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Terms and Conditions of the RSP Program

Ce contenu est uniquement disponible en : English

Version date: 24 September 2024

By submitting this application for evaluation as a Registry Service Provider for a generic top-level domain (gTLD) (the "RSP Evaluation Program") to ICANN through ICANN's online interface or other designated mechanism (this "RSP Application"), applicant (including all parent companies, subsidiaries, affiliates, agents, contractors, employees and any and all others acting on its behalf) (collectively, "Applicant") agrees to the following terms and conditions (these "Terms and Conditions") without modification. Applicant understands and agrees that these Terms and Conditions are binding on Applicant and are a material part of this RSP Application.

  1. Applicant warrants that the statements and representations contained in this RSP Application (including any documents or written materials submitted in connection with the RSP Application) are true, accurate, and complete in all material respects as of the date hereof and, as supplemented pursuant to this Section 1, throughout the application process, and that ICANN may rely on those statements and representations fully in evaluating this RSP Application. Applicant acknowledges that any material misstatement or misrepresentation (or omission of material information) may cause ICANN and the evaluators to reject this RSP Application without a refund of any fees paid by Applicant. Applicant agrees to promptly (and in any event within 7 days of becoming aware of any fact or circumstance giving rise to such obligation to notify) notify ICANN in writing of any material inaccuracies or material changes in any information, documents or written materials submitted in connection with this RSP Application that could impact the results of the evaluation of this RSP Application.
  2. Applicant warrants that it is duly organized, validly existing and in good standing (where such concept exists) under the laws of the jurisdiction under which it is organized, and Applicant has the requisite organizational power and authority to submit this RSP Application on behalf of Applicant, and is able to make all agreements, representations, waivers, and understandings stated in these Terms and Conditions and to comply with the requirements of the Registry Service Provider Evaluation Program Handbook (the "Handbook").
  3. Applicant acknowledges that the RSP Evaluation Program is a component of ICANN's New gTLD Program, but that Applicant's application under the RSP Evaluation Program does not constitute an application for a new gTLD. Applicant further acknowledges and agrees that ICANN has the right to determine not to proceed with any and all applications for new gTLDs, and that there is no assurance that any additional gTLDs will be created. The decision to review, consider, and approve an application to establish one or more gTLDs and to delegate new gTLDs after such approval is entirely at ICANN's discretion. Further, the decision to review, consider, and approve any application submitted to the RSP Evaluation Program is entirely at ICANN's discretion.
  4. Applicant agrees to pay all fees associated with this RSP Application, including any fees associated with the progress of this RSP Application through optional technical evaluation for certain registry services that may be offered by Applicant. Applicant acknowledges that the initial fee due upon submission of this RSP Application is only to obtain consideration of this RSP Application. ICANN makes no assurances that an application will be approved. Applicant acknowledges that if it fails to pay fees within the designated time period at any stage of the application review and consideration process, Applicant will forfeit any fees paid up to that point and this RSP Application will be canceled. Except as expressly provided in the Handbook, ICANN is not obligated to reimburse Applicant, nor to return any fees paid to ICANN in connection with the application process.
  5. Applicant shall indemnify, defend, and hold harmless ICANN and any ICANN affiliates, subsidiaries, directors, officers, employees, consultants, evaluators, and agents, collectively, the "ICANN Affiliated Parties") from and against any and all third-party claims, damages, liabilities, costs, and expenses, including reasonable legal fees and expenses, arising out of or relating to: (a) ICANN's or an ICANN Affiliated Party's consideration of this RSP Application, and any approval, rejection, or withdrawal of this RSP Application; and/or (b) ICANN's or an ICANN Affiliated Party's reliance on information provided by Applicant in this RSP Application and Applicant's representations and warranties herein.
  6. Applicant hereby releases ICANN and the ICANN Affiliated Parties from any and all claims by Applicant that arise out of, are based upon, or are in any way related to, any action, or failure to act, by ICANN or any ICANN Affiliated Party with respect to this RSP Application including in connection with ICANN's or an ICANN Affiliated Party's review of this RSP Application, investigation or verification, any characterization or description of Applicant or the information in this RSP Application, any withdrawal of this RSP Application or the decision by ICANN to recommend, or not to recommend, the approval of the application. APPLICANT AGREES NOT TO CHALLENGE, IN COURT OR IN ANY OTHER JUDICIAL FORA, ANY DECISION MADE BY ICANN WITH RESPECT TO THIS RSP APPLICATION, AND IRREVOCABLY WAIVES ANY RIGHT TO SUE OR PROCEED IN COURT OR ANY OTHER JUDICIAL FORA ON THE BASIS OF ANY OTHER LEGAL CLAIM AGAINST ICANN AND ICANN AFFILIATED PARTIES WITH RESPECT TO THE RSP APPLICATION. APPLICANT ACKNOWLEDGES AND ACCEPTS THAT APPLICANT'S NON-ENTITLEMENT TO PURSUE ANY RIGHTS, REMEDIES, OR LEGAL CLAIMS AGAINST ICANN OR THE ICANN AFFILIATED PARTIES IN COURT OR ANY OTHER JUDICIAL FORA WITH RESPECT TO THE RSP APPLICATION SHALL MEAN THAT APPLICANT WILL FOREGO ANY RECOVERY OF ANY RSP APPLICATION FEES, MONIES INVESTED IN BUSINESS INFRASTRUCTURE OR OTHER STARTUP COSTS AND ANY AND ALL PROFITS THAT APPLICANT MAY EXPECT TO REALIZE FROM THE OPERATION OF A REGISTRY SERVICES PROVIDER FOR A GTLD APPROVED THROUGH THE NEW GTLD PROGRAM; PROVIDED THAT APPLICANT MAY UTILIZE ANY ACCOUNTABILITY MECHANISM SET FORTH IN ICANN'S BYLAWS FOR PURPOSES OF CHALLENGING ANY FINAL DECISION MADE BY ICANN WITH RESPECT TO THE RSP APPLICATION. APPLICANT ACKNOWLEDGES THAT ANY ICANN AFFILIATED PARTY IS AN EXPRESS THIRD-PARTY BENEFICIARY OF THIS SECTION 6 AND MAY ENFORCE EACH PROVISION OF THIS SECTION 6 AGAINST APPLICANT.
  7. Applicant gives ICANN permission to use Applicant's name in ICANN's public announcements (including informational web pages) relating to Applicant's RSP Application and any action taken by ICANN related thereto. Applicant hereby authorizes ICANN to publish on ICANN's website, and to disclose or publicize in any other manner, any materials submitted to, or obtained or generated by, ICANN and the ICANN Affiliated Parties in connection with this RSP Application, including evaluations, analyses and any other materials prepared in connection with the evaluation of this RSP Application; provided, however, that information will not be disclosed or published to the extent that the Handbook expressly states that such information will be kept confidential, except as required by law or judicial process. Access to confidential information shall be limited to those individuals and entities who need access to complete the review process, including individuals within ICANN and any third parties conducting application evaluations or providing dispute resolution services. Except for information afforded confidential treatment, Applicant understands and acknowledges that ICANN does not and will not keep the remaining portions of this RSP Application or materials submitted with this RSP Application confidential.
  8. Applicant represents and certifies that it has ensured a legal basis, including but not limited to permissions or consents from the individuals, for the sharing and publication of any personally identifying information or personal data included in this RSP Application or information or materials submitted with this RSP Application, including for purposes of processing their personal data for background screening. Applicant acknowledges that the information that ICANN posts may remain in the public domain for a period permitted under applicable law, including in perpetuity where necessary to satisfy its transparency obligations. Applicant confirms it has informed such individuals of the processing of their personally identifying information or personal data as required under applicable data protection laws. Applicant acknowledges that ICANN will handle personal information or data collected in accordance with its gTLD Program Privacy Statement, https://newgtlds.icann.org/en/applicants/agb/program-privacy, which supplements the Privacy Policy, https://www.icann.org/privacy/policy/#5, both of which are incorporated herein by this reference. If requested by ICANN, Applicant will be required to obtain and deliver to ICANN and ICANN's background screening vendor any consents or agreements of the entities and/or individuals named in this RSP Application necessary to conduct these background screening activities as permitted under applicable law. In addition, Applicant acknowledges that to allow ICANN to conduct thorough background screening investigations:
    1. Applicant may be required to provide documented consent for release of records to ICANN by organizations or government agencies;
    2. Applicant may be required to obtain specific government records directly and supply those records to ICANN for review;
    3. Additional identifying information may be required to resolve questions of identity of individuals within the Applicant organization;
    4. Applicant may be requested to supply certain information in its original language as well as in English; and
    5. Applicant may be required to obtain the permission or consent of individuals whose information will be disclosed to ICANN in connection with this RSP Application.
  9. [Reserved.]
  10. Applicant may not resell, assign, or transfer this RSP Application.
  11. Applicant authorizes ICANN to:
    1. Contact any person, group, or entity to request, obtain, and discuss any documentation or other information that, in ICANN's sole judgment, may be pertinent to this RSP Application; and/or
    2. Consult with persons of ICANN's choosing regarding information in this RSP Application or information otherwise coming into ICANN's possession, provided, however, that ICANN will use reasonable efforts to ensure that such persons maintain the confidentiality of information in this RSP Application that the Handbook expressly states will be kept confidential.
  12. For the convenience of applicants around the world, the application materials published by ICANN in the English language have been translated into certain other languages frequently used around the world. Applicant recognizes that the English language version of the application materials prepared by ICANN (of which these Terms and Conditions is a part) is the version that binds the parties, that translations of these materials are non-official interpretations and may not be relied upon as accurate in all respects, and that in the event of any conflict between the translated versions of the application materials and the English language version, the English language version controls. These Terms and Conditions shall be subject to the laws of the State of California.
  13. Applicant agrees that by submitting this Application, Applicant is agreeing to execute waivers or take reasonable actions to permit law and consulting firms retained by ICANN in connection with the review and evaluation of this RSP Application to represent ICANN adverse to Applicant in the matter.
  14. ICANN reserves the right to make reasonable updates and changes to the Handbook and to the application process, including the process for withdrawal of applications and timing considerations at any time by posting notice of such updates and changes to the ICANN website, including but not limited to as the possible result of new policies that might be adopted or advice to ICANN from ICANN advisory committees during the course of the application process. Applicant acknowledges that ICANN may make such updates and changes and agrees that this RSP Application will be subject to any such updates and changes. In the event that Applicant has completed and submitted its RSP Application prior to such updates or changes, and Applicant can demonstrate to ICANN that compliance with such updates or changes would present a material hardship to Applicant, then ICANN will work with Applicant in good faith to attempt to make reasonable accommodations in order to mitigate any negative consequences for Applicant to the extent possible consistent with ICANN's mission to ensure the stable and secure operation of the Internet's unique identifier systems.
  15. By submitting this RSP Application, Applicant agrees to comply with all applicable laws and regulations, including those economic, financial, and trade restrictions imposed, administered or enforced by the U.S. government, including but not limited to those administered by the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury ("Economic Sanctions"). Applicant also agrees to immediately notify ICANN if Applicant, or any of the persons or entities listed in this RSP Application, become the subject of any Economic Sanctions.