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SCHEDULE A
Form of Registration Agreement
1. AGREEMENT. In this Registration Agreement ("Agreement")
"Registrant", "you" and "your" refer to the registrant of
each domain name registration, "we", "us" and "our" refer to
TUCOWS Inc., "Registry Operator" refers to NeuStar Inc., "DOC" refers
to the United States of America Department of Commerce, 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. .us NEXUS REQUIREMENT. Only those individuals or organizations that have a
substantive lawful connection in the United States are permitted to register for .usTLD
domain names. Registrants in the .usTLD must satisfy the nexus requirement
("Nexus" or "Nexus Requirements") set out at http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf
3. SELECTION OF A DOMAIN NAME. You certify and represent that:
- You have and shall continue to have, a bona fide presence in the United States on the
basis of real and substantial lawful contacts with, or lawful activities in, the United
States as defined in Section 2 hereinabove.
- The listed name servers are located within the United States;
- The data provided in the domain name registration application is true, correct, up to
date and complete, and that you will continue to keep all of the information provided
correct, up-to-date and complete;
- 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;
- That the domain name is not being registered for nor shall it at any time whatsoever be
used for any unlawful purpose whatsoever;
- You have the authority to enter into this Registration Agreement.
4. 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.
5. 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.
6. 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 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 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. We will not refund any fees paid by you if you terminate your agreement with us.
7. MODIFICATIONS TO YOUR ACCOUNT. You shall maintain your own records appropriate
to document and prove the initial registration date of the domain name. 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.
8. 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 and the usDRP, as defined below, that is incorporated herein and made a
part of this Agreement by reference. Please take the time to familiarize yourself with
these policies.
9. 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:
- The Nexus Dispute Policy ("Dispute Policy), available at http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf.
The Dispute Policy will provide interested parties with an opportunity to challenge a
registration not complying with the Nexus Requirements.
- The usTLD Dispute Resolution Policy ("usDRP"). The usDRP is intended
to provide interested parties with an opportunity to challenge a registration based on
alleged trademark infringement. In addition to the foregoing, you agree that, for the
adjudication of disputes concerning or arising from use of the Registered Name, you shall
submit, without prejudice to other potentially applicable jurisdictions, to the
jurisdiction of the courts (i) of your domicile,
- where Tucows is located, and
- the United States.
10. POLICY. You agree that your registration of the domain name shall be subject
to suspension, cancellation, or transfer pursuant to any Tucows, Registry Operator, the
DOC or government-adopted policy, or pursuant to any registrar or registry procedure not
inconsistent with a DOC 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. The Registry Operator's policies can be found at http://www.neustar.us/policies.
11. 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. You acknowledge and agree that the domain name
has not been registered solely for the purposes of selling, trading or leasing for
compensation and will be used for a business or commercial purpose.
12. ANNOUNCEMENTS. We 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.
13. 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.
14. INDEMNITY. You agree to release, indemnify, and hold us, the Registry Operator,
the DOC, our respective 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. This indemnification obligation will survive the termination or expiration of
this agreement.
15. TRANSFER OF OWNERSHIP. The person named as registrant on the WHOIS shall be the
registered name holder. The person named as administrative contact at the time the
controlling user name and password are secured shall be deemed to be the designate of the
registrant with the authority to manage 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 may 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. You acknowledge
that you will not be entitled to change registrars during the first sixty (60) days
following the registration of your domain name.
16. BREACH. You agree that failure to abide by any provision of this Agreement
including but not limited to any failure to abide by the Nexus Requirements, 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 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.
17. 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.
18. 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. If you license use of the domain name, you nonetheless
agree that you shall accept any and all liability for any harm caused by said licensed use
and suffered by Tucows, the Registry Operator and/or the DOC. 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.
19. 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 full name, postal address, e-mail address and telephone number and fax
number (if available) (or, if different, that of the domain name holder);
- The domain name being registered;
- The name, postal address, e-mail address, and telephone number and fax number
(if available) telephone numbers of the administrative contact, the technical contact and
the billing contact for the domain name;
- The IP addresses and names of the primary nameserver and any secondary
nameserver(s) for the domain name;
- In addition to the foregoing, you will be required to provide additional Nexus
Information. The Nexus Information requirements are set out at http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf.
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.
20. DISCLOSURE AND USE OF REGISTRATION INFORMATION. You agree and
acknowledge that we will make domain name registration information you provide available
to the DOC, to the Registry Operator, 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 the DOC 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.
21. 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 DOC or Registry Operator policy.
22. 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.
23. 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. 24. 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.
25. 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.
26. 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 be 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
CANADA
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
27. ENTIRETY. You agree that this Agreement, the rules and policies published by
Tucows, the DOC and/or the Registry Operator 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.
28. 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.
29. INFANCY. You attest that you are of legal age to enter into this Agreement.
30. 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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