APPENDIX A
Form of Registration Agreement
Registration Agreement
1. AGREEMENT. In this Registration Agreement ("Agreement")
"you" and "your" refer to each customer,
"we", "us" and "our" refer to
TUCOWS Inc. and "Services" refers to the domain name
registration provided by us as offered through Web Site Hosting
Corp. ,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 repective 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 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.html. 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 noninfringement. 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 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 accessor
disclosure, alteration or destruction of that information.
20. REVOCATION. Your willful provision of inaccurate
or unreliable information, your willful 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@websitehostingcorp.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 Inc.
Registrant Affairs Office
96 Mowat Avenue
Toronto, Ontario
M6K 3M1
- OR -
Web Site Hosting Corp.
6252 Pebble Beach Dr.
Vallejo, CA 94591 U.S.A.
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.
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