SCHEDULE B
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 (“RSP”). This Agreement explains our obligations
to you, and explains your obligations to us for various Services.
2. 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.
3. 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.
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. 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 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.
8. 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.
9. 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.
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. 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.
12. 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.
13. 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.
14.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.
15. 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.
16. 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.
17. 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.
18. 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.
19. 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.
20. 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.
21. 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.
22. 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.
23. 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.
24. 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.
25. 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.
26. INFANCY. You attest that you are of legal age to enter into this
Agreement.
27. 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.