1. AGREEMENT. In this Registration Agreement
("Agreement") "you" and "your" refer to each
customer, "we", us" and "our" refer to TUCOWS.com Inc.
and "Services" refers to the domain name registration provided by us
as offered through OnTarget Technologies, LLC., the Registration Service
Provider ("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,
to the best of the your knowledge and belief, neither the registration of the
SLD name nor the manner in which it is directly or indirectly used infringes
the legal rights of a third party and that the Domain Name is not being
registered for any unlawful purpose.
3. FEES. As consideration for the services you have
selected, you agree to pay to us, or your respective RSP who remits payment to
us on your behalf, 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"). You, by completing and submitting this Agreement represent
that the statements in your application are true.
4. TERM. You agree that the Registration Agreement
will remain in full force during the length of the term of your Domain Name
Registration. 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. 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 you transfer
your domain name or should the domain name otherwise be transferred due to
another Registrar, the terms and conditions of this contract shall cease and
shall be replaced by the contractual terms in force for the purpose of
registering domain names then in force between SLD holders and the new
Registrar.
5. MODIFICATIONS TO AGREEMENT. You agree, during
the period of this Agreement, that we may: (1) revise the terms and conditions
of this Agreement; and (2) change the services provided under this Agreement.
Any such revision or change will be binding and effective immediately on
posting of the revised Agreement or change to the service(s) on our web site,
or on notification to you by e-mail or regular mail as per the Notices section
of this agreement. You agree to review our web site, including the Agreement,
periodically to be aware of any 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 regular mail as per the Notices section
of this agreement. Notice of your termination will be effective on receipt and
processing by us. You agree that, by continuing to use the Services following
notice of any revision to this Agreement or change in service(s), you shall
abide by any such revisions or changes. You further agree to abide by the ICANN
Uniform Dispute Resolution Policy ("Dispute Policy") as amended from
time to time. You agree that, by maintaining the reservation or registration of
your domain name after modifications to the Dispute Policy become effective,
you have agreed to these modifications. 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.
Please safeguard your Account Identifier and Password from any unauthorized
use. In no event will 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 which 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 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 in effect
at the time of the dispute. 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. ICANN POLICY. You agree that your registration
of the SLD name shall be subject to suspension, cancellation, or transfer
pursuant to any ICANN-adopted policy, or pursuant to any registrar or registry
procedure not inconsistent with an ICANN-adopted policy, (1) to correct
mistakes by Registrar or the Registry in registering the name or (2) for the
resolution of disputes concerning the SLD name.
10. AGENCY. Should you intend to license use of a
domain name to a third party you shall nonetheless be the SLD 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 SLD. You shall accept liability for harm caused by
wrongful use of the SLD, unless you promptly disclose the identity of the
licensee to the party providing you reasonable evidence of actionable harm. You
also represent that you have provided notice of the terms and conditions in
this Agreement to the third party and that the third party agrees to the terms
of Disclosure and Use of Registration Information (sections 18 and 19 of this
Agreement).
11. ANNOUNCEMENTS. We and the RSP 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. In no event shall our maximum liability exceed five hundred
($500.00) dollars.
13. INDEMNITY. You agree to release, indemnify, and
hold us, our contractors, agents, employees, officers, directors and affiliates
harmless from all liabilities, claims and expenses, including without
limitation Network Solutions, Inc., and the directors, officers, employees and
agents of each of them, 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.
14. TRANSFER OF OWNERSHIP. The person named as
administrative contact at the time the controlling 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.
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 agree that, by registration or
reservation of your chosen domain name, such registration or reservation does
not confer immunity from objection to either 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.
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 ICANN and applicable laws may require or permit. 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 the 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 access or
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 your failure to respond for over fifteen 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 SLD registration.
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 within thirty (30) calendar days from receipt
of your payment for such 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.
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 sales@ontargettech.com 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.com
Inc.
Registrant
Affairs Office
96
Mowat Avenue
Toronto,
Ontario
M6K
3M1
- OR
-
OnTarget Technologies, LLC.
615 7th Ave. North
Birmingham,
AL 35203
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. 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.