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EXHIBIT A
Registration Agreement for .UK Domains
In order that a party may hold a valid .co.uk or .org.uk
domain name registration, TUCOWS, requires that all registrants
adhere to certain terms and conditions. As an organization
or individual applying to register, transfer or renew
an .ca domain name via the agency of Ontrel Technologies
Inc. and/or TUCOWS you accordingly agree as follows:
- AGREEMENT. In this Registration
Agreement ("Agreement") , "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 Ontrel Technologies Inc.,
the Registration Service Provider (“Reseller”). Nominet
UK shall refer to the entity granted the exclusive
right to administer the registry for .uk domain name
registrations.
- 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.
- FEES. As consideration for
the Services you have selected, you agree to pay to
us, or your respective Reseller 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.
- TERM. You agree that this
Agreement will remain in full force during the term
of your domain name registration as selected, recorded,
and paid for upon registration of the domain name.
Should you choose to renew the term of your domain
name registration, then the term of this Agreement
will be extended accordingly. . 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 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.
- 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.
- 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.
- 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/DisputeResolution/DrsPolicy/.
Please take the time to familiarize yourself with
this policy.
- 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.
- 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/nominet-terms.html.
When you submit a request for a
domain name registration with Tucows and/or Reseller,
you will be entering into two contracts - one contract
with Tucows and/or Reseller and one contract with
Nominet UK. Nominet UK is the UK registry for .uk
domain names.
Tucows and Reseller 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 Reseller 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.
- 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 thedomain 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).
- ANNOUNCEMENTS. We and the
Reseller 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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 name and postal address
(or, if different, that of the domain name holder);
- The domain name being registered;
- The name, postal address, e-mail
address, and voice and fax (if available) telephone
numbers of the administrative contact for the
domain name;
- 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
Reseller.
- 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 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
- 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.
- 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.
- 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.
- 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.
- 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.
- 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 Reseller to lhutz@tucows.com or support@ontrel.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 Reseller shall be sent
to:
TUCOWS Com Co
Registrant Affairs Office
96 Mowat Avenue
Toronto, Ontario
M6K 3M1
OR -
Ontrel Technologies Inc.
34 Princeton Terrace,
Brampton, Ontario
L6S 3S8
and in the case of notification to you shall be to
the address specified in the “Administrative Contact”
in your WHOIS record.
- 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.
- 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.
- INFANCY. You attest that
you are of legal age to enter into this Agreement.
- 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.
- 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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