Exhibit A
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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., "Registry Operator" refers to Neulevel Inc. and "Services"
refers to the domain name registration provided by us as offered
through IllDev.com search engine optimization This Agreement explains our
obligations to you, and explains your obligations to us for
various Services.
2. .BIZ Restrictions.
Registrations in the .biz top level domain must be used or
intended to be used primarily for bona fide business or
commercial purposes. For the purposes of the .biz registration
restrictions, "bona fide business or commercial use" shall mean
the bona fide use or bona fide intent to use the domain name or
any content, software, materials, graphics or other information
thereon, to permit Internet users to access one or more host
computers through the DNS:
(i) to exchange goods, services, or property of any kind;
(ii) in the ordinary course of business; or
(iii) to facilitate (i) the exchange of goods, services,
information or property of any kind; or (ii) the ordinary course
of trade or business.
For more information on the .biz restrictions, which are incorporated herein by reference, please see http://www.icann.org/tlds/agreements/biz/registry-agmt-appl-18apr01.htm.
3. Selection of a Domain Name. You represent that:
(i) 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;
(ii) 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;
(iii) that the domain name is not being registered for nor shall
it at any time whatsoever be used for any unlawful purpose
whatsoever;
(iv) the registered domain name will be used primarily for bona
fide business or commercial purposes and not (a) exclusively for
personal use, or (b) solely for the purposes of (1) selling,
trading or leasing the domain name for compensation, or (2) the
unsolicited offering to sell, trade or lease the domain name for
compensation;
(v) you have the authority to enter into this Registration
Agreement; and
(vi) the registered domain name is reasonably related to your
business or intended commercial purpose at the time of
registration.
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 further agree to be bound by
the ICANN Uniform Dispute Resolution Policy ("Dispute Policy") as
presently written and posted on http://resellers.tucows.com/opensrs/legal
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.
We will not refund any fees paid by you if you terminate your
agreement with us.
7. 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.
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 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.
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:
(i) The Uniform Domain Name Dispute Resolution Policy ("Dispute
Policy), available at http://www.icann.org/udrp/;
(ii) The Restrictions Dispute Resolution Criteria and Rules
("RDRP"), available at
http://www.icann.org/tlds/agreements/biz/registry-agmt-appm-27apr01.htm;
(collectively, "Dispute Policies").
The Dispute Policy sets forth the terms and conditions in
connection with a dispute between a Registrant and any party
other than the Registry Operator or Registrar over the
registration and use of an Internet domain name registered by
Registrant.
The RDRP sets forth the terms under which any allegation that a
domain name is not used primarily for business or commercial
purposes shall be endorsed on a case-by-case, fact specific basis
by an independent ICANN-accredited dispute provider.
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, 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.
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, our
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 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. 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, 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. 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:
(i) 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);
(ii) The domain name being registered;
(iii) 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;
(iv) The IP addresses and names of the primary nameserver and any
secondary nameserver(s) 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 RSP.
20. 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 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 willful provision of
inaccurate or unreliable information, your willful 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.
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 shall be sent to:
IllDev.com search engine optimization
Registrant Affairs
9135 Katy Freeway Suite 204
Bradenton Search Engine Optimization , Florida 77024
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, ICANN 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. 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.
31. 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.