US gTLD Domain Registration Agreement
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 Sipero Online, 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 GUARANTEE. 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 [Insert E-mail Address for RSP ] 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
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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