These Terms of Service (“Agreement”) specify the terms and conditions that govern your registration and use of a domain name registered in the .CPA TLD (collectively “Service(s)”). This Agreement is made by and between the American Institute of Certified Public Accountants, a Washington, D.C. not-for-profit entity (“Registry Operator”), and the registrant (“Registrant” or “you”). Notwithstanding the prior definition, the term “Registry Operator” shall also include its affiliates and subsidiaries and its and their investors, officers, directors, employees, agents, representatives and assigns, including (without limitation) the Association of International Certified Professional Accountants; “Registrant” shall include each person who accesses or uses the Services.
By clicking the “I Agree” button or by registering for a .CPA domain name (the “Domain Name”), Registrant agrees that it has read, understands and agrees to be legally bound and to abide by this Agreement and any policies, guidelines or rules applicable to the Services, including but not limited to the following policies, which are incorporated herein by reference (the “.CPA Policies”) and can be found at https://domains.cpa.
IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT AND THE .CPA POLICIES, YOU ARE NOT PERMITTED TO REGISTER A .CPA DOMAIN NAME OR USE THE SERVICES.
You acknowledge that Registry Operator in its sole discretion, may update or modify these Terms, the .CPA PolicIES, and/or any other posted policies, guidelines or rules from time to time without notice to you. CONTINUED REGISTRATION OR USE OF A .CPA DOMAIN NAME OR THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES.
- Eligibility Conditions and Domain Name Requirements
- Eligibility Conditions. You represent and warrant that you:Possess an active license, or an equivalent credential, to practice as a certified public accountant, certified practicing accountant or chartered professional accountant issued by a national, state or other regulatory body that is approved by Registry Operator; orAre a not-for-profit professional organization exclusively engaged in supporting the CPA profession and/or in representing the profession’s interests.
- Domain Name Requirements. Domain names must comply with all .CPA Policies. In addition, you represent and warrant that:
- You are not aware of any allegation, charge or complaint that the Domain Name you are registering is false, misleading, or deceptive, unlawful or otherwise inconsistent with the standards of the CPA profession; and
- The Domain Name you are registering does not infringe upon any intellectual property rights.
- Registry Operator Reliance. By using the Services, you understand and agree that Registry Operator may rely on the above Eligibility Conditions representations and warranties and Domain Name Requirements representation and warranties as true and accurate. You understand and agree that Registry Operator may revise the Eligibility Conditions and Domain Name Requirements from time to time and require new conditions and certifications and that you will abide by such revised Eligibility Conditions and Domain Name Requirements or discontinue using the Services. If at any point you no longer meet the Eligibility Conditions or Domain Name Requirements, you must discontinue using the Services. If Registry Operator becomes aware or believes that there are violations of the Eligibility Conditions or Domain Name Requirements by any Registrant or that the Registrant has otherwise provided any false or misleading information, it may, among other things, suspend and/or terminate such .CPA Domain Name registration with or without notice at its sole discretion.
- You agree to notify Registry Operator immediately in the event (i) you no longer satisfy the Eligibility Conditions or (ii) there is any allegation, charge, or complaint that the registered Domain Name is false, misleading, deceptive, unlawful, or otherwise inappropriate. In the case of such event, you agree to immediately remedy such condition or disable access to the website displayed in connection with the Domain Name.
- Termination. Notwithstanding the above provision entitled “Registry Operator Reliance,” Registry Operator may suspend and/or terminate your account for any reason or for no reason at all and with or without notice at Registry Operator’s sole discretion.
- Obligations of the Registrant.
- All Registrants must enter into a Registration Agreement with a Registrar. Registry Operator reserves the right to deny, cancel or transfer any .CPA domain name registration or transaction, or place any domain name(s) on registry lock, hold or similar status, as it deems necessary, in its unlimited and sole discretion: (i) to comply with specifications adopted by any industry group generally recognized as authoritative with respect to the Internet (e.g., RFCs), (ii) to correct mistakes made by Registry Operator, Registry Operator’s service provider, Registrar and/or any other contractually obligated vendors in connection with a domain name registration, or (iii) for violation of .CPA Policies, or (iv) the non-payment of fees to Registry Operator.
- All Registrants shall comply with ICANN standards, policies, procedures, and practices for which Registry Operator has responsibility in accordance with their Registry Operator Agreement or other arrangement with ICANN.
- All Registrants shall comply with all state accountancy laws, regulations, and rules relating to advertising.
- Trademarks. You shall not use the name, logo, or other trademarked material of Registry Operator or any third party associated with the Services, without prior written approval of Registry Operator or the third party, for any purpose, including but not limited to advertising and marketing purposes. All other trademarks, product names and company names or logos cited herein are the property of their respective owners.
- DISCALIMER OF WARRANTIES AND LIMITATION OF LIABILITY
- Disclaimer. Registry Operator expressly disclaims, and you hereby expressly release Registry Operator from, any and all liability whatsoever for any controversies, claims, suits, injuries, loss, harm and/or damages arising from and/or in any way related to the Services. By using the Services, you acknowledge and agree that you are solely responsible for your use of the Services. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ON AN “AS IS” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE, CUSTOM, USAGE, MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. YOU HEREBY EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. REGISTRY OPERATOR DOES NOT REPRESENT, OR WARRANT, AND FURTHER DISCLAIMS ANY AND ALL LIABILITY ASSOCIATED WITH, THE FOLLOWING:
- THAT ACCESS TO THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE;
- THAT ANY INFORMATION, PRODUCTS OR SERVICES OBTAINED FROM OR THROUGH THE SERVICES WILL BE RELIABLE, ACCURATE, SAFE, TIMELY OR COMPLETE; AND/OR
- THE CONDUCT OF OTHER THIRD PARTIES, INCLUDING HACKERS OR OTHERS WHO ENGAGE IN THE UNAUTHORIZED ACCESS, USE OR MISAPPROPRIATION OF ANY REGISTRANT CONTENT OR INFORMATION;
REGISTRY OPEATOR CANNOT AND DOES NOT REPRESENT OR WARRANT THAT CONTENT OR INFORMATION TRANSMITTED OR ACCESSED USING THE SERVICE WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS AND SHALL NOT BE LIABLE THEREFOR. REGISTRY OPERATOR HEREBY EXPRESSLY DISCLAIMS, AND YOU HEREBY EXPRESSLY RELEASE REGISTRY OPERATOR FROM, ANY AND ALL LIABILITY WHATSOEVER FOR ANY CONTROVERSIES, CLAIMS, SUITS, INJURIES OR DAMAGES ARISING FROM THE USE OR INABILITY TO USE THE SERVICES.
- Limitation of Liability. In no event shall Registry Operator, ITS officers, directors, employees, agents, contractors, suppliers, or licensees be liable for any indirect, punitive, special, incidental or consequential damage; including but not limited to loss of business, revenue, profits, use, data or other economic advances, however it arises, whether in an action of contract, negligence or other tortious action, or arising out of or in connection with the use or inability to use the Service, even if Registry Operator has been previously advised of the possibility of such damage.
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE AGGREGATE LIABILITY OF REGISTRY OPERATOR TO YOU WILL NOT EXCEED THE GREATER OF: (i) $500, or (ii) THE TOTAL AMOUNTS PAID BY YOU OR PAID TO YOU REGISTRY OPERATOR IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM OR CAUSE OF ACTION. YOU AGREE THAT IF REGISTRY OPERATOR WERE TO HAVE ANY LIABILITY GREATER THAN THE AMOUNTS LISTED ABOVE IN THESE TERMS, REGISTRY OPERTOR’S RISK OF LIABILITY WOULD BE TOO GREAT TO PROVIDE THE SERVICES, AND YOU HVE REGISTERED THE DOMAIN NAME AND USED THESE SERVICES WITH A COMPLETE UNDERSTANDING OF THE LIMITATIONS TO REGISTRY OPERATOR’S LIABILITY.
- Indemnification. You agree to defend, indemnify and hold harmless Registry Operator, its affiliates, parents, subsidiaries, officers, directors, shareholders, employees and agents from and against any and all claims, liabilities, damages, losses or expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with the Services.
- Registry Operator’s Marketing Materials. You agree that Registry Operator may identify you and use your registered Domain Name at Registry Operator’s discretion in marketing, advertising, or public relations materials relating to the Services.
- Third Party Beneficiary. Registry Operator is an intended third party beneficiary of the Registrar’s Registration Agreement, with a right to enforce the terms and provisions contained herein.
- Governing Law. In the event of any dispute arising out of or relating to this Agreement, you and Registry Operator shall attempt in good faith to resolve such dispute through informal means, including timely escalation of the dispute to senior management having full settlement authority. If the dispute is not resolved as a result of these efforts, the matter will be submitted to final and binding arbitration under the rules of the American Arbitration Association. You agree to cooperate in selecting an arbitrator and in scheduling the arbitration proceedings to be conducted by one arbitrator in the English language, applying the substantive laws of the United States of America and New York, excluding its laws pertaining to a “conflicts of law.” The site of any proceedings shall be New York County, New York. The provisions of this Article and any resulting award may be enforced by any court of competent jurisdiction. The prevailing party in any arbitration shall be entitled to an award of all costs, fees and reasonable expenses, including attorneys’ fees, incurred as a result of the arbitration or any action to enforce the arbitration award. Punitive damages may not be awarded in connection with any arbitration proceeding arising out of or relating to this Agreement.
- Independent Party. This Agreement is not intended to and does not create a joint venture, partnership or other formal business organization of any kind. Neither party shall have, or hold itself out to any third party as having any authority to make any statements, representations or commitments of any kind, or to take any action, that shall be binding on the other, except as provided for herein or authorized in a separate writing by the party to be bound.
- No Transfer. You may not assign or otherwise transfer in whole or in part or in any manner any rights, obligations or interests the Services and any attempted assignment will be null and void. Your merger or other acquisition by a third party will be treated as an assignment. Registry Operator may at any time and without Registrant’s consent assign all or a portion of its rights and duties under this Agreement.
- Force Majeure. Registry Operator shall not be liable for any delay or failure in performance of Services resulting from acts beyond its control, including, but not limited to acts of God, acts of war, fire, flood, or other disaster, acts of government, communication line or power failures.
- Severability. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid, illegal or unenforceable, such provision shall be severed from the Agreement and the other provisions shall remain in full force and effect.