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 Pagematic Inc. (“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.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 on the WHOIS shall
be the registered name holder. The person named as administrative contact at the time the
controlling user name and password are secured shall be deemed the designate of the
registrant with the authority to manage 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 any failure to respond to inquiries by us addressed to the email
address of the registrant, the administrative, billing or technical contact appearing in
the “Whois” directory with respect to a domain name concerning the accuracy of
contact details associated with the registration shall constitute a material breach of
this Agreement and be a basis for cancellation of the domain name registration. Any
information collected by us concerning an identified or identifiable natural person
(“Personal Data”) will be used in connection with the registration of your
domain name(s) and for the purposes of this Agreement and as required or permitted by the
ICANN Agreement or an ICANN/Registry Operator policy.
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.
