PRAM IT Solutions

January 11, 2023

Terms and Conditions

These terms and conditions, referred to as “General Terms,” apply to all domain registration and hosting services offered by Pram IT Solutions and are a part of every Agreement between Pram IT Solutions and the Client. Any provisions or conditions set by the Client that differ from or are not included in these General Terms will only be binding on Pram IT Solutions if they have been explicitly accepted in writing by Pram IT Solutions.

Article 1: Forming the Agreement

1.1 The Client can request Services directly from the Pram IT Solutions website. The Agreement is formed when Pram IT Solutions sends a confirmation and acceptance email (whether generated automatically or not).

1.2 Along with the Agreement, a Data Processing Agreement is formed between Pram IT Solutions (as Processor) and the Client (as Controller), which is considered a part of the Agreement.

1.3 The General Terms always apply to the Agreement.

1.4 If the Client is a consumer, they have 11 days from the time the order was placed to dissolve the Agreement in writing and without any charges. However, domain names are excluded from this as they are based on the Client’s specifications (customization) or are personal in nature.

Article 2: Performance of the Agreement

2.1 After the Agreement is formed, Pram IT Solutions will fulfill it to the best of their ability and with due care and professional standards.

2.2 Pram IT Solutions will strive to provide high-quality, uninterrupted services, and access to the data stored by the Client, However, Pram IT Solutions provides no guarantees about the quality or availability unless otherwise agreed in a Service Level Agreement (SLA) specifically mentioned.

2.3 Pram IT Solutions reserves the right to temporarily shut down their systems, website, or parts thereof for maintenance, updates, or repairs. The company will try to schedule maintenance outside of business hours and inform the Client in advance. In case of updates or repairs, it may not be possible for the Client to opt-out of a specific update or repair. Pram IT Solutions will not be held liable for any damages caused by temporary shutdowns or updates/repairs.

2.4 Delivery times provided by Pram IT Solutions are estimates unless the specific SLA states otherwise.

2.5 If required for fulfilling the Agreement, Pram IT Solutions has the right to engage third parties to perform certain tasks. Any additional costs incurred by this will be the responsibility of the Client, unless agreed upon otherwise. These General Terms and Conditions will also apply to the work done by third parties under the Agreement.

2.6 If agreed, Pram IT Solutions will provide the Client with access to an account. The account can be accessed by entering a username and password. Any action taken through the account, or an account created by the Client is deemed to be carried out under the responsibility and risk of the Client. If the Client suspects or has reason to suspect that an account is being misused, the Client should inform Pram IT Solutions as soon as possible for them to take action.

2.7 Pram IT Solutions will provide a reasonable level of remote customer support via chat and/or email during regular business hours, unless stated otherwise in the specific SLA.

2.8 Any changes to the Agreement, whether requested by the Client or necessary due to unforeseen circumstances, that result in additional costs will be considered additional work and will be invoiced accordingly to the Client. Changes that result in a decrease of costs will also be invoiced accordingly.

Article 3: Client’s Obligations

3.1 The Client is obligated to do everything reasonably necessary to ensure the timely and proper execution of the Agreement. Specifically, the Client must ensure that all data deemed necessary by Pram IT Solutions, or that should reasonably be understood as necessary, are provided to Pram IT Solutions in a timely manner. The period for Pram IT Solutions to fulfill the Agreement does not begin until all necessary information has been received.

3.2 If the Client knows or suspects that Pram IT Solutions will need to take additional measures to fulfill their obligations, the Client must immediately inform Pram IT Solutions. This applies, for example, if the Client knows or should anticipate a significant increase in demand on Pram IT Solutions’ systems that could potentially result in service unavailability. This is especially the case if the Services are also provided to others through the same systems that Pram IT Solutions uses for the Client. After being informed, Pram IT Solutions will take all possible steps to prevent service unavailability. Unless otherwise agreed in writing, the Client will be responsible for all reasonable additional costs incurred.

3.3 The Client must not use the Services for High-Risk Applications under any circumstances.

3.4 If the Client requires any permit or permission from government authorities or third parties for their intended use of the Services, the Client must ensure that they are obtained. The Client guarantees to Pram IT Solutions that they possess all necessary permits and permissions for their use of the Services.

Article 4: Conduct and Notice/Takedown Policy

4.1 The Client is prohibited from using the Services to violate Dutch or other laws or regulations applicable to the Client or Pram IT Solutions, or to infringe the rights of others.

4.2 The Client is prohibited from using the Services to offer or distribute materials that:

  • are intended primarily to assist others in violating the rights of third parties, such as websites with hacking tools or explanations about computer crime that appear intended to enable criminal behavior and not to prevent it.
  • are manifestly defamatory, abusive, racist, discriminatory, or hateful.
  • contain child pornography or bestiality pornography, or appear to be intended to help others find such materials.
  • violate the privacy of third parties, including but not limited to the distribution of personal data of third parties without permission or necessity, or the repeated harassment of third parties with unwanted communications.
  • contain hyperlinks, torrents, or references to (locations of) materials that clearly infringe copyrights, neighboring rights or portrait rights.
  • contain unsolicited commercial, charitable, or idealistic communications.
  • contain malicious content such as viruses or spyware.

4.3 Distribution of pornographic materials through the Services is permitted as long as it does not constitute a nuisance or other violation of these terms and conditions.

4.4 The Client must refrain from hindering other customers or internet users or causing damage to systems or networks of Pram IT Solutions or other customers. The Client is prohibited from starting processes or programs, whether or not through the systems of Pram IT Solutions, if the client knows or has reason to suspect that this will hinder or damage Pram IT Solutions, its customers or internet users.

4.5 If, in Pram IT Solutions’s opinion, nuisance, damage, or any other danger arises for the functioning of Pram IT Solutions’s computer systems or network or the services via the internet, in particular due to excessive sending of emails, email or other data, denial-of-service attacks, poorly secured systems or activities of viruses, Trojans and similar software, Pram IT Solutions reserves the right to take all measures they reasonably deem necessary to avert or prevent this danger.

4.6 When Pram IT Solutions receives a complaint about a violation of this article by the Client, or finds that this appears to be the case, Pram IT Solutions will inform the Client of the complaint or violation as soon as possible. The Client must respond as soon as possible, after which Pram IT Solutions will decide how to proceed.

4.7 If Pram IT Solutions believes that there has been a violation, it will block access to the relevant material, but without permanently removing it (unless this proves technically impossible, in which case Pram IT Solutions will make a backup). Pram IT Solutions will make every effort not to touch any other materials. Pram IT Solutions will inform the Client of measures taken as soon as possible.

4.8 Pram IT Solutions is entitled to report established criminal offenses at all times.

4.9 Although Pram IT Solutions strives to act reasonably, carefully, and adequately after complaints about the Client, Pram IT Solutions is not liable to pay compensation for damages as a result of measures taken under this article.

Article 5. Application for Domain Names

5.1 The application, assignment, and possible use of a domain name are dependent on and subject to the applicable rules and procedures of the relevant registering authorities, such as the Stichting Internet Domeinregistratie Nederland for .nl domain names. The relevant authority decides on the allocation of a domain name. Pram IT Solutions only plays a mediating role in the application and does not guarantee that an application will be honored.

5.2 An invoice for registration costs is not a confirmation of registration. The client will receive a Written confirmation of registration from Pram IT Solutions, and can also check within their Account if a domain name has been definitively registered in the name and/or for the account of the Client.

5.3 If a domain name cannot be registered in the name and/or for the account of the Client, the Agreement will be immediately terminated or dissolved. Pram IT Solutions will issue a credit invoice to the Client for the amount already invoiced for the services not performed.

5.4 Pram IT Solutions is explicitly not liable for compensation of direct damage, indirect damage, consequential damage, lost profit, lost savings, and damage due to business interruption that would be the result of a failed registration attempt of a domain name.

5.5 The client indemnifies and holds Pram IT Solutions harmless against all damage related to (the use of) a domain name on behalf of or by the client. Pram IT Solutions is not liable for the loss by the client of its right(s) to a domain name or for the fact that the domain name is requested and/or obtained by a third party in the meantime.

5.6 The client must comply with the rules set by registering authorities for the application, allocation, or use of a domain name. Pram IT Solutions will refer to these rules during the registration procedure.

5.7 Pram IT Solutions has the right to make the domain name inaccessible or unusable, or to place it in its own name if the client demonstrably fails to comply with the Agreement, but only for the duration that the client is in default, and only after the expiration of a reasonable term for compliance in a written notice of default.

5.8 In the event of dissolution of the Agreement due to non-performance by the client, Pram IT Solutions is entitled to cancel a domain name of the client with due observance of a notice period of two months.

Article 6. Storage and data limits

6.1 The client is prohibited from using more storage or data limits than what is specified in the relevant service. Pram IT Solutions reserve the right to charge the client for any exceeded limits after the fact.

6.2 The services that offer unlimited storage and data limits are subject to the company’s Fair Use Policy (FUP). This policy can be accessed on Pram IT Solutions’ website and will be considered an integral part of the agreement.

6.3 If the storage and data limits are exceeded due to a hack or error caused by the client or attributed to the client, Pram IT Solutions may bill the client for the excess usage.

6.4 Pram IT Solutions will not be held liable for any consequences arising from the inability to send, receive, store, or modify data when an agreed storage space or data traffic limit is exceeded.

6.5 In cases where an excessive amount of data traffic is caused by external factors (such as a Denial- of-Service attack) Pram IT Solutions reserve the right to bill the customer reasonably for any associated costs.

Article 7. Intellectual Property Rights

7.1 Pram IT Solutions and its licensors retain all intellectual property rights to any materials developed or provided under the Agreement.

7.2 The Client is granted only the rights and permissions explicitly outlined in this Agreement, General Terms and Conditions, or any additional written agreements. The Client is not allowed to reproduce or distribute these materials without express permission, except in cases where it is clearly an unintentional oversight. The release of source code for any materials is only required if explicitly agreed upon.

7.3 Unless explicitly agreed upon in writing, the Client is prohibited from removing or altering any copyright, trademark, trade name, or other intellectual property notices on these materials, including any designations of confiden7.4 Pram IT Solutions is allowed to implement technical measures to protect its materials. If such measures are in place, the Client is not permitted to remove or bypass them, except as required by law.tiality.

 

Article 8. Prices

8.1 All prices quoted by Pram IT Solutions do not include sales tax or any other government-imposed fees unless stated otherwise.

8.2 Pram IT Solutions reserves the right to adjust prices if any information provided by the Client is found to be incorrect, even after the Agreement has been signed.

8.3 If the Agreement is for a subscription-based service, Pram IT Solutions reserves the right to change the rates at any time.

8.4 The same conditions and procedures apply to changes in prices as they do to changes in Services and in these General Terms and Conditions.

Article 9. Payment Terms

9.1 Pram IT Solutions will invoice the Client for the amounts owed. Pram IT Solutions may also send electronic invoices. Pram IT Solutions has the right to charge the Client for amounts due in advance before providing the Services.

9.2 The payment term for an invoice is due in advance unless agreed otherwise in writing.

9.3 If the Client does not make full payment within 11 days of the payment term, they will automatically be in default without the need for a notice of default.

9.3 If the Client is in default, the following consequences will occur:

  • Statutory interest will be due on the outstanding amount.
  • Pram IT Solutions has the right to make the websites and other Materials hosted for the
    Client inaccessible without further notice until the outstanding amounts, interest and any other fees are paid.

9.4 Unless the Client is a consumer, the Client may not seek to suspend, settle, or deduct any amounts owed.

9.5 In the event that the Client fails to fulfill any of their obligations under the Agreement, Pram IT Solutions is entitled, without notice of default, to take back any goods that have been delivered and suspend Services, in addition to seeking compensation for damages, loss of profits and interest.

Article 10. Force Majeure

10.1 Pram IT Solutions and the Client shall not be held responsible for failing to fulfill any obligation under this Agreement if such failure is caused by an event or circumstance that is beyond the control of the Parties, and which could not have been reasonably foreseen or prevented at the time the Agreement was entered into.

10.2 Examples of such events or circumstances include, but are not limited to:

  • Failures of public infrastructure normally available to Pram IT Solutions, on which the provision of the Services depends, but over which Pram IT Solutions has no actual control or contractual performance obligation, such as the operation of the registers of IANA, RIPE or SIDN, and all networks on the internet with which Pram IT Solutions has not concluded a contract.
  • Failures in infrastructure and/or Services of Pram IT Solutions caused by computer crime, such as (D)DOS attacks or successful or unsuccessful attempts to circumvent network security or system security.
  • Shortages or defects of goods, equipment, software, or other source material that the Client has prescribed the use of.
  • Unavailability of staff, due to illness or other reasons.
  • Government measures, general transport problems, strikes, wars, terrorist attacks and internal disturbances.
  • Natural disasters
  • Pandemics
  • Etc

10.3 If a force majeure situation lasts longer than three months, each of the parties has the right to terminate the agreement In Writing. In that case, what has been performed based on the agreement will be settled pro rata, without the parties ultimately owing each other anything.

Article 11. Confidentiality

11.1 Both Parties will treat any information shared with each other before, during, or after the performance of the Agreement as confidential if the information is marked as such, or if the receiving party knows or should reasonably suspect that the information was intended to be confidential. Both Parties also impose this obligation on their employees and any third parties engaged by them for the implementation of the Agreement.

11.2 Pram IT Solutions will not access any data that the Client stores and/or distributes through Pram IT Solutions systems unless it is necessary for the proper performance of the Agreement or Pram IT Solutions is legally required to do so by a court order or statute. In such cases, Pram IT Solutions will make an effort to limit access to the data as much as possible.

11.3 The obligation of confidentiality will also continue to exist after termination of the Agreement for whatever reason, for as long as the disclosing party can reasonably claim the confidential nature of the information.

Article 12. Processing of Personal Data

12.1 The Client and Pram IT Solutions agree that Pram IT Solutions is a “processor” and the Client is a “controller” of personal data as defined by the General Data Protection Regulation. In cases where personal data is processed in accordance with the Agreement, the Data Processing Agreement will apply.

12.2 The Client bears sole responsibility for compliance with all legal obligations related to the processing of personal data under the Agreement. The Client is responsible for ensuring that the processing of personal data is lawful and that the rights of third parties are not violated.

12.3 The Client agrees to indemnify Pram IT Solutions against any legal claims or fines imposed by supervisory authorities such as the Dutch Data Protection Authority, that may result from the processing of personal data under the Agreement.

Article 13. Duration, Cancellation, and Extension

13.1 The Agreement for services related to the registration, renewal, reactivation, or removal of a domain name from quarantine will be for a minimum period of one month. If a domain name is transferred to Pram IT Solutions, the Agreement will be in effect until the next renewal date of the domain name.

13.2 Subscription services, excluding domain names, will be entered into for the period specified separately for the services on the Pram IT Solutions website.

13.3 Prior to the end of the Subscription, the Client will receive a request for an extension for a period determined by the Client. The Agreement will only be extended if the Client elects to do so.

13.4 The Client has the option to extend the Subscription services automatically or manually.

13.5 If the Client is a consumer, they have the right to terminate the Agreement without giving a reason within 14 days of the conclusion of the Agreement. However, this cooling-off period does not apply to domain names, which are recorded based on the Client’s specifications or are personal in nature.

13.6 If a fixed term has been agreed for the Subscription, both when entering into the Agreement and upon renewal of the Agreement, neither party may unilaterally terminate the Agreement before the term has expired, unless there is a special ground for termination, as described in Article 13.7.

13.7 Pram IT Solutions may suspend or terminate the Agreement immediately in writing if at least one of the following special grounds applies:

   a) The Client is in default of an essential obligation.

   b) The Client has been declared bankrupt.

   c) The Client has applied for suspension of payments.

   d) The Client’s activities have been terminated or liquidated.

13.8 If Pram IT Solutions suspends compliance with its obligations, it retains its legal and contractual claims, including the claim for payment for the suspended services.

13.9 The Client may give notice of termination through the same channel through which the Agreement was entered into.

13.10 Upon termination or dissolution of the Agreement, Pram IT Solutions’ claims against the Client will become immediately due and payable. In the event of dissolution of the Agreement, amounts that have been invoiced for services rendered will remain due without the obligation to undo them. If the dissolution is attributed to the Client, they can only dissolve that part of the Agreement that has not yet been performed by Pram IT Solutions, and Pram IT Solutions will be entitled to compensation for damage arising directly or indirectly as a result.

13.11 Pram IT Solutions has the right to suspend in the aforementioned cases applies to all Agreements entered into with the Client simultaneously, even if the Client is in default with regard to one Agreement, and without prejudice to Pram IT Solutions’ right to compensation for damage, loss of profit, and interest.

Article 14. Automatic Renewal

14.1 If the Client has selected for automatic renewal and has fulfilled their payment obligations, the service will be automatically renewed for the same subscription term at the end of the agreed term.

14.2 The Client is responsible for activating the option for automatic renewal within their account.

14.3 The Client is responsible for verifying that automatic renewal of the services has occurred.

14.4 For the renewal of the services, an automatic payment request will be submitted 14 days before the expiration date. Automatic renewal will only take place if the full payment has been received and processed by Pram IT Solutions before the expiration date.

14.5 If the Client has not fulfilled their obligations associated with the automatic renewal of the services before the expiration date, the Agreement will be considered dissolved on the expiration date.

14.6 The expiration date is understood to be the date on which Pram IT Solutions’ obligation to provide services under the Agreement with the Client ends. The expiration time is set to 00:01 on the expiration date.

Article 15: Manual Renewal

15.1 If the client has chosen manual renewal, the services will terminate at the conclusion of the agreed term, unless the client initiates an extension of the service.

15.2 It is the client’s responsibility to monitor the expiration date of the services and take action to renew them.

15.3 If the client wishes to renew, they can do so by logging into their account on the Pram IT Solutions website and completing the renewal and payment process.

15.4 Manual renewal is only possible once Pram IT Solutions has received and processed full payment for the services. Therefore, the client must make arrangements for the extension and payment for the new term at least five days prior to the expiration of the current term of the services.

Article 16: Procedure Following Termination

16.1 Upon the termination of the agreement, as a result of cancellation or dissolution, Pram IT Solutions is entitled to immediately delete or make inaccessible all stored data and to cancel all client accounts.

16.1 Upon the termination of the agreement, as a result of cancellation or dissolution, Pram IT Solutions is entitled to immediately delete or make inaccessible all stored data and to cancel all client accounts.

Article 17: Order of Precedence and Amendment of Conditions

17.1 Pram IT Solutions reserves the right to alter or supplement the services and these general terms and conditions. Changes will also apply to agreements that have already been concluded, with due observance of a thirty-day notification period.

17.2 Changes will be announced on the Pram IT Solutions website, or through another channel that Pram IT Solutions can prove the announcement has reached the client. Minor, non-substantive changes can be made at any time and do not require notification.

17.3 If the client does not wish to accept a change, they must inform Pram IT Solutions of this in writing, providing reasons, within two weeks of notification. Pram IT Solutions can then reconsider the change. If Pram IT Solutions does not withdraw the change, the client can terminate the agreement from the date of the notification until the date on which the new terms and conditions take effect.

17.4 Provisions related to specific services, if applicable, take precedence over general provisions related to all services. Further or deviating agreements between Pram IT Solutions and the client or provisions or conditions set by the client will only prevail over these general terms and conditions if they have been accepted in writing by Pram IT Solutions.

18.1 The agreement shall be governed by Dutch law.

18.1 The agreement shall be governed by Dutch law.

18.2 To the extent not dictated otherwise by mandatory law, all disputes arising from the agreement will be submitted to the competent Dutch court for the district in which Pram IT Solutions is located.

18.3 If any provision of the agreement is found to be invalid, this shall not affect the validity of the entire agreement. In such a case, the parties will determine new provisions to replace the invalid provision, which will give shape to the intention of the original agreement and general terms and conditions as far as legally possible.

18.4 Information and announcements, including price indications, on the Pram IT Solutions website are subject to programming and typing errors. In case of any inconsistency between the website and the agreement, the agreement shall prevail.

18.5 The log files and other electronic or non-electronic records of Pram IT Solutions shall constitute complete evidence of statements made by Pram IT Solutions, and the version of any (electronic) communication received or stored by Pram IT Solutions is considered authentic, subject to proof to the contrary provided by the client.

18.6 The parties shall inform each other immediately in writing of any changes in name, postal address, email address, telephone number, and if requested, bank or gironumber.

18.7 Each party shall only be entitled to transfer its rights and obligations under the agreement to a third party with the prior written consent of the other party. However, this permission is not necessary in the event of a company takeover or the takeover of the majority of the shares of the party in question.

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