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 additional procedures, terms and
obligations outlined at (http://www.opensrs.org/dotinfo_FAQ.shtml). 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.opensrs.org/legal/udrp.shtml
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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