1. INTRODUCTION. In this domain name, and web hosting services Agreement ("Agreement"), "you" and "your" refer to each customer ("Customer"); "we", "us" and "our" refer to Computer Engineering Inc. ("Computer Engineering"); and "CIRA", "ACEI" refer to the Canadian Internet Registration Authority. This Agreement explains our obligations to you, and your obligations to us in relation to your use of our services. By selecting Computer Engineering service(s) you have agreed to establish an account with us for such services. When you use your account or permit someone else to use your account to purchase or otherwise acquire access to additional Computer Engineering service(s) or to modify or cancel your Computer Engineering service(s) (even if we were not notified of such authorization), this Agreement covers any such service or actions. Any acceptance of your application(s) for our services and the performance of our services will occur at our offices in Edmonton, Alberta, the location of our principal place of business.
2. VARIOUS SERVICES. Paragraphs 1 through 25 are applicable to any and all of the services you have chosen. The terms and conditions set forth in lettered paragraphs at the end of this Agreement apply only to customers who have selected Computer Engineering services other than our domain name registration services.
3. FEES, PAYMENT AND TERM OF SERVICE. As consideration for the services you have selected, you agree to pay Computer Engineering the applicable service(s) fees set forth on our Web site (http://www.domainsunder.ca, and or http://www.computerengineering.ca) at the time of your selection. All fees are due immediately and are non-refundable. Computer Engineering may take all remedies available to collect fees owed. If you qualify, we may extend payment terms to you under our Business Account Credit Program. Unless otherwise specified, each Computer Engineering service is for a one-year initial term and renewable in perpetuity thereafter for successive one to ten-year terms, as specified during the renewal process. Any renewal of your services with us is subject to our then current terms and conditions and payment of all applicable service fees at the time of renewal and in the case of domain name reregistration, the domain name registry's acceptance of your domain name registration. You agree that you may not transfer your domain name registration to another domain name registrar during the first ninety (90) days from the effective date of your initial domain name registration with us.
4. ACCURATE INFORMATION. As further consideration for the Computer Engineering's service(s), you agree to: (1) provide certain current, complete and accurate information about you as required by the application process; and (2) maintain and update this information as needed to keep it current, complete and accurate. We rely on this information to send you important information and notices regarding your account and our services. Our privacy statement, located on our Web site at http://www.domainsunder.ca and incorporated herein by reference sets forth your and our rights and responsibilities with regard to your personal information. You agree that we, in our sole discretion, may modify our privacy statement. We will post such revised statement on our Web site at least ten (10) calendar days before it becomes effective. You agree that, by using our services after modifications to the privacy statement become effective, you have agreed to these modifications. You acknowledge that if you do not agree to any such modification, you may terminate this Agreement. We will not refund any fees paid by you if you terminate your Agreement with us. We will not process the personal data that we collect from you in a way incompatible with the purposes and other limitations described in our privacy statement and we will take reasonable precautions to protect your personal data from loss, misuse and unauthorized access, disclosure, alteration or destruction. You represent and warrant that you have provided notice to, and obtained consent from, any third party individuals whose personal data you supply to us as part of our services with regard to: (i) the purposes for which such third party's personal data has been collected, (ii) the intended recipients or categories of recipients of the third party's personal data, (iii) which parts of the third party's data are obligatory and which parts, if any, are voluntary; and (iv) how the third party can access and, if necessary, rectify the data held about them. You further agree to provide such notice and obtain such consent with regard to any third party personal data you supply to us in the future. We are not responsible for any consequences resulting from your failure to provide notice or receive consent from such individuals nor for your providing outdated, incomplete or inaccurate information. Even if you intend to license the use of our domain name registration services to a third party, you will remain our customer and you are responsible for complying with all terms and conditions of this Agreement. Subject to the requirements of our privacy statement, in order for us to comply the current rules and policies for the domain name system, you hereby grant to Computer Engineering the right to disclose to third parties through an interactive publicly accessible registration database the following mandatory information that you are required to provide when registering or reserving a domain name: (i) the domain name(s) registered by you; (ii) your name and postal address; (iii) the name(s), postal address(es), e-mail address(es), voice telephone number and where available the fax number(s) of the technical and administrative contacts for your domain name(s); (iv) the Internet protocol numbers of the primary nameserver and secondary nameserver(s) for such domain name(s); (v) the corresponding names of those nameservers; (vi) the original creation date of the registration; and (vii) the expiration date of the registration. We, as are all accredited domain name registrars, are also required to make this information available in bulk form to third parties who agree not to use it to (a) allow, enable or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations via e-mail (spam) or (b) enable high volume, automated, electronic processes that apply to our systems to register domain names.
5. MODIFICATIONS TO AGREEMENT. Except as otherwise provided in this Agreement, you agree, during the term of this Agreement, that we may: (1) revise the terms and conditions of this Agreement; and/or (2) change part of the services provided under this Agreement at any time. Any such revision or change will be binding and effective immediately upon posting of the revised Agreement or change to the service(s) on Computer Engineering Web sites, or upon notification to you by e-mail or Canada Post mail. You agree to periodically review our Web sites, including the current version of this Agreement available on our Web sites, 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 Canada Post mail addressed as follows, ATTN: Registrar, PO BOX 4307, EDMONTON, ALBERTA, T6E4T3, CANADA. Notice of your termination will be effective on receipt and processing by us. Any fees paid by you if you terminate your Agreement with us are nonrefundable, but you will not incur any additional fees. By continuing to use Computer Engineering services after any revision to this Agreement or change in service(s), you agree to abide by and be bound by any such revisions or changes. We are not bound by nor should you rely on any representation by (i) any agent, representative or employee of any third party that you may use to apply for our services; or in (ii) information posted on our Web site of a general informational nature. No employee, contractor, agent or representative of Computer Engineering is authorized to alter or amend the terms and conditions of this Agreement.
6. MODIFICATIONS TO YOUR ACCOUNT. In order to change any of your account information with us, you must use the Account Number and the Password that you selected if you opened your account with us through our online application process. Please safeguard your Account Number and Password or security authentication option from any unauthorized use. In no event will we be liable for the unauthorized use or misuse of your Account Number or Password or security authentication option.
7. DOMAIN NAME DISPUTE POLICY. If you reserved or registered a domain name through us, you agree to be bound by our current domain name dispute policy enclosed herein. IF THERE IS ANY DISCREPANCY BETWEEN OUR DISPUTE POLICY, AND ANY POLICIES governed by the Canadian Internet Registration Authority (CIRA), THE CIRA POLICY WILL PRESIDE. Please refer to their website (http://www.cira.ca) for infomration.
8. DOMAIN NAME DISPUTE POLICY MODIFICATIONS. You agree that we, in our sole discretion, may modify our dispute policy. We will post any such revised policy on our Web site at least thirty (30) calendar days before it becomes effective. 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 modification, you may terminate this Agreement. We will not refund any fees paid by you if you terminate your Agreement with us.
9. DOMAIN NAME DISPUTES. You agree that, if your use of our domain name registration services is challenged by a third party, you will be subject to the provisions specified in our 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 set forth below in this Agreement. 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.
10. AGENTS. You agree that, if your agent (e.g., an Internet Service Provider, employee, etc.) purchased our service(s) on your behalf, you are nonetheless bound as a principal by all terms and conditions herein, including the dispute policy. Your continued use of our services shall ratify any unauthorized actions of your agent. By acting on your behalf, your agent certifies that he or she is authorized to apply for our services on your behalf, that he or she is authorized to bind you to the terms and conditions of this Agreement and that he or she has apprised you of the terms and conditions of this Agreement. In addition, you are responsible for any errors made by your agent. We will not refund fees paid by you or your agent on your behalf for any reason, including, but not limited to, in the event that your agent fails to comply with the terms and conditions of this Agreement, your agent incorrectly provides information in the application process or if your agent changes or otherwise modifies your domain name record incorrectly.
11. NOTICES AND ANNOUNCEMENTS. You authorize us to notify you as our customer of information that we deem is of potential interest to you. Notices and announcements may include commercial e-mails and other notices describing changes, upgrades, new products and services or other information pertaining to Internet security or to enhance your identity on the Internet and/or other relevant matters. WE DO NOT GIVE OUT ANY INFORMATION TO THIRD PARTIES EXCEPT CIRA. ANY INFORMATION GIVEN AS A PART OF REGISTRATION MAY BE VIEWED BY THE PUBLIC THROUGH STANDARD WHOIS SERVICES, AND AS SUCH WE CANNOT GUARANTEE THE PRIVACY OF THIS INFORMATION. THIS IS THE CASE WITH ALL DOMAIN REGISTRARS. If you do not wish to receive bulk email solicitation notices or announcements please send us an email at email@example.com.
12. LIMITATION OF LIABILITY. You agree that our entire liability,and your exclusive remedy, with respect to any Computer Engineering service(s) provided under this Agreement and/or for any breach of this Agreement is solely limited to the amount you paid for such service(s). Computer Engineering and its 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 Computer Engineering 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 Number, Password or security authentication option; (5) loss or liability resulting from errors, omissions, or misstatements in any and all information or service(s) provided under this Agreement; (6) loss or liability relating to the deletion of or failure to store e-mail messages; (7) loss or liability resulting from the development or interruption of your Web site; (8) loss or liability from your inability to use our domainsunder service; (9) loss or liability that you may incur in connection with our processing of your application for our services, our processing of any authorized modification to your domain name record or your agents failure to pay any fees, including the initial registration fee or reregistration fee; or (10) loss or liability as a result of the application of our dispute policy.
13. INDEMNITY. You agree to release, indemnify, and hold Computer Engineering Inc., in our capacities as the registry and a registrar, and our contractors, agents, employees, officers, directors, shareholders, affiliates and assigns harmless from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses, of third parties relating to or arising under this Agreement, the Computer Engineering's services provided hereunder or your use of the Computer Engineering's services, including without limitation infringement or dilution by you, or someone else using our service(s) from your computer, of any intellectual property or other proprietary right of any person or entity, or a violation of any of our operating rules or policies relating to the service(s) provided. When we are threatened with suit or sued 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 material breach of this Agreement.
14. BREACH. You agree that your failure to abide by any provision of this Agreement, any Computer Engineering operating rule or policy, the dispute policy, or your willful provision of inaccurate or unreliable information as part of the application process, or your failure to update your information to keep it current, complete or accurate, or your failure to respond for over fifteen (15) calendar days to inquiries from us concerning the accuracy of the contact details associated with your domain name registration 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 ten (10) 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 and/or terminate the other Computer Engineering service(s) you are using without further notice. We will not refund any fees paid by you if we terminate your Agreement due to your breach. 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.
15. NO GUARRANTY. You agree that, by registration of your chosen domain name, such registration does not confer immunity from objection to either the registration or use of your domain name.
16. REPRESENTATIONS AND WARRANTIES. You agree and warrant that: (i) the information that you or your agent on your behalf provide to us during the application process to register your domain name or to apply for other Computer Engineering service(s) is, to the best of your knowledge and belief, accurate and complete, and that any future changes to this information will be provided to us in a timely manner according to the modification procedures in place at that time, (ii) to the best of your knowledge and belief neither the registration of your domain name nor the manner in which you intend to use such domain name will directly or indirectly infringe the legal rights of a third party, (iii) you have all requisite power and authority to execute this Agreement and to perform your obligations hereunder, (iv) you have selected the necessary security option(s) for your domain name registration record, and (v) you are of legal age to enter into this Agreement. You agree that your use of our service(s) is solely at your own risk. You agree that all of our services are provided on an "as is," and "as available" basis.
17. DISCLAIMER OF WARRANTIES. 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 OUR SERVICE(S) 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 OUR DOMAINSunder SERVICE. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR MAIL 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 ANY OF OUR SERVICES OR ANY TRANSACTIONS ENTERED INTO THROUGH SUCH SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OUR DOMAINSunder SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. TO THE EXTENT JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
18. REVOCATION. You agree that we may terminate your contractual right to use our service(s) if the information that you are obligated to provide to register your domain name or register for other Computer Engineering service(s), or that you subsequently modify, contains false or misleading information, or conceals or omits any information we would likely consider material to our decision to register your domain name or to continue to provide you domain name registration services. Furthermore, you agree that we may suspend, cancel or transfer your domain name registration services in order to: (i) correct mistakes made by us or the registry in registering your chosen domain name, or (ii) to resolve a dispute under our dispute policy. We will not refund any fees paid by you if we terminate your services.
19. RIGHT OF REFUSAL. We, in our sole discretion, reserve the right to refuse to register your chosen domain name or register you for other Computer Engineering service(s), or to delete your domain name within the first thirty (30) calendar days from receipt of your payment for such services. In the event we do not register your domain name or register you for other Computer Engineering's service(s), or we delete your domain name or other Computer Engineering service(s) within such thirty (30) calendar day period, we agree to refund any applicable fee(s) you have paid. You agree that we shall not be liable to you for loss or damages that may result from our refusal to register, the deletion your domain name or refusal to register you for other Computer Engineering service(s).
20. 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.
21. ENTIRETY. You agree that this Agreement, the rules and policies published by us, the dispute policy and the privacy statement are the complete and exclusive agreement between you and us regarding our services. This Agreement, our rules and policies, the dispute policy and the privacy statement supersede all prior agreements and understandings, whether established by custom, practice, policy or precedent.
22. TRANSFER AND ASSIGNMENT. You may transfer your domain name registration to a third party of your choice, subject to the procedures and conditions found at: http://www.cira.ca. Your rights under this Agreement are not assignable and any attempt by your creditors to obtain an interest in your rights under this Agreement, whether by attachment, levy, garnishment or otherwise, renders this Agreement voidable at our option.
23. GOVERNING LAW. The parties hereto acknowledge that this agreement represents the entire agreement of the parties and shall be governed by the laws of the Province of Alberta.
24. AGREEMENT TO BE BOUND. By applying for a Computer Engineering service(s) through our online application process, you acknowledge that you have read and agree to be bound by all terms and conditions of this Agreement and any pertinent rules or policies that are or may be published by Computer Engineering.
25. If there are conflicts between this agreement and any agreements between you and CIRA, then the CIRA Agreement will preside.
26. You are not purchasing or receiving any Engineering related services from Computer Engineering Inc., and hold Computer Engineering Inc. harmless against any claims relating to such services.
27. In the event that the French translation of this agreement differs from the English version, then the English version will preside.
SERVICE SPECIFIC TERMS: The following terms apply in addition to paragraphs 1 through 25 only if you have selected the particular service described:
A. EMAIL: (i) Description of Service. Computer Engineering may provide you with facilities that are capable of sending and receiving electronic mail via the Internet through a service branded as "domainsunder". You must: (1) provide all equipment, including a computer and communication interface, necessary to establish a connection to the Internet; and (2) provide for your own connection to the Internet and pay any telephone service fees associated with such connection. Computer Engineering has set no fixed upper limit on the number of messages you may send or receive through the domainsunder service; however, Computer Engineering retains the right, at Computer Engineering sole discretion, to restrict the volume of messages transmitted or received by you in order to maintain the quality of our services to other customers and to protect our computer systems. We, in our sole discretion, will determine whether or not your conduct is consistent with this Agreement and any Computer Engineering operating rules or policies and may terminate your domainsunder service if your conduct is found to be inconsistent with this Agreement or such rules or policies. The domainsunder service is subject to scheduled maintanance (occasionally from 12:01am Canadian Mountain time to 2:00 am Canadian Mountain time every Saturday) and unscheduled outages which will impact your ability to use the service. We will use commercially reasonable efforts to restore the service after any unscheduled outages. Moreover, in order to receive the domainsunder service we must host your domain name record. If you transfer your domain name record to a third party in conjunction with a live web site or for any other reason or allow your domain name registration to expire, you will no longer be able to use the domainsunder service. We will not refund the fees you paid for our domainsunder service if you elect to transfer your domain name record to a third party. Your right to use our domainsunder service is personal to you.
(ii) Privacy. Computer Engineering will not monitor, edit or disclose the contents of your private communications with third parties unless required to do so by law or in the good faith belief that such action is necessary to: (1) conform to the law or comply with legal process served on Computer Engineering; (2) protect and defend the rights or property of Computer Engineering; or (3) act under exigent circumstances to protect the personal safety of our customers or the public. You acknowledge and agree that Computer Engineering neither endorses the contents of any of your communications nor assumes responsibility for such content, including but not limited to any threatening, libelous, obscene, harassing or offensive material contained therein, any infringement of third party intellectual property rights arising therefrom or any crime facilitated thereby. You acknowledge and agree that certain technical processing of e-mail messages and their content may be required to: (1) send and receive messages; (2) conform to connecting networks' technical requirements; (3) conform to the limitations of the domainsunder service; or (4) conform to other similar requirements.
(iii) Customer Conduct. You are solely responsible for the content of your transmissions through the domainsunder service. You agree to comply with all applicable local, state, national and international laws and regulations regarding e-mail communications and use. You agree: (1) to comply with Canadian law regarding the transmission of data through the domainsunder service; (2) not to use the domainsunder service for illegal purposes; and (3) not to interfere with or disrupt networks connected to the domainsunder service. You agree not to use the domainsunder service for sending chain letters, or any other electronic mail message to promote (directly or indirectly) the sale or other distribution of goods or services to a recipient with whom you do not have an existing or previous business or personal relationship or for any use of distribution lists to any person who has not given specific permission to be included in such a process. You agree not to transmit through the domainsunder service any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. You further agree not to transmit any material that encourages conduct that could constitute a criminal offense, gives rise to civil liability or otherwise violates any applicable local, provincial, national or international law or regulation. Attempts to gain unauthorized access to other computer systems are prohibited. You agree not to interfere with another customer's use and enjoyment of the domainsunder service or another entity's use and enjoyment of similar services. Computer Engineering may, at its sole discretion, immediately terminate the domainsunder com mail service if your conduct fails to conform with these terms and conditions with no obligation to refund fees paid. You agree that Computer Engineering shall under no circumstances be held liable on account of any action it takes, in good faith, to restrict transmission of material that it or any user of the domainsunder service considers to be obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable, whether or not such material is constitutionally protected.
B. DOMAIN HOSTING SERVICE. Description of Service. Computer Engineering may provide domain hosting services to you. These services essentially activate your domain name so that software used by users on the Internet can obtain the IP addresses of the internet services relating to your domain name. You represent and warrant that you have the necessary rights to use the domain name service to forward, point, alias or resolve your domain name(s) to the IP Addresses designated by you in ordering such services.
C. FORWARDING SERVICE. Description of Service. Computer Engineering may provide you with the capability to forward users or visitors whom type in a specific domain name to another domain name designated by you through a domain forwarding service. You represent and warrant that you have the necessary rights to use the forwarding service to forward, point, alias or resolve your domain name(s) to the other domain name designated by.
This is Computer Engineering Service Agreement Version Number 1.1.