EXHIBIT A. Registration Agreement
1. In this Registration Agreement (“Agreement”) “Registrant”, “you” and “your” refers
to the registrant of each domain name registration, “we”, “us” and “our” refers
to Tucows.com Co., and “Services” refers to the domain name registration
services provided by us as offered through
HostMySite.com, the Registration Service Provider
(“Reseller”). Any reference to a “registry,” “Registry” or “Registry Operator”
shall refer to the registry administrator of the applicable TLD or ccTLD. This
Agreement explains our obligations to you, and explains your obligations to us
for the Services. By agreeing to the terms and conditions set forth in this
Agreement, you are also agreeing to be bound by the rules and regulations set
forth by a registry for that particular registry only.
2. SELECTION
OF A DOMAIN NAME. You acknowledge and agree that we cannot guarantee that
you will obtain a desired domain name registration, even if an inquiry indicates
that a domain name is available at the time of your application for same. 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 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.
3. FEES. As
consideration for the Services, you agree to pay Reseller the applicable
service(s) fees prior to the effectiveness of a desired domain name registration
or any renewal thereof. All fees payable hereunder are non-refundable even if
your domain name registration is suspended, cancelled or transferred prior to
the end of your current registration term. 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 represent that the Account Information and all other
statements put forth in your application are true, complete and accurate. Both
Tucows and each registry reserves the right to terminate your domain name
registration if: (i) information provided by you or your agent is false,
inaccurate, incomplete, unreliable, misleading or otherwise secretive; or (ii)
you have failed to maintain, update and keep your Account Information true,
current, complete, accurate and reliable. You acknowledge that a breach of this
Section 3 will constitute a material breach of our Agreement which will entitle
either us or a registry to terminate this Agreement immediately upon such breach
without any refund and without notice to you.
4. TERM. This
Agreement will remain in effect during the term of your domain name registration
as selected, recorded and paid for at the time of registration or any renewal
thereof. Should the domain name be transferred to another registrar, the terms
and conditions of this Agreement shall cease.
5. MODIFICATIONS TO
AGREEMENT. You acknowledge that the practice of registering and
administering domain names is constantly evolving; therefore, you agree that
Tucows may modify this Agreement, or any other related and/or applicable
agreement, as is necessary to comply with its agreements with ICANN, a registry
or any other entity or individual, as well as to adjust to changing
circumstances. Your continued use of the domain name registered to you will
constitute your acceptance of this Agreement with any revisions. If you do not
agree to any change, you may request that your domain name registration be
cancelled or transferred to a different accredited registrar. You agree that
such cancellation or request for transfer will be your exclusive remedy if you
do not wish to abide by any change to this Agreement, or any other related
and/or applicable agreement.
6. MODIFICATIONS TO YOUR ACCOUNT. In
order to change any of your account information with us, you must use the
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. NO GUARANTY.
You acknowledge that registration or reservation of your chosen domain name does
not confer immunity from objection to the registration, reservation or use of
the domain name.
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 adopted by
the applicable registry. 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 applicable policy. If Tucows is
notified that a complaint has been filed with a judicial or administrative body
regarding your domain name, Tucows may, at its sole discretion, suspend your
ability to use your domain name or to make modifications to your registration
records until (i) Tucows is directed to do so by the judicial or administrative
body, or (ii) Tucows receives notification by you and the other party contesting
your domain that the dispute has been settled. Furthermore, you agree that if
you are subject to litigation regarding your registration or use of your domain
name, Tucows may deposit control of your registration record into the registry
of the judicial body by supplying a party with a registrar certificate from us.
9. POLICY. You agree that your registration of the domain name
shall be subject to suspension, cancellation, or transfer pursuant to a Tucows,
registry, ICANN or government-adopted policy, or pursuant to any registrar or
registry procedure not inconsistent with a Tucows, registry, ICANN or
government-adopted policy, (1) to correct mistakes by us or a registry in
registering the name or (2) for the resolution of disputes concerning the domain
name.
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 will secure the
agreement of any third party to the terms and conditions in this Agreement
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 the initial registration of your domain name. Tucows and its directors,
employees, affiliates, subsidiaries, agents and third party providers, ICANN and
the applicable registries 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.
13. INDEMNITY. You agree to release,
indemnify, and hold Tucows, its contractors, agents, employees, officers,
directors and affiliates, ICANN, the applicable registries and their respective
directors, officers, employees, agents and affiliates harmless from all
liabilities, claims and expenses, including attorney’s fees, of third parties
arising out of or relating to the registration or use of the domain name
registered in your name including without limitation infringement by you or a
third party with access to your Account Identifier and Password. You also agree
to release, indemnify and hold us harmless pursuant to the terms and conditions
contained in the applicable 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 the suspension or
cancellation of your domain name. This indemnification obligation will survive
the termination or expiration of this Agreement.
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 Account Identifier 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. 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. 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.
17. 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:
(a) your name
and postal address (or, if different, that of the domain name holder);
(b) the domain name being registered;
(c) the name, postal
address, e-mail address, and voice and fax (if available) telephone numbers of
the administrative contact for the domain name;
(d) the name, postal
address, e-mail address, and voice and fax (if available) telephone numbers of
the billing contact for the domain name; and
(e) the name, postal
address, e-mail address, and voice and fax (if available) telephone numbers of
the technical contact for the domain name.
Any voluntary information we
request is collected in order that we can continue to improve the products and
services offered to you through your Reseller.
18. 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, law enforcement agencies 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.
(a) 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.
(b) 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.
(c) We will not process or maintain 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.
(d) We will take reasonable precautions to protect the information we
obtain from you from our loss, misuse, unauthorized disclosure, alteration or
destruction of that information.
19. OBLIGATION TO MAINTAIN
WHOIS. 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 ICANN or an applicable registry policy.
20. REVOCATION. We, in our sole discretion, reserve the right to deny, cancel,
suspend, transfer or modify any domain name registration to correct a mistake,
protect the integrity and stability of the company and any applicable registry,
to comply with any applicable laws, government rules, or requirements, requests
of law enforcement, in compliance with any dispute resolution process, or to
avoid any liability, civil or criminal. You agree that we shall not be liable to
you for loss or damages that may result from our refusal to register or cancel,
suspend, transfer or modify your domain name registration.
21. INCONSISTENCIES WITH REGISTRY POLICIES. In the event that this Agreement may
be inconsistent with any term, condition, policy or procedure of an applicable
registry, the term, condition, policy or procedure of the applicable registry
shall prevail.
22. 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.
23. 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 be given when an electronic confirmation of delivery has been obtained by the sender. E-mail notification to HostMySite.com must be sent to domains@hostmysite.com. Any notice to you will be sent to the e-mail address provided by you in your WHOIS record. 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 Postal notices to HostMySite.com shall be sent to:
HostMySite.com
Attn: Domain Registration
650 Pencader Drive
Newark, DE 19702
and in the case of notification to you shall be sent to the address specified in the “Administrative Contact” in your WHOIS record.
24. ENTIRETY. You agree that this Agreement, the applicable dispute policy and
the rules and policies published by Tucows and any applicable registry or other
governing authorities are the complete and exclusive agreement between you and
us regarding our Services.
25. 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.
26. INFANCY. You attest that you are
of legal age to enter into this Agreement.
27. FORCE MAJEURE. You
acknowledge and agree that neither we nor the applicable registry shall be
responsible for any failures or delays in performing our respective obligations
hereunder arising from any cause beyond our reasonable control, including but
not limited to, acts of God, acts of civil or military authority, fires, wars,
riots, earthquakes, storms, typhoons and floods.
28. PRIVACY.
Information collected about you is subject to the terms of Tucows’ privacy
policy, the terms of which are hereby incorporated by reference. Tucows’ privacy
policy can be found at: http://www.tucows.com/privacy.html
29. 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. TLD’S. The following additional provisions apply to any domain names that
you register through Tucows with the various registries:
(a) .com/net
Domains: In the case of a “.com” or “.net” registration, the following terms
and conditions will apply:
(i) Submission to UDRP. Registrant agrees to submit to proceedings
under ICANN’s Uniform Domain Dispute Policy (“UDRP”) (http://www.icann.org/dndr/udrp/policy.htm)
and comply with the requirements set forth by the Registry; these policies are
subject to modification.
(b) .org Domains: In the case of a
“.org” registration, the following terms and conditions will apply:
(i) Submission to UDRP. Registrant agrees to submit to proceedings
under ICANN’s Uniform Domain Dispute Policy (“UDRP”) (http://www.icann.org/dndr/udrp/policy.htm)
and comply with the requirements set forth by the Registry. These policies are
subject to modification.
(c) .info Domains: In the case of a
“.info” registration, the following terms and conditions will apply:
(i) Registrant’s Personal Data. You consent to the use, copying,
distribution, publication, modification, and other processing of Registrant’s
personal data by Afilias, the .INFO registry, and its designees and agents, in
a manner consistent with the purposes specified pursuant to its contract.
(ii) Submission to UDRP. Registrant agrees to submit to proceedings
under ICANN’s Uniform Domain Dispute Policy (“UDRP”) (http://www.icann.org/dndr/udrp/policy.htm)
and comply with the requirements set forth by the Registry. These policies are
subject to modification.
(iii) Reservation of Rights. Tucows and
Afilias expressly reserve the right to deny, cancel, transfer, or modify any
registration that either registrar or Afilias deems necessary, at its
discretion, to protect the integrity and stability of the registry, to comply
with any applicable law, any government rule or requirement, any request of
law enforcement, any dispute resolution process, or to avoid any liability,
civil or criminal, on the part of the registrar and/or Afilias, as well as
their affiliates, subsidiaries, executives, directors, officers, managers,
employees, consultants, and agents. The registrar and Afilias also reserve the
right to suspend a domain name or its registration data during resolution of a
dispute.
(d) .biz Domains. In the case of a “.biz”
registration, the following terms and conditions will apply:
(i) .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:
(A) to exchange goods, services, or property of any kind;
(B) in the ordinary course of business; or
(C) 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.
(ii) Selection of a Domain Name. You represent that:
(A) 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;(B) 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;(C) that the domain name is not being registered for nor shall it at
any time whatsoever be used for any unlawful purpose whatsoever;(D) 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;(E) you have the authority to enter
into this Registration Agreement; and(F) the registered domain name
is reasonably related to your business or intended commercial purpose at the
time of registration.
(iii) Provision of Registration Data. As
part of the registration process, you are required to provide us with certain
information and to keep the information true, current, complete, and accurate
at all times. The information includes the following:(A) your full name;
(B) your postal address;
(C) your e-mail address;
(D) your voice telephone number;
(E) your fax number (if applicable);
(F) the name of an authorized person for contact purposes in the case of a registrant that is an organization, association, or corporation;
(G) the IP addresses of the primary nameserver and any secondary nameserver for the domain name;
(H) the corresponding names of the primary and secondary
nameservers;(I) the full name, postal address, e-mail address,
voice telephone number, and, when available, fax number of the
administrative, technical, and billing contacts, and the name holder for the
domain name; and(J) any remark concerning the domain name that
should appear in the WHOIS directory.(K) You agree and understand
that the foregoing registration data will be publicly available and
accessible on the WHOIS directory as required by ICANN and/or registry
policies, and may be sold in bulk in accordance with the ICANN agreement.
(iv) 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:(A) The Uniform Domain Name Dispute Resolution Policy (“Dispute
Policy), available at: http://www.icann.org/dndr/udrp/policy.htm;(B) The Restrictions Dispute Resolution Criteria and Rules (“RDRP”),
available at: http://www.icann.org/tlds/agreements/biz/registry-agmt-appm-27apr01.htm;(collectively, the “Dispute Policies”).
(v) The Dispute
Policy sets forth the terms and conditions in connection with a dispute
between a Registrant and any party other than the Registry or Registrar over
the registration and use of an Internet domain name registered by Registrant.
(vi) 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.
(e) .name Domains. In the
case of a “.name” registration, the following terms and conditions will apply:
(i) .name Restrictions. Registrations in the .name top-level
domain must constitute an individual’s “Personal Name”. For purposes of the
.name restrictions (the “Restrictions”), a “Personal Name” is a person’s legal
name, or a name by which the person is commonly known. A “name by which a
person is commonly known” includes, without limitation, a pseudonym used by an
author or painter, or a stage name used by a singer or actor.
(ii) .name Representations. As a .name domain name registrant, you hereby represent that:
(A) the registered domain name or second level domain (“SLD”)
e-mail address is your Personal Name.(B) 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, current and complete,(C) 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;(D) that the domain name is not being
registered for nor shall it at any time whatsoever be used for any unlawful
purpose whatsoever;(E) the registration satisfies the Eligibility Requirements found at: http://www.icann.org/tlds/agreements/name/registry-agmt-appl-8aug03.htm;
and(F) you have the authority to enter into this Registration Agreement.
(iii) E-mail Forwarding Services. The Services for
which you have registered may, at your option, include e-mail forwarding. To
the extent you opt to use e-mail forwarding, you are obliged to do so in
accordance with all applicable legislation and are responsible for all use of
e-mail forwarding, including the content of messages sent through e-mail
forwarding.You undertake to familiarize yourself with the content of
and to comply with the generally accepted rules for Internet and e-mail usage.
This includes, but is not limited to the Acceptable Use Policy, available at
http://www.nic.name/downloads/aup.pdf
as well as the following restrictions. Without prejudice to the foregoing, you
undertake not to use e-mail forwarding:(A) to encourage, allow or participate in any form of illegal or
unsuitable activity, including but not restricted to the exchange of
threatening, obscene or offensive messages, spreading computer viruses,
breach of copyright and/or proprietary rights or publishing defamatory
material;(B) to gain illegal access to systems or networks by
unauthorized access to or use of the data in systems or networks, including
all attempts at guessing passwords, checking or testing the vulnerability of
a system or network or breaching the security or access control without the
sufficient approval of the owner of the system or network;(C) to
interrupt data traffic to other users, servers or networks, including, but
not restricted to, mail bombing, flooding, Denial of Service (DoS) attacks,
wilful attempts to overload another system or other forms of harassment; or(D) for spamming, which includes, but is not restricted to, the mass
mailing of unsolicited e-mail, junk mail, the use of distribution lists
(mailing lists) which include persons who have not specifically given their
consent to be placed on such distribution list. Users are not permitted to
provide false names or in any other way to pose as somebody else when using
e-mail forwarding.(iv) Registry reserves the right to implement
additional anti-spam measures, to block spam or mail from systems with a
history of abuse from entering Registry’s e-mail forwarding. However, due to
the nature of such systems, which actively block messages, Registry shall make
public any decision to implement such systems a reasonable time in advance, so
as to allow you or us to give feedback on the decision.(v) You
understand and agree that Registry may delete material that does not conform
to clause (c) above or that in some other way constitutes a misuse of e-mail
forwarding. You further understand and agree that Registry is at liberty to
block your access to e-mail forwarding if you use e-mail forwarding in a way
that contravenes this Agreement. You will be given prior warning of
discontinuation of the e-mail forwarding unless it would damage the reputation
of Registry or jeopardize the security of Registry or others to do so.
Registry reserves the right to immediately discontinue e-mail forwarding
without notice if the technical stability of e-mail forwarding is threatened
in any way, or if you are in breach of this Agreement. On discontinuing e-mail
forwarding, Registry is not obliged to store any contents or to forward unsent
e-mail to you or a third party.(vi) You understand and agree that to
the extent either we and/or Registry is required by law to disclose certain
information or material in connection with your e-mail forwarding, either we
and/or Registry will do so in accordance with such requirement and without
notice to you.(vii) 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. You hereby
acknowledge that you have 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.(A) the Eligibility Requirements (the “Eligibility
Requirements”), available at: http://www.icann.org/tlds/agreements/name/registry-agmt-appl-8aug03.htm;(B) the Eligibility Requirements Dispute Resolution Policy (the
“ERDRP”), available at: http://www.icann.org/tlds/agreements/name/registry-agmt-appm-8aug03.htm;
and(C) the Uniform Domain Name Dispute Resolution Policy (the “UDRP”), available at:
http://www.icann.org/dndr/udrp/policy.htm.(viii) The Eligibility Requirements dictate that Personal Name
domain names and Personal Name SLD e-mail addresses will be granted on a
first-come, first-served basis. The following categories of Personal Name
Registrations may be registered: (i) the Personal Name of an individual; (ii)
the Personal Name of a fictional character, if you have trademark or service
make rights in that character’s Personal Name; (iii) in addition to a Personal
Name registration, you may add numeric characters to the beginning or the end
of the Personal Name so as to differentiate it from other Personal Names.(ix) The ERDRP applies to challenges to (i) registered domain names
and SLD e-mail address registrations within .name on the grounds that a
Registrant does not meet the Eligibility Requirements, and (ii) to Defensive
Registrations (as defined by the Registry) within .name.(x) The UDRP
sets forth the terms and conditions in connection with a dispute between a
Registrant and party other than the Registry or Tucows over the registration
and use of an Internet domain name registered by a Registrant.
31. ccTLD’S
(a) .ca Domains. In the case of a “.ca” registration, the following terms and conditions will apply:
(i) 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.cira.ca/en/cat_Dpr.html.
Please take the time to familiarize yourself with this policy.(ii)
Registry Policy. You agree that your registration of the domain name shall be
subject to suspension, cancellation, or transfer pursuant to any
Registry-adopted policy, or pursuant to any registrar or registry procedure
not inconsistent with a Registry adopted policy, (1) to correct mistakes by
Tucows or the Registry in registering the name or (2) for the resolution of
disputes concerning the domain name.(iii) Transfer of Ownership. Any
transfer of ownership in and to a domain name registration shall be affected
in accordance with registry policies and procedures.(iv) Registry
Agreement and Policy. You acknowledge and understand that by accepting the
terms and conditions of this agreement you shall be bound by the Registry’s
Registrant Agreement, the Registry’s policies and any pertinent rules or
policies that exist now or in the future and which are posted on the Registry
website at http://www.cira.ca/en/doc_Registrar.html.
You are responsible for monitoring the Registry’s site on a regular basis. In
the event that you do not wish to be bound by a revision or modification to
any Registry agreement or policy, your sole remedy is to cancel your domain
name registration by following the appropriate Registry policy regarding such
cancellation.(v) You acknowledge and agree that the Registry shall
not be liable to you for any loss, damage, or expense arising out of the
Registry’s failure or refusal to register a domain name, it’s failure or
refusal to renew a domain name registration, it’s registration of a domain
name, it’s failure or refusal to renew a domain name registration, it’s
renewal of a domain name registration, it’s failure or refusal to transfer a
domain name registration, it’s transfer of a domain name registration, it’s
failure or refusal to maintain or modify a domain name registration, it’s
maintenance of a domain name registration, it’s modification of a domain name
registration, it’s failure to cancel a domain name registration or it’s
cancellation of a domain name registration from the Registry;
(b) .cc Domains. In the case of a “.cc” registration, the following terms and conditions will apply:
(i) 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://www.nic.cc/policies/dispute.html.
Please take the time to familiarize yourself with this policy.(ii)
Registry Policy. You acknowledge and understand that by accepting the terms
and conditions of this agreement you shall be bound by Registry policies and
any pertinent rules or policies that exist now or in the future and which are
posted on the Registry website at http://www.nic.cc/. You are responsible for
monitoring the Registry’s site on a regular basis. In the event that you do
not wish to be bound by a revision or modification to any Registry policy,
your sole remedy is to cancel your domain name registration by following the
appropriate Registry policy regarding such cancellation.
(c) .ch Domains. In the case of a “.ch” registration, the following terms and conditions shall apply:
(i) Registry Policy. You acknowledge and understand that by
accepting the terms and conditions of this agreement you shall be bound by
Registry policies and any pertinent rules or policies that exist now or in the
future and which are posted on the Registry website at
http://www.switch.ch/id/terms. You are responsible for monitoring the
Registry’s site on a regular basis. In the event that you do not wish to be
bound by a revision or modification to any Registry policy, your sole remedy
is to cancel your domain name registration by following the appropriate
Registry policy regarding such cancellation.(ii) 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 .ch
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://www.switch.ch/id/disputes/rules. Please take the time to familiarize
yourself with this policy.
(d) .cn Domains. In the case of a “.cn” registration, the following terms and conditions shall apply:
(i) “Registry” means the China Internet Network Information
Center, which is the authority responsible for the administration of the
national top-level domain of the People’s Republic of China and the Chinese
domain name system;(ii) “Registry Gateway” means the service provided
by the Registry Operator that facilitates the registration of .cn domain names
by registrars operating outside of the People’s Republic of China;(iii) “Registry Operator” means Neustar, Inc., the company authorized
to facilitate the registration of .cn domain names by registrars operating
outside of the People’s Republic of China.(iv) Restrictions. You
agree that you shall not register or use a domain name that is deemed by CNNIC
to:(A) be against the basic principles prescribed in the
Constitution of the Peoples Republic of China (“PRC”);(B)
jeopardize national security, leak state secrets, intend to overturn the
government or disrupt the integrity of the PRC;(C) harm national
honour and national interests of the PRC;(D) instigate hostility or
discrimination between different nationalities or disrupt the national
solidarity of the PRC;(E) spread rumours, disturb public order or
disrupt social stability of the PRC;(F) spread pornography,
obscenity, gambling, violence, homicide, terror or instigate crimes in the
PRC;(G) insult, libel against others and infringe other people’s
legal rights and interests in the PRC; or(H) take any other action
prohibited in laws, rules and administrative regulations of the PRC.(v) Business or Organization Representation. .cn domain name
registrations are intended for businesses and organizations and not for
individual use. By registering a .cn name, you accordingly represent that you
have registered the domain name on behalf or a business or organization. It
should be noted that, although .cn policy is permissive in terms of
registration, and enforcement is generally in reaction to a complaint (as
opposed to proactive review), registrations that are not associated with an
organization or business may be subject to deletion. The foregoing prevents an
individual from registering a .cn domain name for a business operating as a
sole proprietorship.(vi) Domain Name Disputes. You acknowledge having
read and understood and agree to be bound by the terms and conditions of the
CNNIC Domain Name Dispute Policy & Rules for CNNIC Dispute Resolution
Policy (“Dispute Policy”), as they may be amended from time to time, which are
hereby incorporated and made an integral part of this Agreement. The Dispute
Policy is currently found at: http://www.cnnic.net.cn/html/Dir/2003/11/27/1526.htm.(vii) You acknowledge that, pursuant to the Dispute Policy, Registrars
must comply with all reasonable requests from the applicable domain name
dispute resolution institutions including the provision of all relevant
evidence in any domain name disputes in the specified time frames.(viii) If we are notified that a complaint has been filed with a
judicial or administrative body regarding your use of our domain name
registration services, you agree not to make any changes to your domain name
record without our prior approval. We may not allow you to make changes to
such domain name record until (i) we are directed to do so by the judicial or
administrative body, or (ii) we receive notification by you and the other
party contesting your registration and use of our domain name registration
services that the dispute has been settled. Furthermore, you agree that if you
are subject to litigation regarding your registration and use of our domain
name registration services, we may deposit control of your domain name record
into the registry of the judicial body by supplying a party with a registrar
certificate from us.(ix) Adherence to Policies. You agree to comply
with all applicable laws, regulations and policies of the Peoples Republic of
China’s governmental agencies and the China Internet Network Information
Centre (“CNNIC”), including but not limited to the following rules and
regulations:(A) Provisional Administrative Rules for Registration of Domain
Names in China (currently at http://www.cnnic.net.cn/html/Dir/2003/11/27/1520.htm);(B) Detailed Implementation Rules for Registration of Domain Names
in China (currently at http://www.cnnic.net.cn/html/Dir/2003/11/27/1522.htm);(C) Chinese Domain Names Dispute Resolution Policy (currently at http://www.cnnic.net.cn/html/Dir/2003/11/27/1526.htm);
and(D) CNNIC Implementing Rules of Domain Name Registration
(currently at http://www.cnnic.net.cn/html/Dir/2003/11/27/1503.htm).You acknowledge that you have read and understood and agree to be
bound by the terms and conditions of the policies of the CNNIC, as they may be
amended from time to time.(x) Suspension and Cancellation. You agree
that your registration of the domain name shall be subject to suspension,
cancellation, or transfer pursuant to any Tucows, Registry Operator, CNNIC or
government-adopted policy, or pursuant to any registrar or registry procedure
not inconsistent with a CNNIC or government-adopted policy, (1) to correct
mistakes by a party in registering the name, (2) for the resolution of
disputes concerning the domain name, (3) to protect the integrity and
stability of the registry, (4) to comply with any applicable laws, government
rules or requirements, requests of aw enforcement, (5) to avoid any liability,
civil or criminal, on the part of Tucows, Registry Operator or CNNIC, as well
as their affiliates, subsidiaries, directors, representatives, employees and
stockholders or (6) for violations of this Agreement. Tucows, Registry
Operator and CNNIC also reserve the right to “freeze” a domain name during the
resolution of a dispute.(xi) Jurisdiction. For the adjudication of
disputes concerning or arising from use of the domain name, the Registrant
shall submit, without prejudice to other potentially applicable jurisdictions,
to the jurisdiction of the courts (1) of the Registrant’s domicile, (2) where
Tucows is located, and (3) the People’s Republic of China.(xii)
Governing Law. For the adjudication of a dispute concerning or arising from
use of a .cn domain, such dispute will be governed under the Laws of the
Peoples Republic of China.
(e) .de Domains. In the case of a “.de” registration, the following terms and conditions will apply:
(i) Selection of a Domain Name. You represent that:
(A) you have reviewed and have accepted the Registry’s Terms and
Conditions and the Registry’s Guidelines and have provided your Reseller
with written confirmation of same;(B) either you, or the person
designated as the administrative contact for the domain name, shall be
resident or shall have a branch in Germany;(C) 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.(ii) 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 by the Registry
or any court of law. 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 specified by the Registry or any court of law. (iii)
Registry Policies. You agree to be bound by the Registry’s Registration Terms
and Conditions and the Registration Guidelines. English language translations
of the Registry’s documents are provided for convenience; in the event of a
discrepancy between the English and the German language agreements, the terms
of the German agreement will prevail. The Registry documents may be found at:11.2. English:
(A) Registration Terms and Conditions http://www.denic.de/en/bedingungen.html
(B) Registration Guidelines
http://www.denic.de/en/richtlinien.html11.3. German:
(C) DENIC-Registrierungsbedingungen http://www.denic.de/de/bedingungen.html
(D) DENIC-Registrierungsrichtlinien
http://www.denic.de/de/richtlinien.html
(f) .fr Domains. In the case of a “.fr”
registration, the following terms and conditions will apply:
(i) Representation of Registrant. .fr domain names are available
for registration to companies and persons who fulfill the following criteria.
As a condition of registration, you accordingly represent that you are:(A) A legal entity:
(I) whose head office is in France; (or),
(II) which
possess an address in France which is expressly listed in the public
electronic databases of the registrars of the commercial courts or the
National Statistical and Economic Studies Institute (INSEE), (or),(III) State institutions or departments, local authorities or
associated establishments, (or),(IV) which own a trademark
registered with the National Intellectual Property Institute or own a
registered EU or international trademark which expressly includes French
territory; or(B) A natural person:
(I) of French nationality; (or),(II) of foreign
nationality who are domiciled in France; (or),(III) who own a
trademark registered with the National Intellectual Property Institute or
own a registered EU or international trademark which expressly includes
French territory.(ii) Administrative Contact. Each registrant
must designate an administrative contact to act as a coordinator between
the registrant and the Registry. In the case of .fr registrations, the
administrative contact must be based in France where it can receive legal
and other documents.(iii) Registry Policies. You agree to be bound
by the Registry’s Naming Charter, its registration rules for .fr. English
language translations of the Registry’s documents are provided for
convenience. The Registry documents may be found at:
www.afnic.fr/obtenir/chartes/nommage-fr.(iv) 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 by the Registry or any court of law. The current .fr dispute
resolution policy and procedures can be found at
http://www.afnic.fr/doc/ref/juridique/parl/. 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 specified by the
Registry or any court of law.
(g) .nl Domains. In the case of a “.nl” registration, the following terms and conditions shall apply:
(i) Registration Criteria. Registration of a .nl domain name is
unrestricted save and except that applicants who are not based in the
Netherlands or who do not have a registered address in the Netherlands must
provide an address in the Netherlands where written documents can be sent to
the applicant and where legal summonses can be served.(ii) Registry
Policies. You agree to be bound by the policies of the Registry including but
not limited to the Registry’s Registration Regulations. English language
translations of the Registry’s documents are provided for convenience and may
be found at www.domain-registry.nl/sidn_english/flat/
General/Rules/Regulations.(iii) 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 by the Registry or any court of law. The
current .nl dispute resolution policy and procedures can be found at here.
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
specified by the Registry or any court of law.
(h) .tv Domains. In the case of a “.tv” registration, the following terms and conditions will apply:
(i) 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://www.icann.org/dndr/udrp/policy.htm.
Please take the time to familiarize yourself with this policy.(ii)
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.
(i) co.uk, .org.uk, ltd.uk, net.uk, plc.uk and me.uk Domains. In the case of a co.uk, .org.uk, ltd.uk, net.uk, plc.uk or me.uk registration, the following terms and conditions will apply:
(i) “Nominet UK” means the entity granted the exclusive right to
administer the registry for .uk domain name registrations.(ii) 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/digitalAssets/6296_A5_DRS_Booklet.pdf.
Please take the time to familiarize yourself with this policy.(iii)
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/registrants/legal/terms/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.Tucows and
your 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;
may be found at http://resellers.tucows.com/contracts/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.(iv) 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..
(j) .us Domains. In the case of a “.us” registration, the following terms and conditions will apply:
(i) “DOC” means the United States of America Department of Commerce.
(ii) us Nexus Requirement. Only those individuals or
organizations that have a substantive lawful connection in the United States
are permitted to register for .usTLD domain names. Registrants in the .usTLD
must satisfy the nexus requirement (“Nexus” or “Nexus Requirements”) set out
at: http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf.(iii) Selection of a Domain Name. You certify and represent that:
(A) You have and shall continue to have, a bona fide presence in
the United States on the basis of real and substantial lawful contacts with,
or lawful activities in, the United States as defined in Section (ii)
hereinabove;(B) The listed name servers are located within the
United States;(C) 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;(D) 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;(E) That the domain name is not being registered for nor shall it at
any time whatsoever be used for any unlawful purpose whatsoever;(F)You have the authority to enter into this Registration Agreement.
(iv) 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 and the usDRP, as
defined below, that is incorporated herein and made a part of this Agreement
by reference. Please take the time to familiarize yourself with these
policies.(A) 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:(B)
The Nexus Dispute Policy (“Dispute Policy), available at: http://www.neustar.us/policies/docs/nexus_dispute_policy.pdf.
The Dispute Policy will provide interested parties with an opportunity to
challenge a registration not complying with the Nexus Requirements.(C) The usTLD Dispute Resolution Policy (“usDRP”) available at: http://www.neustar.us/policies/docs/usdrp.pdf.
The usDRP is intended to provide interested parties with an opportunity to
challenge a registration based on alleged trademark infringement.In addition to the foregoing, you agree that, for the
adjudication of disputes concerning or arising from use of the Registered
Name, you shall submit, without prejudice to other potentially applicable
jurisdictions, to the jurisdiction of the courts (i) of your domicile, (ii)
where Tucows is located, and (iii) the United States.(v) Policy. You
agree that your registration of the domain name shall be subject to
suspension, cancellation, or transfer pursuant to any Tucows, Registry
Operator, the DOC or government-adopted policy, or pursuant to any registrar
or registry procedure not inconsistent with a DOC 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. The Registry Operator’s policies can be found at http://www.neustar.us/policies.(vi) Indemnity. The DOC shall be added to the parties you have agreed
to indemnify in Section 13 hereinabove.(vii) 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:(A) 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);(B) The domain name being registered;
(C) 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;(D)
The IP addresses and names of the primary nameserver and any secondary
nameserver(s) for the domain name;(E) In addition to the foregoing,
you will be required to provide additional Nexus Information. The Nexus
Information requirements are set out at http://www.neustar.us/policies/docs/ustld_nexus_requirements.pdf.
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.(viii) Disclosure and Use of the Registration Information.
You agree and acknowledge that we will make domain name registration
information you provide available to the DOC, to the Registry Operator, 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 the DOC 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.
(k) .eu Domains. In the case of a “.eu” registration, the following terms and conditions will apply:
(i) Eligibility Criteria. .eu domain names are available for registration to companies and persons who fulfill the following criteria. As a condition of registration, you accordingly represent that you are:
(a) an undertaking having its registered office, central administration or principal place of business within the European Community;
(b) an organization established within the European Community without prejudice to the application of national law, or
(c) a natural person resident within the European Community.
(ii) Registry Policy. You acknowledge and understand that by accepting the terms and conditions of this agreement you shall be bound by Registry policies and any pertinent rules or policies that exist now or in the future and which are posted on the Registry website. Registration policies of the Registry and the terms and conditions applicable to your .eu registration may be found at: http://www.eurid.eu/en/general/launch/. You are responsible for monitoring the Registry’s site on a regular basis. In the event that you do not wish to be bound by a revision or modification to any Registry policy, your sole remedy is to cancel your domain name registration by following the appropriate Registry policy regarding such cancellation.
(iii) 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 by the Registry or any court of law.
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.