Registrant Agreement

Registrants

This document outlines the legal agreement made between the Canadian Internet Registration Authority and those who register a .CA domain, called Registrants.

Registrant Agreement (PDF)

Accessible version follows:

Registrant Agreement
Version 2.0, October 12, 2010

This agreement (the “Agreement”) is between you (the “Registrant”) and the Canadian Internet Registration Authority (“CIRA”).

In consideration of the registration by CIRA of the Domain Name applied for by the Registrant in the name of the Registrant, and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, CIRA and the Registrant agree as follows:

ARTICLE 1
INTERPRETATION

“Administrative Contact” means the person identified in the Registration Information as the Administrative Contact for the Registrant’s Domain Name Registration(s);
“Affiliate” means, with respect to either party, any entity that controls, is controlled by, or is under common control with, such party. For purposes of the foregoing, “control” means, with respect to: (a) a corporation, the ownership, directly or indirectly, of fifty percent (50%) or more of the voting power to elect directors thereof; and (b) any other entity, fifty percent (50%) or more ownership interest in said entity;
“Applicable Laws” means all international, federal, provincial and local laws and regulations and other laws of applicable governmental authorities;
“Domain Name” means a .ca domain name or sub-domain name;
“Domain Name Registration” means the registration by CIRA of a Domain Name in the Registry, in the name of the Registrant, pursuant to this Agreement;
“Fees” means the fees payable to CIRA in connection with this Agreement, including an application for a Domain Name and/or any renewal, transfer, and any other fees payable in connection with a Domain Name Registration;
“Member” or “Membership” has the meaning specified in CIRA’s Amended and Restated By-Law No.1, which is located on CIRA’s website at: www.cira.ca/assets/Documents/Legal/Other/bylaw1.pdf;
“Person” means a natural person, partnership, limited partnership, limited liability partnership, corporation, limited liability corporation, unlimited liability company, joint stock company, trust, unincorporated association, joint venture or other entity or governmental entity;
“Registrant” means a Person who is listed in the Registry as the registrant of a Domain Name;
“Registrar of Record” means the Registrar listed in the Registry as the Registrar of a specific Domain Name Registration, other than CIRA. In no event will CIRA be a Registrar of Record for purposes of the Registry PRP;
“Registrars” mean the persons from time to time certified by CIRA to offer Domain Name Registration services within the .ca Internet Domain Name system;
“Registration Date” means the date a Domain Name has been activated within the Registry;
“Registration Information” means all information which the Registry PRP require the Registrant to submit to CIRA or the Registrar of Record to obtain a Domain Name Registration, or to process any Transaction Request;
“Registry” means the .ca Internet Domain Name registry operated by CIRA;
“Registry PRP” means the CIRA policies, rules, and procedures relating to Registrants, Registrars, and Domain Name Registrations as may be amended or adopted by CIRA from time to time, which are located on CIRA’s website at: www.cira.ca/en/PRP.html; and
“Transaction Requests” means all requests or transactions with respect to a Domain Name Registration, including those to renew, transfer, modify, or delete a Domain Name Registration.

ARTICLE 2
AGREEMENT, REGISTRY PRP, AND AMENDMENTS BY CIRA

ARTICLE 3
DOMAIN NAMES PROVISIONS

  1. Applications. The Registrant acknowledges and agrees that applications for the registration of a Domain Name shall be made to CIRA only by the Registrar of Record, on behalf of the Registrant, in accordance with this Agreement and the Registry PRP.

  2. Processing of Applications. CIRA shall process complete applications for the registration of a Domain Name. CIRA, in its sole discretion, shall have the right to approve or reject any application for the registration of a Domain Name and/or agree or refuse to register any Domain Name for any reason whatsoever with no liability of CIRA whatsoever to the Registrant, the Registrar of Record or any other person. CIRA will give notice to the Registrar of Record upon the approval or rejection of an application.

  1. Agent for the Registrant. The Registrant acknowledges and agrees that the Administrative Contact is hereby irrevocably authorized by the Registrant to: 1. act as the Registrant’s agent in connection with the Registrant’s Domain Name Registrations; 2. be CIRA’s contact for the Registrant and the Domain Name Registration(s); and 3. is recognized by CIRA and hereby irrevocably authorized by the Registrant to take any and all actions in connection with the Domain Name Registration(s) including, without limitation, renewing, transferring, modifying, or deleting it. Notwithstanding the foregoing, in the event of any dispute between the Registrant and the Registrant’s Administrative Contact, the Registrant shall prevail.

  2. Registrant and Administrative Contact Email Addresses. The Registrant acknowledges and agrees that CIRA notices to the Registrant will be sent by email only, as set forth in Section 10.1 (Notices). It is solely the responsibility of the Registrant to ensure that the email addresses of the Registrant and its Administrative Contact are at all times functional and accurate and to make arrangements with its Administrative Contact to receive any notices that are sent by CIRA only to the Registrant’s Administrative Contact. If CIRA can show that a notice was sent to either the Registrant or the Registrant’s Administrative Contact email addresses, CIRA shall not be liable to the Registrant or any third party for damages arising from a failure to receive notice from CIRA.

  1. Changes of Registrar.

    (1) Time Period. The Registrant may change the Registrar of Record with respect to a Domain Name Registration at any time once 60 days has elapsed from the date of registration of the Domain Name.

    (2) Replacement of Registrar. In the event that the Registrar of Record is no longer a Registrar for any reason, has had its certification as a Registrar suspended, revoked or terminated, and/or the Registrar Agreement between CIRA and the Registrar of Record is terminated or expires, the Registrant shall be responsible for changing such Registrar of Record to a new Registrar. Such change must occur within 30 days of notice being given to the Registrant, or such other period of time specified by CIRA.

    (3) Agreement and Registry PRP. Any change of the Registrar of Record must be done in accordance with this Agreement and the Registry PRP.

  2. Registrar as Agent.

    The Registrant acknowledges and agrees that the Registrar of Record is hereby also irrevocably authorized to act as the Registrant’s agent in connection with Domain Name Registrations. Accordingly, any communication and/or instructions to or from the Registrar of Record will be taken as being to or from the Registrant. Without limiting the generality of the foregoing, the Registrant acknowledges and agrees that the Registrar of Record may cancel the Registrant’s Domain Name Registration within 5 days from the registration of the Domain Name at their discretion and without the Registrant’s consent.

  3. Registrar Obligations.

    The Registrant acknowledges that the Registrar of Record has a number of obligations to CIRA, and should the Registrar fail to comply with such obligations, CIRA may require the Registrant to change such Registrar of Record to a new Registrar.

ARTICLE 4
CERTAIN REGISTRANT OBLIGATIONS

  1. submit Registration Information to CIRA upon request, and ensure at all times that the Registration Information is true, complete and accurate;

  2. promptly give notice to the Registrar of Record (for communication to CIRA), of any change to any Registration Information;

  3. comply with and observe all Applicable Laws;

  4. immediately give notice to CIRA of any pending or threatened claim, demand, action, cause of action, proceeding, lawsuit, investigation or application (collectively a “Claim”) in relation to any Domain Name Registration (or any judicial requests or orders to produce documents or information obtained from or supplied to the Registry) that became known to the Registrant;

  5. not engage in any direct or indirect activity which, in CIRA’s reasonable opinion, is designed to bring, or may bring, the Registry into disrepute, is designed to interfere, or may interfere, with CIRA’s operations or is designed to expose, or may expose, CIRA to prosecution or to legal action by the Registrant or a third party;

  6. act in good faith towards CIRA;

  7. not allow any third party to use or operate any Domain Name Registration registered in the name of the Registrant and not register any Domain Name as agent for, or on behalf of, any third party in any manner whatsoever, including without limiting the generality of the foregoing, for the purposes of lending, leasing, licensing or otherwise granting rights in such Domain Name Registration to any third party for monetary or nonmonetary consideration, unless such third party: (i) otherwise qualifies under the applicable Registry PRP including without limitation CIRA’s Canadian Presence for Registrants which is located on CIRA’s website at https://cira.ca/assets/Documents/Legal/Registrants/CPR.pdf; or (ii) is an Affiliate of the Registrant. For this purpose, “third party” means any Person other than CIRA and the Registrant.

  8. be wholly responsible for the use and operation of any third, fourth, or further sub-level domain to any second level Domain Name Registration in the Registrant’s name and the Registrant shall ensure that the use and operation of any such sublevel domain is conducted in compliance with this Agreement and the Registry PRP;

  9. not use any trade-mark, trade-name or symbol of CIRA or any trade-mark, trade-name or symbol likely to be confused therewith; and

  10. be wholly responsible for taking, or ensuring that the Registrar of Record deletes a Domain Name Registration during the Auto-Renew Grace Period, as such term is defined in the General Registration Rules, if the Registrant does not wish that the Domain Name Registration be renewed.

ARTICLE 5
REGISTRATION INFORMATION

ARTICLE 6
REGISTRANT REPRESENTATIONS AND WARRANTIES

  1. Authorization. The Registrant has the power, authority and capacity to enter into this Agreement and all other documents and instruments contemplated by this Agreement and to carry out its obligations under this Agreement and such other documents and instruments.

  2. Registration Information. During the Term of this Agreement, all Registration Information is and at all times shall be true, complete and accurate and not misleading.

  3. No Infringement. During the Term of this Agreement, neither the registration of any Domain Name nor the manner in which the Registrant intends to use or uses such Domain Name will directly or indirectly infringe or otherwise violate the copyright, trade-mark, patent or other intellectual property or other rights of any person or defame any person or unlawfully discriminate against any person or breach any Applicable Laws.

  4. Qualification. During the Term of this Agreement, the Registrant meets and shall continue to meet all the requirements of this Agreement and the Registry PRP to: (a) be a Registrant, (b) apply for the registration of a Domain Name Registration, and (c) hold and maintain a Domain Name Registration, including without limitation CIRA’s Canadian Presence Requirements for Registrants, which is located on CIRA’s website at: www.cira.ca/assets/Documents/Legal/Registrants/CPR.pdf.

ARTICLE 7
TERM; RIGHTS AND REMEDIES OF CIRA

  1. the Registration Information concerning such Domain Name Registration contains false, misleading, incomplete, and/or inaccurate information;

  2. the Registrar of Record fails to pay to CIRA when due any Fees payable by the Registrar of Record to CIRA with respect to a Domain Name Registration for any reason whatsoever;

  3. the Registrant breaches any term of this Agreement or any of the Registry PRP;

  4. the Registrant at any time fails to meet all of the requirements of this Agreement and/or the Registry PRP to: (a) be a Registrant, (b) apply for the registration of a Domain Name Registration, and/or (c) hold and maintain a Domain Name Registration, including without limitation CIRA’s Canadian Presence Requirements for Registrants, which is located on CIRA’s website at: www.cira.ca/assets/Documents/Legal/Registrants/CPR.pdf;

  5. the Registrant engages in any direct or indirect activity which in CIRA’s reasonable opinion: (1) brings, or may bring, the Registry into disrepute; (2) interferes, or may interfere, with the Registry and/or CIRA’s operations; and/or (3) exposes, or may expose, CIRA to prosecution or to legal action by the Registrant or a third party;

  6. maintaining the Domain Name Registration would put CIRA in conflict with requirements of Applicable Laws, or any applicable federal, provincial or territorial human rights legislation or the Criminal Code (Canada), or the terms of an order, ruling, decision or judgment of a court, tribunal, board, administrative body, commission or arbitrator;

  7. the deletion, transfer or suspension of a Domain Name Registration is required by an order or decision under CIRA’s Domain Name Dispute Resolution Policy or an order, ruling, decision or judgment of a court, tribunal, board, administrative body, commission or arbitrator; or

  8. the designation by the government of Canada of CIRA to manage, operate and control the Registry is terminated or CIRA is no longer recognized at the international level as having the exclusive authority to operate the Registry.

  1. the Domain Name Registration will not be included in the list of Domain Name Registrations transferred on a daily basis to the Registry’s primary domain name server and accordingly, an Internet user will not be able to send an email or access a web page which incorporates such Domain Name Registration;

  2. no transactions or activities associated with the Domain Name Registration and/or information concerning the Domain Name Registration will be possible, including without limitation, renewals, transfers, deletions, modifications or other requests or transactions;

  3. CIRA will continue to list such suspended Domain Name Registration in the WHOIS look up system of the Registry and the WHOIS look up system will indicate that the Domain Name Registration has been suspended;

  4. CIRA may reactivate the suspended Domain Name Registration at any time in its sole discretion; and

  5. CIRA may extend the period of suspension at any time for such period as CIRA may determine in its sole discretion.

  1. the Registrant will no longer be entitled to the use of such Domain Name Registration and accordingly, an Internet user will not be able to send an email or access a web page which incorporates such Domain Name Registration;

  2. the Domain Name Registration will be deleted from the Registry and will be available for registration in the name of another person;

  3. CIRA will list the deleted Domain Name Registration as available in its WHOIS look up system; and

  4. if the Registrant is a Member, the Registrant will cease being a Member forthwith after deletion of the Domain Name Registration, unless the Registrant has at least one other Domain Name Registration.

  1. the Registrant breaches any term of this Agreement or any of the Registry PRP, other than as set forth in Sections 7.8(b) through (h), and fails to cure that breach within 10 days of receipt of notice from CIRA;

  2. the Registrant disrupts or abuses CIRA’s registry services as determined by CIRA in its sole discretion, acting reasonably;

  3. all of the Domain Name Registrations registered in the name of the Registrant have been deleted or have expired;

  4. the designation by the government of Canada of CIRA to manage, operate and control the Registry is terminated or CIRA is no longer recognized at the international level as having the exclusive authority to operate the Registry;

  5. the Registrant files, or consents to the filing against it of, any petition for relief, reorganization or liquidation under any bankruptcy or insolvency law of any jurisdiction, or has any such petition filed against it that is not dismissed within 30 days thereafter;

  6. the Registrant makes a general assignment for the benefit of its creditors, or consents to the appointment of a custodian, receiver, trustee or other officer with similar powers over a substantial portion of its assets, or has any proceeding seeking such an appointment filed against it;

  7. an execution or any other process of any court shall become enforceable against the Registrant; and/or

  8. the Registrant ceases to carry on business in the normal course, dissolves or is wound up, or ceases to exist as the Person listed in the Registry.

ARTICLE 8
LIMITATIONS ON WARRANTIES, CONDITIONS, LIABILITY; INDEMNIFICATION

  1. The Registrant agrees to defend, indemnify and save CIRA and its contractors, agents, employees, officers, directors, Members, affiliates and assigns harmless from and against any and all damages, liabilities, obligations, losses, claims, demands, actions, causes of action, lawsuits, penalties, costs and expenses (including, without limitation, reasonable legal and other related costs) arising out of or in any way connected with the Registrant’s use of the Services, including without limitation the Registrant’s use of any Domain Name Registration, the Registrant’s violation of the Registrant Agreement or Registry PRP, or the Registrant’s violation of any rights of another person.

  2. If a Claim is made, or CIRA believes a Claim is likely, CIRA may seek written assurances from the Registrant concerning their obligation to indemnify CIRA. The Registrant acknowledges and agrees that its failure to provide those assurances may be considered by CIRA to be a material breach of this Agreement.

  3. CIRA shall have the right to participate in any defence by the Registrant of a third-party claim, with counsel of CIRA’s choice at CIRA’s own expense. CIRA shall reasonably cooperate in the defence at the Registrant’s request and expense. The Registrant must receive CIRA’s prior written consent regarding any related settlement of a Claim.

ARTICLE 9
LEGAL RELATIONSHIP

ARTICLE 10
GENERAL TERMS