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 INCREASED DEVELOPMENT. 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 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.