SCHEDULE A
Form of Registration Agreement
1. AGREEMENT. In this
Registration Agreement ("Agreement") "Registrant", "you" and "your" refer
to the registrant of each domain name registration, "we", "us" and "our" refer
to TUCOWS Inc., "Registry Operator" refers to NeuStar Inc., "DOC" refers to
the United States of America Department of Commerce, and "Services" refers
to the domain name registration provided by us as offered through ZWNET INC.("RSP").
This Agreement explains our obligations to you, and explains your obligations
to us for various Services.
2. .us NEXUS REQUIREMENT. Only those individuals
or organizations that have a substantive lawful connection in the United
States are permitted to register for .usTLD domain names. Registrants in
the .us TLD must satisfy the nexus requirement ("Nexus" or "Nexus Requirements")
set out at
http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf
3. SELECTION OF A DOMAIN NAME. You certify and represent
that:
- You have and shall continue to have, a bona fide presence in
the United States on the basis of real and substantial lawful
contacts with, or lawful activities in, the United States as
defined in Section 2 hereinabove.
- The listed name servers are located within the United States;
- The data provided in the domain name registration application
is true, correct, up to date and complete, and that you will
continue to keep all of the information provided correct, up-to-date
and complete;
- 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;
- That the domain name is not being registered for nor shall
it at any time whatsoever be used for any unlawful purpose whatsoever;
- You have the authority to enter into this Registration Agreement.
4. FEES. As consideration
for the Services you have selected, you agree to pay the RSP 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").
By submitting this Agreement, you represent that the statements in
your Application are true, complete and accurate.
5. 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.
6. 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 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.
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. We will not refund any fees paid by you if you terminate
your agreement with us.
7. MODIFICATIONS TO YOUR ACCOUNT. You
shall maintain your own records appropriate to document and prove
the initial registration date of the domain name. 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.
8. 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 and the usDRP, as defined below, that is incorporated
herein and made a part of this Agreement by reference. Please take
the time to familiarize yourself with these policies.
9. DOMAIN NAME DISPUTES. You acknowledge
having read and understood and agree to be bound by the terms and
conditions of the following documents, as they may be amended from
time to time, which are hereby incorporated and made an integral
part of this Agreement:
- The Nexus Dispute Policy ("Dispute Policy), available at http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf .
The Dispute Policy will provide interested parties with an opportunity to
challenge a registration not complying with the Nexus Requirements.
- The usTLD Dispute Resolution Policy ("usDRP"). The usDRP is intended
to provide interested parties with an opportunity to challenge a registration
based on alleged trademark infringement. In addition to the foregoing,
you agree that, for the adjudication of disputes concerning or arising
from use of the Registered Name, you shall submit, without prejudice to
other potentially applicable jurisdictions, to the jurisdiction of the
courts (i) of your domicile,
- where Tucows is located, and
- the United States.
10. POLICY. You agree that your registration
of the domain name shall be subject to suspension, cancellation,
or transfer pursuant to any Tucows, Registry Operator, the DOC or
government-adopted policy, or pursuant to any registrar or registry
procedure not inconsistent with a DOC or government-adopted policy,
(1) to correct mistakes by us or the applicable Registry in registering
the name or (2) for the resolution of disputes concerning the domain name. The
Registry Operator's policies can be found at http://www.neustar.us/policies .
11. 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. You acknowledge and agree that the
domain name has not been registered solely for the purposes of selling, trading
or leasing for compensation and will be used for a business or commercial purpose.
12. 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.
13. 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.
14. INDEMNITY. You agree to release, indemnify,
and hold us, the Registry Operator, the DOC, our respective 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. This indemnification obligation
will survive the termination or expiration of this agreement.
15. 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 to be 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 may 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.
16. BREACH. You agree that failure to abide by
any provision of this Agreement including but not limited to any failure to abide
by the Nexus Requirements, 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 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.
17. 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.
18. 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. If you license use of the
domain name, you nonetheless agree that you shall accept any and all liability
for any harm caused by said licensed use and suffered by Tucows, the Registry
Operator and/or the DOC. 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.
19. 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:
- Your full name, postal address, e-mail address and telephone number and
fax number (if available) (or, if different, that of the domain name holder);
- The domain name being registered;
- The name, postal address, e-mail address, and telephone number and fax
number (if available) telephone numbers of the administrative contact,
the technical contact and the billing contact for the domain name;
- The IP addresses and names of the primary nameserver and any secondary
nameserver(s) for the domain name;
- In addition to the foregoing, you will be required to provide additional
Nexus Information. The Nexus Information requirements are set out at http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf .
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.
20. DISCLOSURE AND USE OF REGISTRATION INFORMATION. You
agree and acknowledge that we will make domain name registration information
you provide available to the DOC, to the Registry Operator, 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 the DOC 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.
21. 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 DOC or Registry Operator policy.
22. RIGHT OF REFUSAL. We, and/or Registry Operator,
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 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 a dispute.
23. 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. 24. 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.
25. 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.
26. 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 be 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
CANADA
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
27. ENTIRETY. You agree that this Agreement, the
rules and policies published by Tucows, the DOC and/or the Registry Operator
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.
28. 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.
29. INFANCY. You attest that you are of legal age
to enter into this Agreement.
30. 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. |
