- 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 Domain
Names Head Office (“RSP”). This Agreement explains our obligations to
you, and explains your obligations to us for the Services.
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.
FEES.
As consideration for the Services , 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 Account Information and all other statements
put forth in your application are true, complete and accurate. Both Tucows and
the Registry reserve the right to terminate your domain name registration if: (i)
information provided by you or your agent is false, inaccurate, incomplete,
unreliable, misleading or otherwise secretive; or (ii) you have failed to
maintain, update and keep your Account Information true, current, complete,
accurate and reliable. You acknowledge that a violation of this Section 3 will
constitute a material breach of this agreement which will entitle either us or
the Registry to terminate this agreement immediately without any refund and
without notice to you.
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.
MODIFICATIONS TO AGREEMENT.
You agree that either we or the Registry 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. You further
agree to be bound by the Registry dispute policy (“Dispute Policy”) as
presently written and posted on http://www.nic.cc/policies/dispute.html
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.
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.
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
that is incorporated herein and made a part of this Agreement by reference. The
current version of the Dispute Policy may be found at http://www.nic.cc/policies/dispute.html.
Please take the time to familiarize yourself with this policy.
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. 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. You acknowledge that neither we nor
the Registry screen or otherwise review your domain name application to verify
that you have the legal right to use a particular word or term. You are strongly
encouraged to perform a trademark search with respect to the words and/or
phrases comprising your domain name prior to applying for registration of the
domain. You agree that you will be solely liable in the event that your use of a
domain constitutes an infringement or other violation of a third party’s
rights.
POLICY.
You agree that your registration of the domain name shall be subject to
suspension, cancellation, or transfer pursuant to a Tucows, Registry, regulatory
or government-adopted policy, or pursuant to any registrar or registry procedure
not inconsistent with a Tucows, Registry, regulatory 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. You
acknowledge and understand that by accepting the terms and conditions of this
agreement you shall be bound by Registry policies and any pertinent rules or
policies that exist now or in the future and which are posted on the Registry
website at http://www.nic.cc/.
You are responsible for monitoring the Registry’s site on a regular basis. In
the event that you do not wish to be bound by a revision or modification to any
Registry policy, your sole remedy is to cancel your domain name registration by
following the appropriate Registry policy regarding such cancellation.
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 any third party licensee and that the third party agrees to the
terms hereof.
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.
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, including but not limited to Verisign,
Inc. and eNic Corporation, 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 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.
INDEMNITY.
You agree to release, indemnify, and hold us, our contractors, agents,
employees, officers, directors, affiliates and third party beneficiaries,
including but not limited to Verisign, Inc. and eNic Corporation, 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.
SCOPE OF REGISTRATION. You
will be entitled to exclusive use of the domain name during the term of the
registration. Notwithstanding the foregoing, you shall not use, display, exploit
or register a domain name which action may constitute illegal activity or be in
contravention or violation of a Tucows or Registry policy. You acknowledge that
a breach of this clause will constitute a material breach of this agreement
which will entitle either Tucows or the Registry to terminate this agreement
immediately upon such breach without any refund. In addition, both we and/or the
Registry may, in our sole discretion, refuse registration of your desired domain
name within thirty (30) calendar days from receipt of payment. Neither Tucows
nor the Registry shall be liable for any loss, damage or other injury whatsoever
resulting from any refusal to register your desired domain name.
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.
BREACH.
You agree that failure to abide by any provision of this Agreement, any
operating rule or policy or the Dispute Policy, 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 fifteen (15) 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.
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.
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.
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.
DISCLOSURE AND USE OF
REGISTRATION INFORMATION.
You agree and acknowledge that either we and/or the Registry may make directly
available to third parties or publicly available, some or all, of the Account
Information for inspection through our WHOIS service and for any other purposes
as may be required or permitted by applicable laws or policies. You hereby
irrevocably waive and release Tucows and/or the Registry from any and all claims
and causes of action you may have arising from any disclosure, use, or
unauthorized access of your Account Information.
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.
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.
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.
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.
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.
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. E.S.T., 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 five (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
Attn: Legal Affairs |
and in the case of notification to you shall be to the address specified in the
“Administrative Contact” in your WHOIS record.
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.
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.
INFANCY.
You attest that you are of legal age to enter into this Agreement.
FORCE MAJEURE.
You acknowledge and agree that neither we nor the Registry shall be responsible
for any failure or delay in performing our respective obligations hereunder
arising from any cause beyond our reasonable control, including but not limited
to, acts of God, acts of civil or military authority, fires, wars, riots,
earthquakes, storms, typhoons and floods.
FOREIGN LANGUAGE;
Controlling Language. In the event that you are reading this agreement in
a language other than the English language, you acknowledge and agree that the
English language version hereof shall prevail in case of inconsistency or
contradiction in interpretation or translation.
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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