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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 OSMnic.com and OSM Graphics,
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 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.osmnic.com/dispute.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 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 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 info@osmnic.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 -
OSMnic.com
OSM Graphics
158 Boundary Rd.
Roslin, Ontario
K0K 2Y0
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.
