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SCHEDULE A
Form of Registration Agreement
In order that a party may hold a valid .co uk or .org uk domain name
registration, Tucows Inc. requires that all registrants adhere to
certain terms and conditions. As an organization or individual
applying to register, transfer or renew an .uk domain name via the
agency of [insert RSP name] and/or Tucows Inc., you accordingly agree
as follows:
1. AGREEMENT. In this Registration Agreement ("Agreement"), "Tucows",
"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 Top Notch Hosting, the Registration Service
Provider ("RSP"). NOMINET UK shall refer to the entity granted the
exclusive right to administer the registry for .uk domain name
registrations.
2. 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.
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 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 NOMINET UK
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.nic.uk/ref/drs.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.
9. NOMINET UK POLICY. You agree that your registration of the
domain name shall be subject to suspension, cancellation, or transfer
pursuant to any NOMINET UK-adopted policy, term or condition, or
pursuant to any registrar or registry procedure not inconsistent with
an NOMINET UK-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. The current NOMINET UK terms and
conditions can be found at
http://www.nominet.org.uk/ref/terms.html.
When you submit a request for a domain name registration with Tucows
and/or RSP, you will be entering into two contracts - one contract
with Tucows and/or RSP and one contract with NOMINET UK. NOMINET UK is
the UK registry for .uk domain names.
Tucows and RSP will act as agents on your behalf by submitting your
application to NOMINET for you, however, you will still be entering
into a direct contract between you and NOMINET UK. This is a separate
contract from this agreement; it is attached hereto and may also be
found at
http://resellers.tucows.com/opensrs/uk/ukterms.
Tucows and RSP must also make you aware that by accepting NOMINET's
terms and conditions you are consenting to NOMINET using your personal
data for a variety of reasons. In particular, your name and address
may be published as part of NOMINET's WHOIS look-up service.
10. 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
the domain 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).
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 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.
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
attorney's fees, from claims by 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. Any transfer of ownership in and to
a domain name registration shall be affected in accordance with
NOMINET UK policies and procedures.
15. 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.
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; and (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 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 NOMINET UK, to the registry administrators,
and to other third parties as NOMINET UK 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 NOMINET UK 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 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 NOMINET UK Agreement or a NOMINET UK/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 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 five (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 Inc.
Registrant Affairs Office
96 Mowat Avenue
Toronto, Ontario M6K 3M1
CANADA
OR -
Top Notch Hosting
P.O. Box 2792
Fair Lawn, NJ 07410
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. INCONSISTENCIES WITH NOMINET UK. In the event that this
Agreement may be inconsistent with any term, condition, policy or
procedure of NOMINET UK, the term, condition, policy or procedure of
NOMINET UK shall prevail.
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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