SCHEDULE
A
Form of Registration Agreement
1. AGREEMENT. In this Registration Agreement ("Agreement")
"you" and "your" refer to
the registrant of each domain name registration,
"we", “us" and "our"
refer to TUCOWS Inc. and “Services” refers to
the domain name registration provided by us as
offered through (“RSP”). This Agreement explains
our obligations to you, and explains your obligations
to us for various Services. If you are registering
your name during the finite period of time when
owners of trademarks and service marks issued
prior to October 2, 2000 and having national effect
will have the exclusive opportunity to register
identical domain names (“Sunrise Period”), you
agree to comply with the procedures, terms and
obligations. You acknowledge and agree that registrations
for domain names during the Sunrise Period will
only be accepted for a minimum registration term
of five (5) years.
2. SELECTION OF A DOMAIN NAME. You represent
that, to the best of the your knowledge and belief,
neither this registration of a domain name nor
the manner in which it is directly or indirectly
to be used infringes upon the legal rights of
a third party and, further, that the domain name
is not being registered for nor shall it at any
time whatsoever be used for any unlawful purpose
whatsoever.
3. FEES. As consideration for the Services you
have selected, you agree to pay the RSP the applicable
service fees. All fees payable hereunder are non-refundable.
As further consideration for the Services, you
agree to: (1) provide certain current, complete
and accurate information about you as required
by the registration process and (2) maintain and
update this information as needed to keep it current,
complete and accurate. All such information shall
be referred to as account information ("Account
Information"). By submitting this Agreement,
you represent that the statements in your Application
are true, complete and accurate.
4. TERM. This Agreement shall remain in full
force during the length of the term of your domain
name registration(s) as selected, recorded, and
paid for upon registration of the domain name.
Should you choose to renew or otherwise lengthen
the term of your domain name registration, then
the term of this Registration Agreement shall
be extended accordingly. Should the domain name
be transferred to another Registrar, the terms
and conditions of this contract shall cease.
5. MODIFICATIONS TO AGREEMENT. You agree that
we may: (1) revise the terms and conditions of
this Agreement; and (2) change the services provided
under this Agreement. You agree to be bound by
any such revision or change will which shall be
effective immediately upon posting on our web
site or upon notification to you by e-mail or
your country’s postal service pursuant to the
Notices section of this Agreement. You agree to
review this Agreement as posted on our web site
periodically to maintain an awareness of any and
all such revisions. If you do not agree with any
revision to the Agreement, you may terminate this
Agreement at any time by providing us with notice
by e-mail or postal service pursuant to the Notices
section of this Agreement. Notice of your termination
shall be effective after processing by us. You
agree that, by continuing the use of Services
following notice of any revision to this Agreement
or change in service(s), you shall be bound by
any such revisions and changes. If you have registered
your name during the Sunrise Period, you agree
to be bound by the Sunrise Dispute Resolution
Policy (“Sunrise Dispute Policy”) found at (http://www.afilias.com/faq/sunrise-challenge.html).
You further agree to be bound by the ICANN Uniform
Dispute Resolution Policy (“Dispute Policy”) as
presently written and posted on http://www.je2000.com/html/icann.html
and as shall be amended from time to time. You
acknowledge that if you do not agree to any such
modifications, you may request that your domain
name be deleted from the domain name database.
6. MODIFICATIONS TO YOUR ACCOUNT. In order to
change any of your account information with us,
you must use your Account Identifier and Password
that you selected when you opened your account
with us. You agree to safeguard your Account Identifier
and Password from any unauthorized use. In no
event shall we be liable for the unauthorized
use or misuse of your Account Identifier or Password.
7. DOMAIN NAME DISPUTE POLICY. If you reserved
or registered a domain name through us, or transferred
a domain name to us from another registrar, you
agree to be bound by the Dispute Policies that
are incorporated herein and made a part of this
Agreement by reference. The current version of
the general registration Dispute Policy may be
found at http://www.opensrs.org/legal/udrp.shtml.
Please take the time to familiarize yourself with
this policy.
8. DOMAIN NAME DISPUTES. You agree that, if the
registration or reservation of your domain name
is challenged by a third party, you will be subject
to the provisions specified in the Sunrise Dispute
Policy or the Dispute Policy, as applicable. You
agree that in the event a domain name dispute
arises with any third party, you will indemnify
and hold us harmless pursuant to the terms and
conditions contained in the Sunrise Dispute Policy
or Dispute Policy, as applicable.
9. POLICY. You agree that your registration of
the domain name shall be subject to suspension,
cancellation, or transfer pursuant to a Tucows,
Registry Operator, ICANN or government-adopted
policy, or pursuant to any registrar or registry
procedure not inconsistent with a Tucows, Registry
Operator, ICANN or government-adopted policy,
(1) to correct mistakes by us or the Registry
in registering the name or (2) for the resolution
of disputes concerning the domain name.
10. AGENCY. Should you intend to license use
of a domain name to a third party you shall nonetheless
be the domain name holder of record and are therefore
responsible for providing your own full contact
information and for providing and updating accurate
technical and administrative contact information
adequate to facilitate timely resolution of any
problems that arise in connection with the domain
name. You shall accept liability for harm caused
by wrongful use of the domain name. You represent
that you have provided notice of the terms and
conditions in this Agreement to a third party
licensee and that the third party agrees to the
terms hereof.
11. ANNOUNCEMENTS. We reserve the right to distribute
information to you that is pertinent to the quality
or operation of our services and those of our
service partners. These announcements will be
predominately informative in nature and may include
notices describing changes, upgrades, new products
or other information to add security or to enhance
your identity on the Internet.
12. LIMITATION OF LIABILITY. You agree that our
entire liability, and your exclusive remedy, with
respect to any Services(s) provided under this
Agreement and any breach of this Agreement is
solely limited to the amount you paid for such
Service(s). Neither we nor our contractors or
third party beneficiaries shall be liable for
any direct, indirect, incidental, special or consequential
damages resulting from the use or inability to
use any of the Services or for the cost of procurement
of substitute services. Because some jurisdictions
do not allow the exclusion or limitation of liability
for consequential or incidental damages, in such
jurisdictions, our liability is limited to the
extent permitted by law. We disclaim any and all
loss or liability resulting from, but not limited
to: (1) loss or liability resulting from access
delays or access interruptions; (2) loss or liability
resulting from data non-delivery or data miss-delivery;
(3) loss or liability resulting from acts of God;
(4) loss or liability resulting from the unauthorized
use or misuse of your account identifier or password;
(5) loss or liability resulting from errors, omissions,
or misstatements in any and all information or
services(s) provided under this Agreement; (6)
loss or liability resulting from the interruption
of your Service. You agree that we will not be
liable for any loss of registration and use of
your domain name, or for interruption of business,
or any indirect, special, incidental, or consequential
damages of any kind (including lost profits) regardless
of the form of action whether in contract, tort
(including negligence), or otherwise, even if
we have been advised of the possibility of such
damages. In no event shall our maximum liability
exceed five hundred ($500.00) dollars.
13. INDEMNITY. You agree to release, indemnify,
and hold us, our contractors, agents, employees,
officers, directors, affiliates and third party
beneficiaries harmless from all liabilities, claims
and expenses, including attorney's fees, of third
parties relating to or arising under this Agreement,
the Services provided hereunder or your use of
the Services, including without limitation infringement
by you, or someone else using the Service of any
intellectual property or other proprietary right
of any person or entity, or from the violation
of any of our operating rules or policy relating
to the Service(s) provided. You also agree to
release, indemnify and hold us harmless pursuant
to the terms and conditions contained in the Dispute
Policy. When we are threatened with suit by a
third party, we may seek written assurances from
you concerning your promise to indemnify us; your
failure to provide those assurances shall be a
breach of your Agreement and may result in deactivation
of your domain name.
14. TRANSFER OF OWNERSHIP. The person named as
registrant at the time the user name and password
are secured shall be the owner of the domain name.
You agree that prior to transferring ownership
of your domain name to another person (the Transferee")
you shall require the Transferee to agree in writing
to be bound by all the terms and conditions of
this Agreement. Your domain name will not be transferred
until we receive such written assurances or other
reasonable assurance that the Transferee has been
bound by the contractual terms of this Agreement
(such reasonable assurance as determined by us
in our sole discretion) along with the applicable
transfer fee. If the Transferee fails to be bound
in a reasonable fashion (as determine by us in
our sole discretion) to the terms and conditions
in this Agreement, any such transfer will be null
and void. You acknowledge that you will not be
entitled to change registrars during the first
sixty (60) days following the registration of
your domain name.
15. BREACH. You agree that failure to abide by
any provision of this Agreement, any operating
rule or policy or the Dispute Policy provided
by us, may be considered by us to be a material
breach and that we may provide a written notice,
describing the breach, to you. If within thirty
(30) calendar days of the date of such notice,
you fail to provide evidence, which is reasonably
satisfactory to us, that you have not breached
your obligations under the Agreement, then we
may delete the registration or reservation of
your domain name. Any such breach by you shall
not be deemed to be excused simply because we
did not act earlier in response to that, or any
other breach by you.
16. NO GUARANTY. You acknowledge that registration
or reservation of your chosen domain name does
not confer immunity from objection to either the
registration, reservation, or use of the domain
name.
17. DISCLAIMER OF WARRANTIES. You agree that
your use of our Services is solely at your own
risk. You agree that such Service(s) is provided
on an "as is", "as available"
basis. We expressly disclaim all warranties of
any kind, whether express or implied, including
but not limited to the implied warranties of merchantability,
fitness for a particular purpose and non-infringement.
We make no warranty that the Services will meet
your requirements, or that the Service(s) will
be uninterrupted, timely, secure, or error free;
nor do we make any warranty as to the results
that may be obtained from the use of the Service(s)
or as to the accuracy or reliability of any information
obtained through the Service or that defects in
the Service will be corrected. You understand
and agree that any material and/or data downloaded
or otherwise obtained through the use of Service
is done at your own discretion and risk and that
you will be solely responsible for any damage
to your computer system or loss of data that results
from the download of such material and/or data.
We make no warranty regarding any goods or services
purchased or obtained through the Service or any
transactions entered into through the Service.
No advice or information, whether oral or written,
obtained by you from us or through the Service
shall create any warranty not expressly made herein.
18. INFORMATION. As part of the registration
process, you are required to provide us certain
information and to update us promptly as such
information changes such that our records are
current, complete and accurate. You are obliged
to provide us the following information:
(i) Your name and postal address (or, if different,
that of the domain name holder);
(ii) The domain name being registered;
(iii) The name, postal address, e-mail address,
and voice and fax (if available) telephone numbers
of the administrative contact for the domain name;
(iv) The name, postal address, e-mail address,
and voice and fax (if available) telephone numbers
of the billing contact for the domain name.
Any other information, which we request from you
at registration, is voluntary. Any voluntary information
we request is collected for the purpose of improving
the products and services offered to you through
your RSP.
19. DISCLOSURE AND USE OF REGISTRATION INFORMATION.
You agree and acknowledge that we will make domain
name registration information you provide available
to ICANN, to the registry administrators, and
to other third parties as applicable. You further
agree and acknowledge that we may make publicly
available, or directly available to third party
vendors, some, or all, of the domain name registration
information you provide, for purposes of inspection
(such as through our WHOIS service) or other purposes
as required or permitted by ICANN and applicable
laws.
You hereby consent to any and all such disclosures
and use of information provided by you in connection
with the registration of a domain name (including
any updates to such information), whether during
or after the term of your registration of the
domain name. You hereby irrevocably waive any
and all claims and causes of action you may have
arising from such disclosure or use of your domain
name registration information by us.
You may access your domain name registration information
in our possession to review, modify or update
such information, by accessing our domain manager
service, or similar service, made available by
us through your RSP.
We will not process data about any identified
or identifiable natural person that we obtain
from you in a way incompatible with the purposes
and other limitations which we describe in this
Agreement.
We will take reasonable precautions to protect
the information we obtain from you from our loss,
misuse, unauthorized accessor disclosure, alteration
or destruction of that information.
20. REVOCATION. Your wilful provision of inaccurate
or unreliable information, your wilful failure
promptly to update information provided to us,
or your failure to respond for over fifteen (15)
calendar days to inquiries by us concerning the
accuracy of contact details associated with the
your registration shall constitute a material
breach of this Agreement and be a basis for cancellation
of the domain name registration.
21. RIGHT OF REFUSAL. We, in our sole discretion,
reserve the right to refuse to register or reserve
your chosen domain name or register you for other
Services. In the event we do not register or reserve
your domain name or register you for other Services,
or we delete your domain name or other Services
within such thirty (30) calendar day period, we
agree to refund your applicable fee(s). You agree
that we shall not be liable to you for loss or
damages that may result from our refusal to register,
reserve, or delete your domain name or register
you for other Services.
We reserve the right to delete or transfer your
domain name within a thirty (30) day period following
registration if we believe the registration has
been made possible by a mistake, made either by
us or by a third party. We also reserve the right
to suspend a domain name during resolution of
any dispute.
22. SEVERABILITY. You agree that the terms of
this Agreement are severable. If any term or provision
is declared invalid or unenforceable, that term
or provision will be construed consistent with
applicable law as nearly as possible to reflect
the original intentions of the parties, and the
remaining terms and provisions will remain in
full force and effect.
23. NON-AGENCY. Nothing contained in this Agreement
or the Dispute Policies shall be construed as
creating any agency, partnership, or other form
of joint enterprise between the parties.
24. NON-WAIVER. Our failure to require performance
by you of any provision hereof shall not affect
the full right to require such performance at
any time thereafter; nor shall the waiver by us
of a breach of any provision hereof be taken or
held to be a waiver of the provision itself.
25. NOTICES. Any notice, direction or other communication
given under this Agreement shall be in writing
and given by sending it via e-mail or via postal
service. In the case of e-mail, valid notice shall
only have been deemed to have been given when
an electronic confirmation of delivery has been
obtained by the sender. In the case of e-mail,
notifications must be sent to us at lhutz@tucows.com,
or in the case of notification to you, to the
e-mail address provided by you in your WHOIS record.
Any e-mail communication shall be deemed to have
been validly and effectively given on the date
of such communication, if such date is a business
day and such delivery was made prior to 4:00 p.m.
EST, otherwise it will be deemed to have been
delivered on the next business day. In the case
of regular mail notice, valid notice shall be
deemed to have been validly and effectively given
5 business days after the date of mailing and,
in the case of notification to us or to RSP shall
be sent to:
Our Address:
TUCOWS Inc.
96 Mowat Avenue
Toronto, Ontario
M6K 3M1
Attention: Legal Affairs
and in the case of notification to you shall be
to the address specified in the “Administrative
Contact” in your WHOIS record.
26. ENTIRETY. You agree that this Agreement,
the rules and policies published by us and the
Dispute Policy are the complete and exclusive
agreement between you and us regarding our Services.
This Agreement and the Dispute Policy supersede
all prior agreements and understandings, whether
established by custom, practice, policy or precedent.
27. GOVERNING LAW. This Agreement shall be governed
by and interpreted and enforced in accordance
with the LAWS OF Province of ontario and the FEDERAL
LAWS OF canada applicable therein without reference
to rules governing choice of laws. Any action
relating to this Agreement must be brought in
ontario and you irrevocably consent to the jurisdiction
of such courts.
28. INFANCY. You attest that you are of legal
age to enter into this Agreement.
29. Acceptance of Agreement. YOU ACKNOWLEDGE
THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO
ALL ITS TERMS AND CONDITIONS. YOU HAVE INDEPENDENTLY
EVALUATED THE DESIRABILITY OF THE SERVICE AND
ARE NOT RELYING ON ANY REPRESENTATION AGREEMENT,
GUARANTEE OR STATEMENT OTHER THAN AS SET FORTH
IN THIS AGREEMENT.
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