Registration
Agreement for .Com, .Net and .Org Domains
gTLD
Registration Agreement (Exhibit A)
1. AGREEMENT. In this Registration Agreement ("Agreement")
"you" and "your" refer to each customer,
"we", us" and "our" refer to
Tucows.com Inc. and "Services" refers to the
domain name registration provided by us as offered through
Your-Site Virtual Servers, the Registration Service Provider
("RSP"). This Agreement explains our obligations
to you, and explains your obligations to us for various
Services.
2. SELECTION OF A DOMAIN name. You represent that, to
the best of the your knowledge and belief, neither the
registration of the SLD name nor the manner in which it
is directly or indirectly used infringes the legal rights
of a third party and that the Domain Name is not being
registered for any unlawful purpose.
3. FEES. As consideration for the services you have selected,
you agree to pay to us, or your respective RSP who remits
payment to us on your behalf, the applicable service(s)
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"). You, by completing and submitting
this Agreement represent that the statements in your application
are true.
4. TERM. You agree that the Registration Agreement will
remain in full force during the length of the term of
your Domain Name Registration. Should you choose to renew
or otherwise lengthen the term of your Domain Name Registration,
then the term of this Registration Agreement will be extended
accordingly. This Agreement will remain in full force
during the length of the term of your Domain Name Registration
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 will be extended
accordingly. Should you transfer your domain name or should
the domain name otherwise be transferred due to another
Registrar, the terms and conditions of this contract shall
cease and shall be replaced by the contractual terms in
force for the purpose of registering domain names then
in force between SLD holders and the new Registrar.
5. MODIFICATIONS TO AGREEMENT. You agree, during the period
of this Agreement, that we may: (1) revise the terms and
conditions of this Agreement; and (2) change the services
provided under this Agreement. Any such revision or change
will be binding and effective immediately on posting of
the revised Agreement or change to the service(s) on our
web site, or on notification to you by e-mail or regular
mail as per the Notices section of this agreement. You
agree to review our web site, including the Agreement,
periodically to be aware of any 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 regular mail as per the Notices section
of this agreement. Notice of your termination will be
effective on receipt and processing by us. You agree that,
by continuing to use the Services following notice of
any revision to this Agreement or change in service(s),
you shall abide by any such revisions or changes. You
further agree to abide by the ICANN Uniform Dispute Resolution
Policy ("Dispute Policy") as amended from time
to time. You agree that, by maintaining the reservation
or registration of your domain name after modifications
to the Dispute Policy become effective, you have agreed
to these modifications. 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. Please safeguard your
Account Identifier and Password from any unauthorized
use. In no event will 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 Policy which is incorporated herein and made
a part of this Agreement by reference. The current version
of the Dispute Policy may be found at
http://resellers.tucows.com/opensrs/legal/. 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 Dispute Policy in effect at the time of the dispute.
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
Dispute Policy. For any dispute, you agree to submit to
the jurisdiction of the courts of The Province of Ontario.
9. ICANN POLICY. You agree that your registration of the
SLD name shall be subject to suspension, cancellation,
or transfer pursuant to any ICANN-adopted policy, or pursuant
to any registrar or registry procedure not inconsistent
with an ICANN-adopted policy, (1) to correct mistakes
by Registrar or the Registry in registering the name or
(2) for the resolution of disputes concerning the SLD
name.
10. AGENCY. Should you intend to license use of a domain
name to a third party you shall nonetheless be the SLD
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 SLD. You
shall accept liability for harm caused by wrongful use
of the SLD, unless you promptly disclose the identity
of the licensee to the party providing you reasonable
evidence of actionable harm. You also represent that you
have provided notice of the terms and conditions in this
Agreement to the third party and that the third party
agrees to the terms of Disclosure and Use of Registration
Information (sections 18 and 19 of this Agreement).
11. ANNOUNCEMENTS. We and the RSP 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). We and our contractors shall
not 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 states do not allow
the exclusion or limitation of liability for consequential
or incidental damages, in such states, 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 mis-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
and affiliates harmless from all liabilities, claims and
expenses, including without limitation Network Solutions,
Inc., and the directors, officers, employees and agents
of each of them, 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 with your computer, 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
may be considered by us to be a breach of your Agreement
and may result in deactivation of your domain name.
14. TRANSFER OF OWNERSHIP. The person named as administrative
contact at the time the controlling 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.
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 agree that, by registration or reservation
of your chosen domain name, such registration or reservation
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 such that we can continue to improve
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 ICANN and
applicable laws may require or permit. 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 the applicable laws.
You hereby consent to any and all such disclosures and
use of, and guidelines, limits and restrictions on disclosure
or 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
access or 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 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 SLD 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 within
thirty (30) calendar days from receipt of your payment
for such 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.
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 Policy 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 regular mail. 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
notification to us or to the RSP to
lhutz@Tucows.com or hostmaster@your-site.com
or, in the case of notice to you, at 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 the RSP shall
be sent to:
Tucows.com Inc. Registrant Affairs Office 96 Mowat Avenue
Toronto, Ontario M6K 3M1 - OR - [Insert RSP address] 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. |