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EXHIBIT A
".tv" Form of Registration Agreement
1.
AGREEMENT. In this Registration Agreement ("Agreement") "you" and "your"
refer to the registrant of each domain name registration, "we", "us" and "our"
refer to TUCOWS Inc. and "Services" refers to the .tv domain name registration
provided by us as offered through OREGON INTERNET PROPERTIES, LLC
("Reseller"). 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 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 and, further, that the domain name is not being registered for nor shall
it at any time whatsoever be used for any unlawful purpose whatsoever.
3. FEES. As consideration for the Services you have selected, you
agree to pay Reseller 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. Failure to maintain accurate information will be
considered a material breach of this Agreement and will entitle us to delete
your domain name registration.
4. 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.
5.
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 will 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 further
agree to be bound by the ICANN Uniform Dispute Resolution Policy ("Dispute
Policy") as presently written and posted on and as shall be amended from time to
time. 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. 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.
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 that is
incorporated herein and made a part of this Agreement by reference. The current
version of the Dispute Policy may be found at http://resellers.tucows.com/opensrs/legal.
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. 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.
9. POLICY. You agree that your registration of the .tv domain
name shall be subject to suspension, cancellation, or transfer pursuant to any
ICANN or government adopted policy, or pursuant to any Registrar or registry
procedure not inconsistent with an ICANN 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. You acknowledge that
you have reviewed the .tv General Terms of Service which may be found at: http://www.tv/en-def-5066945b5fcc/en/policies/tos.shtml
and expressly agree to the terms outlined therein.
10. 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.
11. 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.
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). 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 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,
affiliates and third party beneficiaires 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.
14. 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 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 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). 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
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.
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 for the purpose of improving the
products and services offered to you through your Reseller.
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 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 ICANN
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 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.
20. 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.
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. 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 within a
thirty (30) day period following registration if we believe the registration has
been made possible by a mistake, made either by us or by a third party.
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 postal service. 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,
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 Reseller 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.
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. 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.
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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