REGISTRATION AGREEMENT

Last Modified : January 14, 2002

This REGISTRATION AGREEMENT (the "Agreement") is entered into by and between the .cc second level domain name registrant ("Registrant") and eNIC CORPORATION, a Washington corporation ("Registry").

This Agreement governs Registrant's use of the second level .cc domain name (the "Domain") which it registers through the .cc registry, and explains the rights and obligations that exist between Registry and Registrant. Until accepted by Registry, this document constitutes Registrant's offer to Registry to register the Domain under the terms and conditions stated below. Registry may accept the offer only at its principal place of business in Seattle, Washington USA by causing registration of the Domain requested by Registrant.

By registering a domain name with Registry, Registrant acknowledges that it has read and agrees to be bound by all terms and conditions of this Agreement, Registry Policies, and any other pertinent Registry rules or policies that are now or in the future may be published by Registry.

Recitals

WHEREAS, Registry manages the .cc top level Internet domain (the ".cc TLD"); and

WHEREAS, Registry manages and maintains the .cc TLD registry database and is responsible for the registration of second level domain names in the .cc TLD; and

WHEREAS, Registrant desires to register and hold the exclusive registration to use the Domain as a second level domain name on the Internet; and

WHEREAS, Registry desires to grant Registrant an exclusive registration to use the Domain for a limited time period as a second level domain name on the Internet for all lawful purposes for which a second level domain name may be put, in accordance with the terms and conditions set forth below, Registry Policies, and any other pertinent Registry rules or policies which are now existing or which Registry may publish in the future, upon payment to Registry of a Registration Fee;

NOW THEREFORE, in consideration of the Registration Fee and the covenants stated below, Registry grants Registrant the exclusive registration of the Domain for the term described below subject to the following terms and conditions:

Terms and Conditions

1. Registry Policies.

Registrant acknowledges and understands that by accepting the terms and conditions of this Agreement, it shall be bound by Registry Policies, and any pertinent rules or policies that exist now or in the future may be published by Registry ("Registry Policies") which are posted on Registry's web site at http://www.enic.cc ("Registry's Site"). Registry may modify this Agreement and Registry Policies from time to time, and will post at the top of the particular document the last date upon which it was modified. Registry is responsible for publishing Registry Policies applicable to its Registrants on Registry's Site. Registrant is solely responsible for reviewing the Registry Policies on a regular basis. Revisions or modifications to Registry Policies shall be effective thirty (30) calendar days after the initial date of posting such revisions or modifications on Registry's Site and shall apply retroactively as of the effective date. Registrant's failure to review the Registry Policies not less frequently than every thirty (30) days will constitute a breach of this Agreement. Registry Policies, which Registrant acknowledges and understands may be changed or modified by Registry from time to time, are incorporated into this Agreement by this reference. By Registrant's use of the Domain following the effective date of any revision of Registry Policies, Registrant agrees to be bound by such revisions of or modifications to Registry Policies. In the event Registrant does not wish to be bound by a revision or modification to the Registry Policies, Registrant's sole remedy is to cancel its registration of the Domain by following the appropriate Registry Policy regarding such cancellation.

2. Registration Fee.

Registrant shall pay to Registry the Registration Fee rate applicable as of the date the Registrant submits its Domain Registration Application. Payment of Registration Fees shall be made in accordance with the Registry Policies effective at the time the Registrant submits such Registration Application. If payment is being made by credit card, Registrant hereby expressly authorizes Registry to charge the credit card submitted by Registrant to pay for Registrant's registration of the Domain. Except as provided for herein in the case of a breach on the part of the Registrant, all fees received by Registry pursuant to this Agreement, including renewal fees, shall be refundable on a pro-rata basis calculated as follows: Refund = Fees received by Registry divided by the number of months of the applicable Domain Registration Term multiplied by the number of remaining months of the Applicable Registration Term less a cancellation processing charge of US$25.00. To be eligible for a refund, you must fill out the Refund Form. Refunds shall be made by Registry by the twentieth day of the month following the date of Registry's receipt of a request for refund. At Registry's election, allowed refunds may be made by bank draft or processing a credit to Registrant's credit card used in the payment of the Registration Fee.

3. Registrant Information.

Registrant shall ensure that: (i) the information submitted by Registrant in connection with Domain registration or otherwise ("Registrant Information") is true, current, complete, accurate, and reliable; and (ii) Registrant shall maintain, update, and keep Registrant Information true, current, complete, accurate, and reliable. Registry reserves and may exercise the right to terminate Registrant's Domain registration if (i) information provided by Registrant is false, inaccurate, incomplete, unreliable, misleading or otherwise secretive; or (ii) Registrant fails to maintain, update, and keep Registrant Information true, current, complete, accurate, and reliable. Registrant acknowledges that a breach of this Section 3 will constitute a material breach of this Agreement which will entitle Registry to terminate this Agreement immediately upon such breach without any refund of the Registration Fee and without notice to Registrant.

4. Use and Disclosure of Registrant Information.

Registrant concedes and acknowledges that Registry may make directly available to third parties, or publicly available, some, or all, of the Registrant Information, for inspection (through Registry's WHOIS service) and other purposes as required or permitted by applicable laws or policies. Registrant hereby consents to any and all such disclosures and use of, and guidelines, limits and restrictions on disclosure or use of, information provided by Registrant in connection with the registration of the Domain (including any updates to such Registrant Information), whether during or after the term of registration of the Domain. Registrant hereby irrevocably waives and releases any and all claims and causes of action it may have arising from such disclosure or use of Registrant's Registrant Information. Registry will have no liability to Registrant nor to any third party with respect to any loss, misuse, unauthorized access or disclosure or use, or alteration or destruction, of Registrant Information.

5. Agents.

Registrant understands, acknowledges and agrees that by using the Domain, Registrant ratifies and is bound by this Agreement even if an agent (such as an Internet Service Provider, domain name retailer, or employee) entered into this Agreement on Registrant's behalf, and even if Registrant has not itself read this Agreement. Further, Registrant is responsible for all information submitted by its agent. Registry will not cancel this Agreement, or refund any fees paid to it, because of errors or omissions of the agent in the registration process (e.g., if such agent provides incorrect information) or because of errors or omissions in changes to Registrant's Domain registration, without Registrant's actual consent, as such apparent authority will suffice to bind Registrant. By acting on Registrant's behalf, such agent represents and warrants to Registrant and Registry that the agent is authorized to bind Registrant hereto and that it has fully and thoroughly advised Registrant of the terms and conditions of this Agreement.

6. Term and Renewal Term.

Registrant's exclusive registration of the Domain shall continue for a term specified by Registrant at the time of registration (the "Registration Term"). Registry shall be authorized to automatically renew Registrant's registration of the Domain up to 90 days prior to the end of the Registration Term (hereafter the "Renewal Date") for a term of equal length, and no less than 1 year, unless Registrant notifies Registry prior to the Renewal Date that Registrant intends to terminate the registration of the Domain as of the end of the Registration Term. The renewal fee shall be equal to Registry's quoted registration fee then in effect for the renewal term. Registry is authorized to attempt automatic renewal(s) until successful or until written notice of payment is sent. Registrant hereby expressly authorizes Registry to charge Registrant's credit card on the Renewal Date an amount equal to the then current standard registration fee for Domains of equal term. In the event Registrant changes its credit card information (e.g., credit card number or expiration date) or cancels the credit card on file with Registry, Registrant agrees to a) promptly advise Registry of the same and provide an updated credit card that can be charged by Registry, or 2) if an updated credit card is not given, pay such invoice as may be sent by Registry for the renewal of the Domain prior to the last day of the Registration Term. If the Domain Registration is not renewed prior to the last day of the Registration Term, Registry reserves the right to terminate the Domain Registration as of the last day of Registration Term without further notice to Registrant.

7. Scope of Registration.

Upon the effective date of registration, Registrant will be entitled to exclusive use of the Domain. However, Registrant shall not use, display, exploit, or register a Domain which action may constitute illegal activity or be in contravention or violation of Registry Policies. Registrant acknowledges that a breach of this Section 7 will constitute a material breach of this Agreement which will entitle Registry to terminate this Agreement immediately upon such breach without any refund of the Registration Fee. Registry may, in its sole discretion, refuse registration of Registrant's desired Domain within thirty (30) calendar days from receipt of payment by Registry. In case of such refusal, Registry shall refund to Registrant the applicable Registration Fee. Registry shall not be liable for any loss, damage, or other injury whatsoever resulting from Registry's refusal to register Registrant's desired Domain.

8. Registrant Representations and Warranties.

Registrant represents, warrants, and guarantees that (i) Registrant understands that use of the Domain may be subject to applicable laws, including those concerning trademarks and other types of intellectual property; (ii) to the best of the Registrant's knowledge and belief, neither the registration of the Domain nor the manner in which it is to be directly or indirectly used infringes the intellectual property rights of another party; (iii) Registrant understands that use of the Domain is subject to all terms and conditions of this Agreement, Registry Policies, and any other pertinent rule or policies now existing or which Registry may publish in the future and from time to time; (iv) Registrant does register and will use, display, or exploit the Domain in good faith, in accordance with international, federal, and state laws and regulations, and will not use the Domain in any way which may violate a subsisting right of any party; and (v) the information provided by the Registrant is true and accurate, and Registrant will update said information immediately if it changes.

9. Registry Representations and Warranties.

Registry represents, warrants, and guarantees that (i) Registry is the delegated and authorized manager of the .cc TLD; and (ii) Registry has the full right, power, legal capacity, ability, and authority to enter into this Agreement, and to carry out the terms and conditions hereof notwithstanding the disclaimer below. Registry's breach or misrepresentation of these warranties shall constitute a material breach of this Agreement. In the event of such material breach by Registry, Registrant's only recourse against Registry shall be to terminate its Agreement with Registry and recover actual damages which shall not exceed the amount of money paid to Registry by Registrant for the Domain Registration Fee. REGISTRY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND AGAINST INFRINGEMENT. REGISTRY DOES NOT GUARANTEE ANY INFORMATION PROVIDED TO REGISTRANT BY IT OR ITS AGENTS NOT INCORPORATED INTO THIS AGREEMENT AND, ACCORDINGLY, NO SUCH INFORMATION CREATES ANY EXPRESS OR IMPLIED WARRANTY. REGISTRY'S SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

10. Breach of Agreement or Registry Policies.

Failure of Registrant to abide by any provision of this Agreement or Registry Policies may be considered a material breach. In the event of such material breach, Registry may, but shall not be required to, provide a written note to Registrant describing the breach. In the event a written notice is given, Registrant shall have thirty (30) days to cure such breach or to provide evidence reasonably satisfactory to Registry that there is no breach of this Agreement or Registry Policies. In the event of a breach that is not cured or refuted by Registrant to Registry's satisfaction, Registry may cancel Registrant's Domain registration without refund and without further notice and pursue any and all legal remedies it may have against Registrant. Any such breach by Registrant shall not be deemed excused because Registry did not act earlier in response to the breach by Registrant. Registrant expressly agrees that, notwithstanding anything to the contrary in this paragraph 10, Registry shall not be required to provide a notice of breach if such breach arises from Registrant's failure to pay fees due to Registry, Registrant's violation of state, federal or international laws or statutes, or Registry is acting under an order issued by a court of law or other governmental entity.

11. Disputes Involving Registrants.

Registrant acknowledges that Registry cannot, and does not, screen or otherwise review domain name applications to verify that Registrant has legal rights to use a particular word or term used in the Domain. In the event any party disputes Registrant's legal right to use, display, exploit, or register the Domain in any fashion, Registry and Registrant shall act in accordance with Registry's Dispute Policy as set forth hereafter. Registrant is strongly encouraged to, prior to applying for registration of the Domain, perform a trademark search with respect to the words and/or phrases comprising the Domain. Registrant will be solely liable in the event Registrant's use of a Domain constitutes an infringement or other violation of a third party's rights.

12. DOMAIN NAME DISPUTE POLICY.

Registrant agrees to be bound by Registry's domain name 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 Registry's Web site: http://www.enic.cc/dispute-policy.html.

13. DOMAIN NAME DISPUTE POLICY MODIFICATIONS.

Registrant acknowledges and agrees that Registry, in its sole discretion, may modify Registry's dispute policy. Registry will post any such revised policy on its Web site at least thirty (30) calendar days before it becomes effective. Registrant agrees that, by maintaining the reservation or registration of Registrant's domain name after modifications to the dispute policy become effective, Registrant shall be deemed to have agreed to these modifications. Registrant acknowledges that if Registrant does not agree to any such modification, Registrant may terminate this Agreement. Registry will not refund any fees paid by Registrant if Registrant terminates this Agreement.

14. DOMAIN NAME DISPUTES.

Registrant agrees that, if Registrant's use of a domain name is challenged by a third party, Registrant will be subject to the provisions specified in Registry's dispute policy in effect at the time of the dispute. Registrant agrees that in the event a domain name dispute arises with any third party, Registrant will indemnify and hold Registry harmless pursuant to the terms and conditions set forth below in this Agreement. If Registry is notified that a complaint has been filed with a judicial or administrative body regarding Registrant's use of a domain name (the "Disputed Domain"), Registrant agrees not to make any changes to the Disputed Domain's record without Registry's prior approval. Registry may not allow Registrant to make changes to such Disputed Domain's record until (i) Registry is directed to do so by the judicial or administrative body, or (ii) Registry receives notification by Registrant and the other party contesting Registrant's registration and use of the Disputed Domain that the dispute has been settled. Furthermore, Registrant agrees that if Registrant is subject to litigation regarding Registrant's registration and use of the Disputed Domain, Registry may deposit control of the Disputed Domain into the registry of the judicial body by supplying a party with a registrar certificate from Registry. Registrant agrees that Registry will comply with all court orders, domestic or international, directed against Registrant and/or the Disputed Domain registration.

15. Indemnity.

Registrant shall defend, indemnify, and hold harmless Registry and its officers, directors, shareholders, owners, managers, employees, agents, contractors, affiliates and attorneys ("Registry Related Parties") from and against any and all claims of third parties or made by Registrant, including, but not limited to all loss, liability, claims, demands, damages, cost or expense, causes of action, suits, proceedings, judgments, awards, executions and liens, including reasonable attorneys' fees (which attorneys shall be hired at the sole discretion of Registry) and costs (including claims without legal merit or brought in bad faith), relating to or arising under this Agreement, use of Registry's Domain registration or other services, or to the Domain itself, including Registrant's use, display, exploitation, or registration of the Domain, as well as for infringing or otherwise damaging content displayed or otherwise made available via the Domain. If Registry is threatened by claims or suit of a third party, Registry may seek written assurances from the Registrant concerning the Registrant's obligation to indemnify Registry. Failure to provide such written assurances is a material breach of this Agreement. Failure of Registrant to fully indemnify Registry in a timely manner will result in termination of Registrant's registration to the Domain; such termination of the Domain shall in no way prejudice Registry's right to seek the indemnity by way of litigation or otherwise.

16. Disclaimer; Limitation of Liability.

REGISTRY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, RELATING TO THE USE, OR THE INABILITY TO USE, THE DOMAIN, OR IN ANY OTHER WAY RELATED TO THE DOMAIN, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE. ADDITIONALLY, REGISTRY AND REGISTRY RELATED PARTIES SHALL NOT BE LIABLE WHATSOEVER FOR ANY LOSSES OR DAMAGES THAT REGISTRANT MAY INCUR AS A RESULT OF UNAUTHORIZED USE OF THE DOMAIN ARISING FROM "HACKING" OR OTHERWISE, OR FOR LACK OF FITNESS FOR A PARTICULAR PURPOSE OF THE DOMAIN. FINALLY, REGISTRY IS NOT LIABLE WHATSOEVER FOR ANY DAMAGES THAT REGISTRANT MAY SUFFER BECAUSE OF SERVICE OR SYSTEM FAILURE, INCLUDING DOMAIN NAME SYSTEM FAILURE, ROOT SERVER FAILURE, INTERNET PROTOCOL ADDRESS FAILURE, ACCESS DELAYS OR INTERRUPTIONS, DATA NON-DELIVERY OR MIS-DELIVERY, ACTS OF GOD, UNAUTHORIZED USE OF PASSWORDS, ERRORS, OMISSIONS OR MIS-STATEMENTS IN ANY INFORMATION OR OTHER SERVICES PROVIDED UNDER THIS AGREEMENT, DELAYS OR INTERRUPTIONS IN DEVELOPMENT OF WEB SITES, RE-DELEGATION OF THE .CC TLD, OR BREACH OF SECURITY, EVEN IF REGISTRY HAS BEEN ADVISED OF THE POTENTIAL FOR SUCH DAMAGES, AND EVEN IF REGISTRY MAY FORESEE SUCH POSSIBLE DAMAGES. REGISTRANT'S SOLE REMEDY FOR REGISTRY'S BREACH OF THIS AGREEMENT SHALL BE A REFUND OF THE REGISTRATION FEE OR RENEWAL FEE (IF THE BREACH OCCURS DURING A RENEWAL TERM) PAID TO REGISTRY, WHICH REMEDY REGISTRANT ACKNOWLEDGES CONSTITUTES THE ONLY POSSIBLE DIRECT DAMAGES FLOWING FROM THIS AGREEMENT. REGISTRANT'S SOLE REMEDY FOR AN ACTION NOT FLOWING FROM THIS AGREEMENT (IN TORT OR OTHERWISE) SHALL BE LIMITED TO THE AMOUNT OF MONEY PAID TO REGISTRY BY THE REGISTRANT.

17. Notices.

Notices required to be delivered hereunder to Registry or Registrant shall be delivered by registered or certified official Mail of a country, postage prepaid, or by reputable commercial courier service (e.g., U.S. Express Mail or Federal Express) in the manner of quickest delivery (i.e., overnight delivery, if possible). Notices to Registrant shall be delivered to the address stated in the Registrant Information submitted by Registrant, unless Registrant submits a modification to such information, in accordance with the then current Registry policy relating to domain name information modifications, in which case Notices to Registrant shall be delivered to the address in the most recent Domain Modification Form; and Notices to Registry shall be delivered to the address stated below, unless Registry posts a different address at http://www.enic.cc/contact.html, in which case Notices to Registry shall be delivered to that address. Notices delivered by reputable commercial courier service in the manner of quickest delivery shall be deemed delivered three (3) business days following dispatch. Notices mailed by registered or certified official Mail of a country shall be deemed delivered seven (7) business days after mailing. Send Notices to Registry at:

eNIC Corporation
1916 Pike Place, PMB12-367
Seattle, Washington 98101 U.S.A.

18. Governing Law/Forum Selection.

This agreement is governed by the laws of the State of Washington, USA applicable to contracts made and performed in the State of Washington, without regard to conflict of laws principles. Registrant hereby consents to the exclusive personal jurisdiction of the courts in Seattle, King County, Washington, USA for any and all claims or disputes arising out of, to enforce, construe, or otherwise relating to the Domain, this Agreement, or Registry Policies. The exclusive venue for such action shall be the United States District Court for the Western District of Washington in downtown Seattle. If such dispute does not fall within the jurisdiction of the United States federal courts, then the exclusive venue for such action shall be the Superior Court of the state of Washington in Seattle, King County, Washington USA. Registrant waives any right to object to venue or jurisdiction based on inconvenient forum or for any other reason, and Registrant waives any statutory or other right pursuant to the laws of the jurisdiction in which Registrant resides to have a case relating to this Agreement adjudicated or resolved in that jurisdiction.

19. Severability.

If any provision of this Agreement is held invalid, unenforceable, or void, the remainder of the Agreement shall not be affected thereby and shall continue in full force and effect as nearly as possible to reflect the original intention of Registry and Registrant in executing this Agreement.

20. No Waiver.

The failure of either party at any time to enforce any right or remedy available to it under this Agreement with respect to any breach or failure by the other party shall not be a waiver of such right or remedy with respect to any other breach or failure by the other party.

21. Full Integration.

This Agreement, together with Registry Policies expressly incorporated herein by reference, constitutes the entire agreement between Registrant and Registry relating to the Domain. No prior or contemporaneous written, oral, and electronic representation, negotiation, or agreement form a part of this Agreement, and this Agreement supersedes all prior written, oral, or electronic agreements between Registrant and Registry relating to the Domain.

22. Written Agreement.

This Agreement constitutes a written agreement between Registrant and Registry even though Registrant's offer underlying the Agreement may be dispatched electronically, and even though Registry may accept this Agreement electronically. A printed version of this Agreement, and of any notice given in electronic form related to this Agreement, shall be admissible in judicial or administrative proceedings to the same extent, and subject to the same restrictions, as other business contracts, documents, or records originally generated and maintained in printed form.

23. Force Majure.

Registrant acknowledges and agrees that under any circumstances, Registry shall not be liable to Registrant for failures or delays in performing Registry's obligations hereunder arising from any cause beyond Registry's reasonable control, including but not limited to, acts of God, acts of civil or military authority, fires, wars, riots, earthquakes, storms, typhoons and floods. In the event of any such delay, the time for Registry's performance shall be extended for a period equal to the time lost by reason of the delay, which shall be remedied with all due dispatch in the circumstances.

24. Foreign Language; Controlling Language.

In the event Registrant is reading this Agreement in a language other than the English language, Registrant acknowledges and agrees that the English language version hereof shall prevail in case of inconsistency or contradiction in interpretation or translation.

THIS AGREEMENT IS EFFECTIVE AND BINDING as of the date of acceptance hereof by Registry (i.e., the date of registration of the Domain).