SCHEDULE B
Form of Registration Agreement
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
Denish Inc.,
(“RSP”). This Agreement explains our obligations to you, and explains
your obligations to us for various Services.
SELECTION OF A DOMAIN NAME. You represent that:
(i) the data provided in the domain name registration application is true,
correct, up to date and complete,
(ii) 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;
(iii) that the domain name is not being registered for nor shall it at
any time whatsoever be used for any unlawful purpose whatsoever
(iv) the registered domain name will be used primarily for bona fide
business or commercial purposes and not (a) exclusively for personal use, or
(b) solely for the purposes of (1) selling, trading or leasing the domain
name for compensation, or (2) the unsolicited offering to sell, trade or
lease the domain name for compensation;
(v) you have the authority to enter into this Registration Agreement; and
(vi) the registered domain name is reasonably related to your business or
intended commercial purpose at the time of registration.
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.
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 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. 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.
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.opensrs.org/legal/udrp.shtml. Please take
the time to familiarize yourself with this policy.
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:
(i) The Uniform Domain Name Dispute Resolution Policy (“Dispute Policy),
available at http://www.icann.org/udrp/udrp.htm;
(ii) The Start-Up Dispute Resolution Policy (“SUDRP”), available at
http://www.neulevel.com/countdown/stop.html; and
(iii) The Restrictions Dispute Resolution Criteria and Rules (“RDRP”),
available at http://www.neulevel.com/;
(collectively, “Dispute Policies”).
The SUDRP sets forth the terms and conditions in connection with a
dispute between a registrant of a .biz domain name (“Registrant”) with any
third party (other than Neulevel, Inc. (“Registry Operator”) or Tucows over
the registration or use of a .biz domain name registered by you that is
subject to the Start-up Intellectual Property Notification Service (“SIPNS”).
SIPNS is a service introduced by Registry Operator to notify a trademark or
service mark holder (“Claimant”) that a second-level domain name has been
registered in which that Claimant claims intellectual property rights. In
accordance with the SUDRP and its associated Rules, those Claimants will
have the right to challenge registrations through independent ICANN-accredited
dispute resolution providers.
The Dispute Policy sets forth the terms and conditions in connection with
a dispute between a Registrant and any party other than the Registry
Operator or Registrar over the registration and use of an Internet domain
name registered by Registrant.
he RDRP sets forth the terms under which any allegation that a domain
name is not used primarily for business or commercial purposes shall be
endorsed on a case-by-case, fact specific basis by an independent ICANN-accredited
dispute provider.
POLICY. You agree that your registration of the domain name shall be
subject to suspension, cancellation, or transfer pursuant to any Tucows,
Registry Operator, ICANN or government-adopted policy, or pursuant to any
registrar or registry procedure not inconsistent with an ICANN 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.
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.
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.
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.
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.
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 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.
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, 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.
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 Policies
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. 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
or
Denish Inc.
denny@denish.com
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.
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. |
