EXHIBIT A
Registration Agreement
In order that a party may hold a valid .ca domain name registration,
TUCOWS, requires that all registrants adhere to certain terms and
conditions. As an organization or individual applying to register,
transfer or renew an .ca domain name via the agency of Servelocity
Ltd. and/or TUCOWS you accordingly agree as follows:
- AGREEMENT. In this Registration Agreement
("Agreement") , "we", us" and "our" refer to TUCOWS Inc. and
.Services. refers to the domain name registration, transfer or renewal
services provided by us as offered through Servelocity Ltd., the
Registration Service Provider (.Reseller.). CIRA shall refer to the entity
granted the exclusive right to administer the registry for .ca domain name
registrations.
- SELECTION OF A DOMAIN NAME. You
represent that, to the best of the your knowledge and belief, neither the
registration of the domain 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.
- FEES. As consideration for the
Services you have selected, you agree to pay to us, or your respective
Reseller who remits payment to us on your behalf, the applicable 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.
- TERM. You agree that this Agreement
will remain in full force during the term of your domain name registration
as selected, recorded, and paid for upon registration of the domain
name. Should you choose to renew the term of your domain name
registration, then the term of this Agreement will be extended
accordingly. Should you transfer your domain name or should the domain
name otherwise be transferred to another Registrar, the terms and
conditions of this contract shall cease and shall be replaced by the
contractual terms in force between domain name registrants and the new
Registrar.
- 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 CIRA 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.
- 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.
- 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 the
CIRA website. Please take the time to familiarize yourself with this
policy.
- 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.
- CIRA POLICY. You agree that your
registration of the domain name shall be subject to suspension,
cancellation, or transfer pursuant to any CIRA-adopted policy, or pursuant
to any registrar or registry procedure not inconsistent with an
CIRA-adopted policy, (1) to correct mistakes by a registrar or the
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
registrant 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
thedomain name. 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).
- ANNOUNCEMENTS. We and the Reseller
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.
- 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 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 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.
- 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 attorney's fees, from claims by third parties,
including but not limited to the Reseller and CIRA 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 CIRA
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.
- TRANSFER OF OWNERSHIP. Any transfer of
ownership in and to a domain name registration shall be affected in
accordance with CIRA policies and procedures.
- BREACH. You agree that failure to abide
by any provision of this Agreement, any operating rule or policy or the
Dispute Policy, 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 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.
- 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:
- Your name and postal address (or, if different, that of the domain
name holder);
- The domain name being registered;
- The name, postal address, e-mail address, and voice and fax (if
available) telephone numbers of the administrative contact for the domain
name;
- The name, postal address, e-mail address, and voice and fax (if
available) telephone numbers of the billing contact for the domain name.
- The Internet Protocol number of the primary name server and
secondary name server(s) for each domain name registration and the
corresponding names of those name servers.
Any voluntary information we request is collected such that we can
continue to improve the products and services offered to you through your
Reseller.
- DISCLOSURE AND USE OF REGISTRATION
INFORMATION. You agree and acknowledge that we will make domain name
registration information you provide available to CIRA, to the registry
administrators, and to other third parties as CIRA 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 CIRA 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
Reseller.
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 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.
- 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.
- 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 Policy 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 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 Reseller to lhutz@tucows.com or
[Insert E-mail Address for Reseller] 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 Reseller shall be sent to:
TUCOWS Com Co
Registrant Affairs Office
96 Mowat Avenue
Toronto, Ontario
M6K 3M1
OR Servelocity Ltd.
3 The Parade ,Castletown, Isle of Man, IM9 1LG
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.
- INCONSISTENCIES WITH CIRA. In the event
that this Agreement may be inconsistent with any term, condition , policy
or procedure of CIRA, the term, condition, policy or procedure of CIRA
shall prevail.
- 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.
- 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.