms, the terms and expressions used herein shall have the following meaning:

Applicable Data Protection Laws mean:

To the extent the UK GDPR applies, the law of the United Kingdom or of a part of the United Kingdom which relates to the protection of personal data.
To the extent the EU GDPR applies, the law of the law of the European Union or any member state of the European Union to which the Supplier is subject, which relates to the protection of personal data.

Black Hat SEO means a set of practices that are used to increases a site or page’s rank in search engines through means that violate the search engines’ terms of service.
Business Client means as defined in clause 3.2.
Business Days means a day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Buyer means the party wishing to acquire a domain name from the Seller.
Brandable, we, us, our means Brandable Dot UK Ltd, with the registration number 14657229 located at 21 Bonny Street, London, United Kingdom, NW1 9PE.
Brandable Account means an account with us in which you can buy, sell or lease domain names.
Commission means the 15% of the Domain Name Price or the payment price agreed under the Lease Agreement that is payable to Brandable for the services provided under these Terms.
Consumer Client means as defined in clause 3.2.
Counteroffer means The Seller’s response to an Offer, proposing modified terms or feed continued with a negotiation process.
Disclaimer means Brandable Legal Disclaimer notice accessed via our disclaimer page.
DNS means domain name server, the system that automatically translates internet addresses to the numeric machine addresses that computers use.
Domain Name Price means the price agreed to between a Buyer and a Seller for the transfer or Lease To Own Arrangement of a domain name.
EU GDPR means the General Data Protection Regulation ((EU) 2016/679) as it has effect in EU law (see section 3(10)(A) of the Data Protection Act 2018, as inserted by paragraph 4(5) of Schedule 2 to the Data Protection, Privacy and Electronic Communications (Amendments etc) (EU Exit) Regulations 2019 (SI 2019/419)).
Force Majeure means as described in clause 18.
Intellectual Property Rights means patents, rights to inventions, copyright and related rights, moral rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Lease To Own Arrangement means where the Lessee grants to the Lessor the right to use a specified domain for a defined period, subject to these Terms.
Offer means formal proposal of a Buyer expressing their willingness to either buy or lease domain names via Brandable.
Parties means Brandable and the User. In this respect, either party may individually be referred to as the “Party.”
Seller means the party offering a domain name for sale or lease on the Website.
Services means products and services purchased or accessed through Website as described in clause 6.1.
Stripe means Stripe Payments UK, Ltd located at 7th Floor, The Bower Warehouse, 211 Old Street, London EC1V 9NR, United Kingdom.
UK GDPR has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018.
User, you, your means a Consumer Client and/or Business Client that has agreed to these Terms to use the Services.
Vercel means Vercel Inc. located at 440 N Barranca Ave #4133 Covina, CA 91723.
Website means https://www.brandable.uk/.

5.INTERPRETATION

5.1
These Terms establish the agreement between Brandable and you, becoming effective upon your use of the Website or Services, starting from the respective date.
5.2
These Terms, along with the Disclaimer and Privacy Policy, govern your use of the Website and all Services provided by Brandable. Certain Services may have additional agreements and policies, which complement, rather than replace, these Terms.
5.3
Before making an Offer, you can find comprehensive details about us and available domain names on our Website. Any relevant key information regarding your purchase or Lease To Own Arrangement is also confirmed in writing after the acceptance of your Offer or Counteroffer, either via email or your Brandable Account.
5.4
If any provisions of these Terms are deemed invalid, illegal, annulled, or unenforceable, the remaining provisions continue to be in effect. Both parties will then engage in good-faith consultations to agree on new provisions that fulfil the original purpose and intent.
5.5
If you are a Business Client, Brandable reserves the right to unilaterally amend these Terms. Such changes become effective on the date communicated to you or upon your initial use of the Website and/or Services, whichever occurs first. If you are a Consumer Client Brandable may amend these terms by giving 60 calendar days written notice to you, and if you wish to terminate your relationship with us before any such change occurs you may do so with providing written confirmation to us.

6.OUR SERVICES

6.1
If you are a Business Client these Terms constitute the entire agreement between us in relation to our Services. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by us or on our behalf which is not set out in these Terms and that you have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms.
6.2
Our website functions as an online platform dedicated to facilitating the sale, purchase, and Lease To Own Arrangements of UK website domain names. Users, who own domains, have the ability to list their domains on our Website, specifying details like the domain name and asking price, and indicating whether they want to sell, lease, or both. Users can search for domain names using keywords, with the search functionality matching "co.uk" and ".uk" domain pairs available for sale or lease to own.
6.3
Sellers can list their domain names without a fixed price, with a fixed price or consider Lease To Own Arrangements, and Buyers can initiate negotiations by submitting Offers. Upon mutual agreement between the parties, and following the relevant payment processing, Brandable facilitates the domain transfer or lease to own. Upon mutual agreement between the parties, the Buyer pays Brandable the agreed payment amount through Stripe or direct bank transfer, and the Seller promptly transfers the domain to Brandable. Brandable either transfers the domain to the buyer or holds it for the lease to own duration, releasing the payment amount to the Seller upon successful transfer of the domain.
6.4
To initiate actions such as domain searches, making Offers or Counteroffers, purchasing domains, or entering Lease To Own Arrangements, Users may be required to set up a Brandable Account. Sellers shall manage their listing through their Brandable Accounts. Communication between Brandable, Buyers, and Sellers may occur via email or Brandable control panel. Brandable may provide a form that allows Users to chat via our Website. If you use this chat option please be advised that we may monitor communications between Users for security and compliance purposes subject to confidentiality restrictions.
6.5
Brandable's role is to facilitate communication between Buyers and Sellers and oversee the handling and execution of the domain transfers and Lease To Own Arrangements. Brandable has no influence on the actual state of the domain name offered by the Seller. In the case of disputes, the parties independently resolve the matter, with Brandable offering mutually agreeable solutions at its discretion.
6.6
In a Lease To Own Arrangement, Brandable holds the domain throughout the lease term, managing it without assuming liability. Brandable reserves the right to cancel or terminate any Lease To Own Arrangement or sale process before payment is made, with no right to restitution or compensation.
6.7
Upon receiving payment, Brandable finalises the domain transfer or Lease To Own Arrangement following established procedures. Brandable utilises Stripe as a third- party service provider for payment transfers, and users are bound by Stripe's terms and conditions. Brandable retains the right to transfer its rights and obligations and may unilaterally amend services. Sellers appoint Brandable as their agent for receiving payments, with Brandable assuming sole liability if it fails to remit payments.
6.8
The payment amount is retained until the successful transfer of the domain name to Brandable. Buyers acknowledge that Brandable does not hold the payment amount on their behalf, and Sellers agree to the delayed settlement of payment amount.
6.9
Users of Brandable services acknowledge and agree to these Terms, with Brandable reserving the right to unilaterally update or modify Services and functionalities on the Website, providing immediate notice to Users.

7.RIGHTS AND OBLIGATIONS OF THE USER

1. 7.1The User hereby represents and warrants that:
2. 7.1.1it has the full authority to enter into and competently fulfil all of its obligations under these Terms;
3. 7.1.2in utilising the Website or the Services, it shall not violate any Intellectual Property Rights or proprietary right held by a Brandable or any third party;
4. 7.1.3it shall adhere to these Terms and all relevant laws, rules, and regulations while engaging with the Website and Services;
5. 7.1.4it shall refrain from attempting unauthorised access to another network or server;
6. 7.1.5it shall refrain from disrupting, interfering with, causing damage to, limiting the functionality of, or suspending the use of this Website or Services. This includes, but is not limited to, the use, delivery, or transmission of any viruses, harmful code, unsolicited emails, trojan horses, or any other computer programming routines intended to disrupt, damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or personal information; and
7. 7.1.6it shall refrain from engaging in any false, abusive, or fraudulent activities.
7.2
In the event of an agreement between the Seller and the Buyer concerning a domain name sale or Lease To Own Arrangement, both the Seller and the Buyer will co-operate with Brandable in all matters relating to the Services. Following the confirmation of the reception of the stipulated Domain Name Price, Brandable shall proceed to either effect the transfer of the domain name to the Buyer or provide the Buyer with access to utilise the leased domain name, pursuant to these Terms.
7.3
Brandable will promptly issue an invoice to the Buyer for the sale or Lease To Own Arrangement and following that the domain name transfer or the granting of access to utilise the leased domain name shall be completed. The Parties mutually recognise that specific payment and/or billing instructions may be applicable, depending on whether the Party is classified as a Business Client or a Consumer Client. For the Lease To Own Arrangements Brandable shall undertake the alteration of the name servers of the leased domain to the specifications provided by the Buyer. This facilitates the Buyer's use of the domain name while Brandable retains ownership and control over it.
7.4
If you are a Business Client and purchased a domain name under these Terms you must share your business information with Brandable in order for Brandable to generate an invoice.
7.5
In the event that Brandable is unable to carry out its work or provide the Services for any reason, we reserve the right to cancel or suspend our Services at our sole discretion. We will use our commercially reasonable endeavours to collaborate with you, with the aim of finding a mutually agreeable solution regarding the affected Services.
7.6
If a User fails to meet its obligations under these Terms or any corresponding agreement, Brandable is not required to proceed with the domain name transfer or provide access to utilise the leased domain name. In such circumstances, the User will be deemed in default immediately, without the necessity of receiving a notice of default or a grace period to remedy the breach. Without diminishing any other rights or remedies available to Brandable, Brandable has the right to terminate these Terms and any related agreements immediately, without incurring liability for any direct or indirect damages to the User.
7.7
You are obligated to furnish Brandable with accurate and current contact information, encompassing, but not limited to, your email address and full legal name or the business name. You acknowledge and agree that maintaining valid contact information and a functional email address is your responsibility, and you should update this information as reasonably necessary. Brandable cannot be held responsible for any missed communication or adverse consequences resulting from such missed communication if it was directed to outdated or invalid contact details provided by you.
7.8
In the event that we are required to terminate the transfer of a domain or cannot provide access to utilise the leased domain name within a reasonable timeframe subsequent to the signing of relevant agreements and payment of agreed payment amount, we will refund any payment amount paid within five (5) Business Days following such termination or non-delivery of the Services.
7.9
Within thirty (30) calendar days after the payment of the Domain Name Price to Brandable, the Buyer is required to undertake all necessary actions, following Brandable's instructions, to complete the takeover of the domain name. The parties may mutually agree in writing to extend the transfer period. Failure by the Buyer to fulfil the necessary processes for domain name takeover within the stipulated thirty (30) days, in the absence of an explicitly agreed-upon extension, shall be construed as a waiver of the Buyer's rights to the domain name. If the transfer is not completed within the specified time frame, Brandable will assume ownership of the domain name. Both parties acknowledge and agree that the Domain Name Price is nonrefundable once the payment amount is transferred to the Seller.
7.10
Once the Seller has received the agreed-upon Domain Name Price with the Commission deducted, the corresponding transaction becomes irreversible, and neither reversion, cancellation, nor refund is possible. In this circumstance, the Seller relinquishes any claims of ownership to the domain name with regard to Brandable.
1. 7.11Payment and Invoices:
2. 7.11.1The Buyer is responsible for settling the payment amount related to the Domain Name Price as specified in the invoice, unless a different arrangement is explicitly agreed upon in writing between the parties.
3. 7.11.2In acknowledgment of Brandable's provision of Services, the Seller agrees to pay a Commission, as set out in these Terms.
4. 7.11.3Brandable reserves the right to adjust the Commission.
5. 7.11.4If you wish to dispute an invoice, you must notify Brandable of your objection within three (3) Business Days after receiving the invoice, submitting a written appeal via email or electronic form. Failure to dispute the invoice as outlined in this clause 7.11.4 will be deemed as full acceptance of the invoice. Any partial or complete dispute of an invoice will not suspend you from your payment obligations under these Terms.
6. 1. 7.11.5Without prejudice to any other rights or remedies available to Brandable, failure to pay any payment amount (including our Commission and agreed payment amount) by the due date will result in:
  2. (i)payment of interest on the overdue sum from the due date until full payment is received, accruing daily at 4% per annum above the Bank of England's base rate, but at 4% per annum for any period when the base rate is below 0%;
  3. (ii)Brandable may suspend all or part of its Services until payment is received.

8.HOW YOU MAY USE OUR SERVICES AND WEBSITE

8.1
This Website is the property of Brandable and is safeguarded by Intellectual Property Rights and other proprietary rights owned by Brandable. You are prohibited from removing, copying, or distributing the content of this Website.
1. 8.2You may not:
2. 8.2.1decompose, modify, decompile, translate, reverse engineer, disassemble or otherwise deconstruct all or any portion of this Website or the Services;
3. 8.2.2use this Website or the Services in a manner that is illegal, or promotes or encourages illegal activity;
4. 8.2.3modify or alter any part of this Website or the Services; or
5. 8.2.4circumvent, disable or otherwise interfere with the security-related features of this Website or the Services.
8.3
The Services offered by Brandable are not intended for use by minors. Minors are strictly prohibited from utilising Brandable Services unless their legal guardian has explicitly provided written consent to Brandable. By accessing and using the Services, Users affirm that they are not minors or, if they are, that they have obtained express written consent from their legal guardian to use Brandable Services.
8.4
Placing any domain names for sale on the Website that infringe the intellectual property rights of third parties is strictly prohibited. Furthermore, the inclusion of domain names with a questionable history, including but not limited to association with Black Hat SEO or acquisition through unlawful means, such as stolen domain names, is strictly forbidden. Also, listing domain names for sale on the Website on behalf of third parties is not allowed without the explicit written consent of Brandable.
8.5
In case of actual or suspected violations of the aforementioned provisions, Brandable maintains the right, at its sole discretion, to implement necessary measures. These measures may cover, but are not limited to, the removal or cancellation of the domain name offering, denial or suspension of access to the User, and the disclosure of contact details to authorised third parties, including the rightful owner of the domain and law enforcement. Brandable reserves the right to enforce such measures when any act, conduct, transaction, omission, or misrepresentation exposes Brandable to sanctions, restrictions, or penalties, or upon receipt of any subpoena, order, or request from any government, government official, or law enforcement authority of competent jurisdiction.

9.OFFERS AND COUNTEROFFERS

9.1
Each Offer submitted by a User for a domain name listed for sale or placed on the Website is legal binding. Once submitted, an Offer cannot be retracted unless the Seller agrees. In the event the Seller accepts the Offer, the Buyer is then obligated to pay the agreed payment amount, as specified in the invoice sent by Brandable.
9.2
Any Offer made by a Buyer remains valid for a period of 7 calendar days and cannot be revoked unless the 7-calendar day expires or the Offer is rejected or accepted. The Seller has the option to respond with a Counteroffer. Once an Offer is accepted by the Seller the domain name automatically becomes unavailable and the remaining Offers are rejected.
9.3
Brandable functions as an intermediary and does not provide any warranties regarding the domain name. The User is responsible for conducting investigations and performing necessary due diligence on the domain name, including, but not limited to, title verification. The User acknowledges and agrees that, given the extensive number of domain names offered on the Website, Brandable is not obligated to possess knowledge about the background, contents, or prior use of any domain names listed.

10.LEASE TO OWN ARRANGEMENT SPECIFIC TERMS

10.1
If a Seller wishes to advertise a domain name it possesses via a Lease To Own Arrangement, the Seller will serve as the Lessor. In this context, the Buyer will be identified as the Lessee. Within the Lease To Own Arrangement, the Lessee is granted a lease of the domain name, subject to these Terms. Following the payment of the first instalment of the Domain Name Price, the domain will be made available to the Lessee throughout the agreed term, which is usually twelve (12) months so long as all monthly instalments are paid by the Lessee.
10.2
Brandable will subtract its Commission from the first instalment of the Domain Name Price in Lease to Own Arrangements. If the first instalment is insufficient to cover Brandable’s full Commission, the remaining balance of the Commission will be deducted from subsequent instalments.
1. 10.3In the context of Lease To Own Arrangements, the Lessee is obligated to employ the domain name solely in compliance with applicable laws and regulations, exercising due diligence and care. To clarify, the Lessee is prohibited from utilising the domain name if such usage:
2. 10.3.1violates any applicable law, statute, or regulation;
3. 10.3.2involves fraudulent, criminal, or unlawful activities;
4. 10.3.3promotes racism, bigotry, hatred, or physical harm against any group or individual;
5. 10.3.4infringes or breaches the Intellectual Property Rights of Brandable and any of any third party;
6. 10.3.5includes video, audio, photographs, or images of another person without their permission (or, in the case of a minor, the minor's legal guardian’s permission);
7. 10.3.6provides information on any illegal activity, including but not limited to instructional information on acquiring or fabricating illegal weapons or drugs, privacy violations, or distributing computer viruses;
8. 10.3.7publicises or promotes commercial activities and/or sales without prior written consent, such as contests, sweepstakes, barter, advertising, and pyramid schemes; or
9. 10.3.8involves the use, delivery, or transmission of viruses, harmful code, unsolicited emails, trojan horses, or any other computer programming routines intended to disrupt, damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or personal information.
10.4
Notwithstanding the above, each User acknowledges and concurs that engaging in any prohibited activities as clarified in clause 8 above and within these Terms, as well as any other activities capable of causing harm to the Seller/Lessor or another party that could diminish the value of the domain name, is strictly forbidden. These activities encompass, but are not limited to, the implementation of aggressive Black Hat SEO strategies, techniques, and tactics that primarily target search engines rather than a human audience. Such practices typically defy search engine guidelines (Black Hat SEO) and include actions like keyword stuffing, deploying invisible text, creating doorway pages, incorporating unrelated keywords into page content, page swapping (completely altering the webpage after search engine ranking), and using the domain name for spam activities.
10.5
Under a Lease To Own Arrangement, the Buyer/Lessee is restricted from selling or renting the domain name to any third party, pledging the domain name as security, or engaging in any activity conflicting with these Terms or potentially causing harm to Brandable and/or the Seller/Lessor. The Buyer/Lessee acknowledges and agrees to bear full liability towards Brandable and/or the Seller/Lessor for any damages arising from its violation of these Terms.
10.6
In the event that the Buyer/Lessee fails to meet its obligations outlined in the corresponding Lease Agreement, the Seller/Lessor retains the right to terminate the Lease Agreement immediately. The Buyer/Lessee acknowledges and agrees to bear full liability towards Brandable and/or the Seller/Lessor for any damages arising from its breach of these Terms and the Lease Agreement.
1. 10.7Users acknowledge and agree that Brandable holds the right to promptly terminate a Lease Agreement if the User:
2. 10.7.1initiates insolvency proceedings;
3. 10.7.2appoints a receiver;
4. 10.7.3is declared bankrupt;
5. 10.7.4is dissolved;
6. 10.7.5experiences any substantial attachment levied on its assets.
10.8
Following termination of a Lease To Own Arrangement, the Seller/Lessor may lease or sell the domain name to any third party, including competitors of the Buyer/Lessee.
10.9
Users agree to relinquish their right to invoke the recission of the Lease Agreement, on whatever grounds.

11.COMPLAINTS

11.1
A User can submit their complaints about our Services by submitting a form here along with a complete and clear description of the complaint and relevant documentation.
11.2
A Complaint should be submitted within a reasonable time after a User becomes aware of any defect in our Services. In this respect, any complaints filed within a period of 14 Business Days are deemed to have been submitted within a timely manner.

12.LIMITATION OF LIABILITY

12.1
This Website, its contents, and all information, products, and Services offered by Brandable are the property of Brandable and are provided on an "as is" and "as available" basis without any representations or warranties of any kind. Brandable explicitly disclaims all such representations and warranties, whether express or implied, including but not limited to warranties of title, merchantability, fitness for a particular purpose, or non-infringement, along with any implied warranties arising from the course of dealing or performance. Brandable does not guarantee that the Services, this Website or its contents will be complete, accurate, uninterrupted, secure, or error-free, or that the Website or the server making it available is free of viruses or other harmful components. All information on the Website is subject to change without notice.
12.2
Reproducing the Website or its components or publishing them is not allowed without the prior written consent of Brandable. Certain hyperlinks on the Website may direct you to third-party websites, which are not owned by Brandable but included for informational purposes only. Once you navigate away from our Website and access these third-party websites, the terms and conditions of that specific website will apply. If you have any inquiries about this, you may contact the owner of the third-party website. This also extends to the utilisation of services provided by external service providers, such as third-party payment services.
1. 12.3For complaints related to the identification of content violating any law or infringing on the intellectual property rights of third parties, please contact us here. We will use our commercially reasonable endeavours to respond promptly to all complaints and comments. Brandable retains the right to choose whether or not to address a complaint or remove specific content from the Website as it deems appropriate. If Brandable determines that a User is not adhering to the law or these Terms or the Privacy Policy, or is unreasonably utilising the Website, it is authorised to take various measures, including but not limited to:
2. 12.3.1excluding the User from the Services;
3. 12.3.2limiting specific functionalities, such as suspending the User's account, deleting transactions, or restricting the use of the Website; and
4. 12.3.3processing the personal data of those involved and share such personal data with local authorities.
1. 12.4The parties acknowledge and agree that Brandable is not in any way liable for any damages resulting from the provision of the Services or any defects in the performance of the Website and/or the secure access to the Website or parts thereof except in the cases of wilful misconduct. All information on the Website is subject to typos or misspellings. Brandable is not in any way liable for any damages resulting from:
2. 12.4.1the use of Services, including but not limited to use of the Website and including the landing pages, transactions concerning the transfer of the domain name and any other Services offered by Brandable;
3. 12.4.2false or incomplete information on the Website or any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft, destruction or unauthorised access to, alteration of or use of any asset;
4. 12.4.3use of third-party services or use of purchased or leased domain names or other Services via the Website;
5. 12.4.4defects in the actual state, including the accessibility, of the domain names;
6. 12.4.5acts of third parties hired by Brandable, including third parties that effectuate mediation or financial settlements; and
7. 12.4.6changes in the Services or changes to the Website.
1. 12.5Notwithstanding Clause 12.4, Brandable’s total liability to the User:
2. 12.5.1for damage to property caused by the negligence of its employees and agents in connection with this agreement shall not exceed the payment amount paid by the User to Brandable under these Terms for any one event or series of connected events;
3. 12.5.2for loss arising from Brandable’s failure to comply with its data processing obligations under Clause 11 (Data protection) shall not exceed £150; and
4. 12.5.3for all other loss or damage which does not fall within subclause 12.5.1 or 12.5.2 shall not exceed £150.
12.6
In no event shall Brandable be liable for any indirect, incidental, special, punitive, or consequential damages however caused arising out of these Terms, the Website, or the Services, whether in action or contract, negligence or any other theory, even if Brandable has been advised of the possibility of such damages.
12.7
Brandable is not liable for any damage suffered by the User which is the result of Force Majeure, or any other acts or circumstances beyond the reasonable control of Brandable or third parties engaged by Brandable. This shall include the non-availability or non-safe availability of the Website or parts thereof, spam, spyware, viruses and the like which can be transmitted through the communication of Brandable or when using the Website and also transmission errors, malfunctions or non-availability of the facilities necessary to carry out the contract.
12.8
The prerequisite for the existence of any right to compensation is that the User reports the damage as soon as possible after the occurrence thereof in writing to Brandable. Any claim for compensation against shall expire by the mere lapse of 6 months after the claim arises.

13.IMDENIFICATION

13.1
The Seller warrants and represents that it is the rightful owner of the domain name that it advertises on the Website, and it does not violate intellectual property rights of third parties, nor does it engage in any unlawful activities.
13.2
The Seller and Buyer mutually agree to defend, indemnify, and hold Brandable harmless from all claims, losses, damages, liabilities, costs, and expenses, including solicitors’ fees, arising from or related to any agreement between them facilitated through the use of the Services.
1. 13.3Each User shall defend, indemnify and hold Brandable harmless against any and all claims, losses, damages, liabilities, costs and expenses, arising from or relating to:
2. 13.3.1User’s use this Website or the Services;
3. 13.3.2any breach of contract relating to any agreement the User is a party to as a result of its use of the Services;
4. 13.3.3User’s violation of these Terms;
5. 13.3.4User’s violation of any third-party right, including without limitation any intellectual property or other proprietary right;
6. 13.3.5User’s violation of any applicable law, statute, ordinance, or regulation.

14.DATA PROCESSING

14.1
For the purposes of this Clause 14, the terms controller, processor, data subject, personal data, personal data breach and processing shall have the meaning given to them in the UK GDPR.
14.2
Brandable and User will comply with all applicable requirements of the Applicable Data Protection Laws. This Clause 14 is in addition to, and does not relieve, remove or replace, a party's obligations or rights under Applicable Data Protection Laws.
14.3
Brandable and User have determined that for the purposes of Applicable Data Protection Laws Brandable shall act as controller of the personal data.
14.4
Should the determination in clause 14.3 change, the parties shall use all reasonable endeavours make any changes that are necessary to this clause 14.
14.5
The User consents to, (and shall procure all required consents, from its personnel, representatives and agents, in respect of) all actions taken by Brandable in connection with the processing of User personal data, provided these are in compliance with the then-current version of Brandale’s privacy policy. In the event of any inconsistency or conflict between the terms of the Privacy Policy and these Terms, the Privacy Policy will take precedence.
14.6
Without prejudice to clause 14.2, the User will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the User personal data to Brandable for the duration and purposes of these Terms.
14.7
In relation to the User personal data, Privacy Policy sets out the scope, nature and purpose of processing by Brandable, the duration of the processing and the types of personal data and categories of data subject.
1. 14.8Without prejudice to clause 14.2, Brandable shall, in relation to User personal data:
2. 14.8.1process that User personal data only on the documented instructions of the User unless Brandable is required by applicable laws to otherwise process that User personal data (Purpose). Where Brandable is relying on applicable laws as the basis for processing User personal data, Brandable shall notify the User of this before performing the processing required by the applicable laws unless those applicable laws prohibit Brandable from so notifying the User on important grounds of public interest. Brandable shall inform the User if, in the opinion of Brandable, the instructions of the User infringes Applicable Data Protection Laws;
3. 14.8.2implement the technical and organisational measures set out in Privacy Policy or other relevant document to protect against unauthorised or unlawful processing of User personal data and against accidental loss or destruction of, or damage to, User personal data, which the User has reviewed and confirms
4. 14.8.3ensure that any personnel engaged and authorised by Brandable to process User personal data have committed themselves to confidentiality or are under an appropriate statutory or common law obligation of confidentiality;
5. 14.8.4assist the User insofar as this is possible (taking into account the nature of the processing and the information available to Brandable), and at the User’s cost and written request, in responding to any request from a data subject and in ensuring the User’s compliance with its obligations under Applicable Data Protection Laws with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
6. 14.8.5notify the User without undue delay on becoming aware of a personal data breach involving the User personal data;
7. 14.8.6at the written direction of the User, delete or return User personal data and copies thereof to the User on termination of the agreement unless Brandable is required by applicable law to continue to process that User personal data. For the purposes of this Clause 14.8.6, User personal data shall be considered deleted where it is put beyond further use by Brandable;
8. 14.8.7maintain records to demonstrate its compliance with this Clause 14;
1. 14.9The User provides its prior, general authorisation for Brandable to:
2. 1. 14.9.1appoint processors to process the User personal data, provided that Brandable:
  2. (i)shall ensure that the terms on which it appoints such processors comply with Applicable Data Protection Laws, and are consistent with the obligations imposed on Brandable in this Clause 14;
  3. (ii)shall remain responsible for the acts and omission of any such processor as if they were the acts and omissions of Brandable;
  4. (iii)shall inform the User of any intended changes concerning the addition or replacement of the processors, thereby giving the User the opportunity to object to such changes provided that if the User objects to the changes and cannot demonstrate, to Brandable’s reasonable satisfaction, that the objection is due to an actual or likely breach of Applicable Data Protection Law, the User shall indemnify Brandable for any losses, damages, costs (including legal fees) and expenses suffered by Brandable in accommodating the objection.
3. 14.9.2transfer User personal data outside of the UK as required for the Purpose, provided that Brandable shall ensure that all such transfers are affected in accordance with Applicable Data Protection Laws. For these purposes, the User shall promptly comply with any reasonable request of Brandable, including any request to enter into standard data protection clauses adopted by the Commissioner from time to time.
14.10
Either party may, at any time on not less than 30 days' notice, revise this Clause 11 (Data protection) by replacing it with any applicable controller to processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by attachment to this agreement).
14.11
Brandable’s liability for losses arising from breaches of this Clause 14 is as set out in Clause 12.

15.CONFIDENTIALITY

15.1
Each party undertakes that it shall not at any time during these Terms, and for a period of five years after termination or expiry of these Terms, disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party except as permitted by Clause 15.2.
1. 15.2Each party may disclose the other party's confidential information:
2. 15.2.1to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with this agreement. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 15; and
3. 15.2.2as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
15.3
No party shall use any other party's confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with these Terms.

16.NOTICES

16.1
Notices to Brandable may be sent to Brandable via the contact form available on the Website.
16.2
Notices to the User will be sent to the provided e-mail address, or by mail in case there is reason to do so, and an address is available.

17.TERMINATION

1. 17.1In addition to Brandable’s termination rights as provided elsewhere in these Terms, Brandable is entitled to terminate any agreement with the User with respect to the Services if the User:
2. 17.1.1institutes insolvency proceedings;
3. 17.1.2has a receiver appointed;
4. 17.1.3has been declared bankrupt;
5. 17.1.4is dissolved; or
6. 17.1.5has any attachment levied on a substantial part of its assets;
17.2
In the event of a termination in accordance with the above, Brandable shall not be obliged to refund any received amounts or pay compensation to the User.

18.FORCE MAJEURE

18.1
Brandable shall not be liable for any delay or non-performance of its obligations under these Terms and any relevant agreement with respect to the Services to the extent that such delay or non-performance is due to an event that is not attributable to Brandable (“Force Majeure”). This includes but is not limited to war, civil unrest, terrorist acts, strikes, lock-out and other general labour disputes, acts of government, natural disasters, pandemics, breakdown or general unavailability of transport facilities, general shortages of energy, general shortages of materials, accidents, fire, explosions and acts of god.
18.2
In the event of Force Majeure, Brandable shall inform the User in writing of its occurrence. Brandable is entitled but not obliged to cancel or terminate the agreement associated with the Services in case of Force Majeure, without incurring any costs or payments to the User.

19.MISCELLANEOUS

19.1
These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of England. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.
19.2
The provisions of these Terms set out the legal relationship between the Parties and replace all previous agreements or statements made by Brandable.
19.3
The User agrees that any version received and/or saved by Brandable with respect to any communication or measurement (monitoring) from the User shall be considered authentic and leading unless the contrary is proven by the User.
19.4
Our Privacy Policy is incorporrated herein by reference. By accepting these Terms, you acknowledge that you have reviewed the Privacy Policy and expressly consent to the use and disclosure of your personally identifiable and other information as described in the Privacy Policy.

Brandable dot UK Limited. Registered company number 14657229 Registered office: 21 Bonny Street, London, NW1 9PE

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