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 SaskNow Technologies, the
Registration Service Provider ("RSP"). This Agreement explains our obligations
to you, and explains your obligations to us for the Services.
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 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 breach of this Section 3 will constitute a material breach
of our agreement which will entitle either us or the Registry to terminate this
agreement immediately upon such breach without any refund and without notice to
you.
4. TERM. This Agreement will remain in full force during the
length of the term of your Domain Name Registration 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 will 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 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 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 ICANN Uniform
Dispute Resolution Policy ("Dispute Policy") as presently written and posted on
http://www.icann.org/udrp and as such
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 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.icann.org/udrp. 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 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. For any dispute, you agree to submit to the jurisdiction of the
courts of The Province of Ontario.
9. POLICY. You agree that your registration of the domain name
shall be subject to suspension, cancellation, or transfer pursuant to a Tucows,
Registry, ICANN or government-adopted policy, or pursuant to any registrar or
registry procedure not inconsistent with a Tucows, Registry, 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 any 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). We and our contractors shall not 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 states do not allow the exclusion or
limitation of liability for consequential or incidental damages, in such
states, 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.
13. INDEMNITY. You agree to release, indemnify, and hold us, our
contractors, agents, employees, officers, directors and affiliates and
VeriSign, Inc., and its directors, officers, employees, agents and affiliates
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 with your computer, 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 may be considered by us to 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.
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.
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 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; and
(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 such that we can continue to improve 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, and guidelines, limits and restrictions on disclosure
or 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.
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
Policy 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 regular mail. 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 notification to us or to the RSP
to lhutz@tucows.com or [Insert E-mail
Address for RSP] or, in the case of notice to you, at 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 the RSP shall be sent to:
TUCOWS Inc.
Registrant Affairs Office
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. FORCE MAJEURE. You acknowledge and agree that neither we nor
the Registry shall be responsible for any failures or delays 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.
30. 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.
31. 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.