Last Updated: March 5, 2019
These terms of service (the “Terms”) apply to your access to and use of any materials or content provided through (a) the Website located at instride.ca and such other websites and locations as may be made available from time to time (collectively, the “Website”), owned and operated by Instride (“Instride”, “we”, “us”, “our”), a division of Calea Ltd., (b) any “app” or other front-end software provided by us (for greater certainty, excluding third party software that may interact with the Website or the Service, as defined below) that interacts or interfaces with the Website (the “Software”), and (c) the services we provide through the Website and/or the Software (collectively, the “Service”). By accessing and using the Service, you accept and agree to be bound by these Terms, and all applicable laws and regulations.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, VARIOUS LIMITATIONS, EXCLUSIONS AND INDEMNITIES.
Your use of the Service is subject to these Terms. If you are not willing to be bound by each and every term and condition, or if any representation made by you herein is not true, you may not use, and must immediately cease accessing, the Service.
Section 1: SERVICE USE
1.1 Updates to Terms
We reserve the right to amend these Terms at any time, but we will use reasonable efforts to publish each amendment before it becomes effective, and we will send you an email notifying you of the amendment before it become effective (if you have provided us with an email address). We will ensure that the latest, fully-amended version of these Terms are published on the Service. If any amendment is unacceptable to you, you may terminate your agreement to these Terms by ceasing use of the Service. If you continue to use the Service after the effective date of each amendment, you will be conclusively deemed to have accepted such amended version of these Terms. Unless explicitly stated otherwise, any new features, content or services that augment or enhance the current Service shall be subject to the Terms.
The Service is intended solely for users who are 13 years of age or older, and any registration, use or access to the Service by anyone under 13 is unauthorized, unlicensed, and in violation of these Terms. We may terminate your Account, delete any content or information that you have posted on or through the Service, and/or prohibit you from using or accessing the Service (or any portion, aspect or feature of the Service) for any reason or no reason, at any time in its sole discretion, with or without notice, including without limitation if we have any reason to believe that you are under 13.
If you are 13 years of age or older, but not yet at age of majority (18 or 19 years of age, depending on your jurisdiction) (“Youth”), you may use the Service only if you either are an emancipated minor (where that term is legally effective), or possess parental or legal guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement. We require that a parent or legal guardian supervise the use of our Service by Youth users.
1.4 License to Use
In these Terms, “Content” means all materials and content, including designs, editorial, text, graphics, audiovisual materials, multimedia elements, photographs, videos, music, sound recordings, reports, documents, software, information, formulae, patterns, data and any other work available through our Service. Subject to these Terms, we grant you permission to access the Service as a personal, non-exclusive, non-transferable, limited license to use the Service for transitory, non-commercial purposes, provided that with respect to any Content, you may not:
· modify, copy, reproduce or create derivative works of such Content, unless we have expressly authorized you to do so,
· use the Content for any commercial purpose,
· distribute or transmit the Content (unless you are personally sharing Content on your social media platforms),
· publicly display, publish or perform the Content (for any commercial or non-commercial purpose),
· create derivative works from, transfer, or sell any Content,
· attempt to decompile or reverse engineer any software or database contained in or accessed through the Service, or
· remove any copyright or other proprietary notations,
without our prior, written consent. All rights not expressly granted to you are reserved by us and, if applicable, our licensors.
For greater clarity, you are allowed to provide links to the Service through email, social media, or other similar methods, provided that such methods do not involve the framing or embedding of any portion of the Service within another website or service, imply any affiliation between you and us, or you and the Service, or portray us or the Service in in a false, misleading, derogatory or otherwise defamatory manner.
Please review our accessibility policy, located at http://www.calea.ca/en/accessibility/.
Section 2: Your Account
2.1 User Accounts
Your use of the Service may require an account identifying you as a user (an “Account”). You are solely responsible for your Account, including but not limited to the maintenance, confidentiality and security of your Account, all passwords related to your Account, and any and all activities that occur under your Account, including all activities of any persons who gain access to your account, with or without your permission. We may create an Account on your behalf in order to process orders you make through our Service. We may assign you, or you may create, a password and account identification to enable you to access and use certain portions of the Service. Each time you use a password or identification, you will be deemed to be authorized to access and use the Service in a manner consistent with these Terms and we have no obligation to investigate the authorization or source of any such access or use of the Service.
You must not register for an Account on behalf of any individual other than yourself (except if you are the parent or legal guardian of such individual, or are otherwise authorized to do so by such individual), or register for an account on behalf of any group or non-individual entity unless you are duly authorized to do so by such group or entity.
2.2 Security Breach, Unauthorized Use, Etc.
You agree to immediately notify us of:
· any unauthorized use of your Account, any service provided through your Account or any password related to your Account, or
· any other breach of security with respect to your Account or any service provided through it, and
· you agree to provide assistance to us, as requested, to stop or remedy any breach of security related to your Account.
Section 3: E-Commerce
The following section is specific to your purchase of products FROM our SERVICE. Read these Terms carefully before MAKING A PURCHASE, BECAUSE When buying any products from our Service you agree to be bound by these Terms and any terms and conditions and policies referred to in theSE Terms.
If you are uncertain as to your rights or you want any explanation about them please e-mail or telephone our Customer Service Team by e-mail at: email@example.com, or by telephone at: 1-833-787-4338.
We may sell products through our Service (“Products”). All Product descriptions and performance claims have been supplied by the manufacturer and are as accurate as possible (errors and omissions excepted). We may change what Products are available to purchase through our Service from time to time without notification and at our sole discretion. To obtain the most accurate list of Products we carry, please review our Service regularly.
Carefully read all information provided by the manufacturers of the Product on or in the Product packaging and labels before using any Product. Always consult with your physician or other qualified health care professional prior to using a Product.
When you buy Products from us under these Terms you have certain legal rights. The law gives you certain legal rights including that the products are of satisfactory quality, as described, and fit for their purpose. Nothing in these Terms affects these legal rights.
All prices are listed in Canadian dollars. Listed prices do not include applicable sales taxes or the cost of shipping, which will be calculated upon checkout and added to the total cost of your order. Pricing may change without notification. To obtain the most accurate pricing, please review our Website regularly.
(a) Order Process – When you place an order for Products through our Service, we may email you to acknowledge that we have received your order, however this order acknowledgement does not mean that your order has been accepted by us. Your order is not deemed accepted by us until we send a shipping notice email to the email address you have provided.
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, or orders that use the same billing or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail, billing address, or phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. We reserve the right to cancel your order if the Product is not available, if we are unable to obtain authorization of your payment, or for any other reason deemed acceptable by us.
If you set-up recurring orders, we use a third party service from Bold Innovation Group Inc. (known as “Bold Commerce”) to automatically place your recurring orders. We will share your order information with Bold Commerce so that they can perform this service. Please be aware that this information will also be subject to Bold Commerce’s applicable terms and conditions - please review these terms here.
If you are less than 13 years old, you may not purchase any Products through our Service. If you are a Youth, we require that a parent or legal guardian supervise your purchase of Products through our Service. If you do not comply with the legal age requirement you must not try to purchase such Products, and we reserve the right to cancel your order.
(b) Cancelling Your Order – You may request a cancellation of your order within 48 hours of submission (unless your order has already shipped) through our Service by contacting us by telephone at: 1-888-787-4338, or by email at firstname.lastname@example.org. If, within that 48 hour time frame, we have already shipped your order, we will not be able to accept your cancellation request.
(c) Accuracy of Information You Provide – We rely on the information that you provide through the Service, including name, contact information, and billing information. You agree to provide current, complete and accurate purchase and account information for all purchases made through our Service, and to promptly update such information if it changes. You will be solely responsible and liable for any and all loss, damage, and additional costs that you, we or any other person may incur as a result of your submission of any false, incorrect or incomplete information or your failure to update your registration information and payment information within 30 days of any change.
(a) Forms of Payment – We accept the following forms of payment:
· by credit card, including: Visa and Mastercard, and
· by PayPal.
Please be aware that your use of one of the above payment methods will also be subject to any applicable terms and conditions and policies of those payment providers.
We reserve the right to request additional information from you to verify your payment. We may add or remove acceptable forms of payment at our sole discretion and without notice to you.
(b) Payment Processing – We, or our third party service providers, may make available to you various payment processing methods to facilitate the purchase of Products (for example, we use Shopify and Stripe). Please be aware that by making a payment through our Service, you will also be subject to any applicable terms and conditions of those third party service providers that apply to your purchase of Products through our Service and the information that you (or we, with respect to your order) share with them. Please review the applicable terms here: Shopify, and Stripe.
We may add or remove payment processing methods at our sole discretion and without notice to you. You agree to pay for any Products that you order and that we may charge your credit card or other form of payment that you indicate for any Products ordered.
(c)Security – We will do all that we reasonably can to ensure that all of the information which you provide to us when paying for the Products is secure by using an encrypted secure payment mechanism but in the absence of negligence on our part we will not be liable for any loss that you may suffer if a third party gains unauthorized access to any information that you provide to us.
Orders are shipped with the assistance of third party service provider ShipStation, using UPS and/or Canada Post. Most orders are shipped within 1-3 business days from the order date. Orders placed on weekends and select holidays are processed on the next business day. If we are unable to process your order due to inaccurate or incomplete payment information, or if the order contains out of stock item(s), your order processing and shipping may be delayed.
We ship Canada-wide. We do not ship outside of Canada. Delivery services may vary by carrier or location and may require pickup of Product(s) at a local postal outlet or distribution center.
Shipping rates will be shown at checkout.
You will be responsible for the Products when delivery has taken place (including ensuring that you follow any instructions or manuals provided with the Products) and you will own the Products when we receive payment in full for it and any respective delivery charges.
We share your order information with ShipStation so that they can assist us with fulfilling your order. Please be aware that your order information and the fulfillment of your order will also be subject to ShipStation’s applicable terms and conditions - please review the applicable ShipStation terms.
3.6 Returns, Repairs and Warranty
Please review our Returns, Repairs and Warranty Policy located at , which is incorporated herein by reference and forms an integral part of these Terms.
Section 4: Online Community
4.1 Online Community
Our Service may contain an online community (the “Community”), serving as a forum for Account holders and other Service users to provide feedback on Products, review blog posts, discuss personal experiences, and connect with Experts (as defined below). Comments and posts made in the Community may be monitored for appropriateness, and we reserve the right (but not the obligation) to remove Content that does not comply with these Terms.
4.2 Our Experts
Our Service may feature advice from experts (“Experts”). Experts are not employees of us, or of any of our subsidiaries or parent companies. You acknowledge that your reliance on any Expert for treatment or any information given to you by such Expert is solely at your own risk and you assume full responsibility for all risk associated therewith, to the maximum extent allowable by law.
You acknowledge and agree that we do not provide medical services or advice; the Service is merely a technology platform through which you may connect with others or with Experts. We do not expressly endorse any Expert featured on the Service, and any statements, programs, opinions, suggestions, comments, or other information that may be provided to you by an Expert are solely attributable to the Expert and not to us. Reliance on any information provided by an Expert on our through the Service is solely at your own risk. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT, ABILITY OR THE EFFICACY, ACCURACY, COMPLETENESS, TIMELINESS OR RELEVANCE OF THE INFORMATION, ADVICE OR SERVICES PROVIDED BY ANY EXPERT ON OUR SERVICE. EXPERTS ARE RESPONSIBLE FOR COMPLYING WITH REGULATORY AND LOCAL REQUIREMENTS FOR MALPRACTICE AND LIABILITY INSURANCE. ALL INTERACTIONS WITH EXPERTS ARE BETWEEN YOU AND THE EXPERT. BY USING THE SERVICE, YOU AGREE NOT TO HOLD US LIABLE IN ANY WAY FOR AN EXPERT’S INACCURACIES, ERRORS OR OMISSIONS.
4.3 Disclaimer Regarding Health-Related Information
Information provided through the Service is for general educational information purposes only. It does not constitute medical advice and is not intended to be a substitute for advice given by your physician or other qualified health care professional, diagnosis, treatment or prevention of health problems.
You acknowledge and agree that you are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any Content, information or material received, transmitted or sent by you using the Service. Always seek the advice of your physician or other qualified health care professional prior to starting any treatment or in connection with any health problems or questions you may have. Never disregard professional medical advice or delay in seeking it because of something you read on our Service. Information contained on our Service or any websites to which a link is provided should be used only under the supervision of an appropriately qualified physician or other qualified health care professional. If you think you or a family member may have a medical emergency call your doctor or 911 immediately. We do not warrant or guarantee the accuracy, completeness, correctness, timeliness, or usefulness of any medical or health information posted or otherwise available on or through access to the Service.
Notwithstanding anything else contained in these Terms, we shall have no liability whether direct, indirect, consequential, contingent, special or incidental related to or arising out of or in connection with your use of this Community or your reliance on any health-related information contained on the Service, whether in an action of contract, negligence or other tortious action. Anyone using such information does so at their own risk.
Section 5: Content
5.1 Our Content
Except where expressly stated otherwise, all right, title and interest in and to the Service and all Content, source code, processes, designs, technologies, URLs, domain names, marks and logos forming any part of the Service (collectively, “Our Content”) is fully vested in us, our licensors or our suppliers and are protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. You agree that Our Content is licensed subject to these Terms, including the disclaimers and limitations of liability herein. Nothing in your use of the Service or these Terms grants you any right, title or interest in or to Our Content except the limited right to use the Service as set out herein.
5.2 Third Party Content
Content accessed or available through the Service or the Internet may be owned by parties other than you or us (collectively, “Third Party Content”) and may be protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. Nothing in your use of the Service or these Terms grants you any right, title or interest in or to this Third Party Content except for the limited right to use the Service as set out herein.
5.3 Your Content
(a) Feedback – All right, title and interest in and to comments, ideas, suggestions and impressions of the Service and our products given by you to us (collectively, the “Feedback”) is and shall be deemed to be our property and, by submitting Feedback to us, you agree that you thereby assign to us all right, title and interest to such Feedback to us.
(b) Ownership of Your Content – Except for Feedback, we do not claim ownership of any Content that you post, upload, input, provide, submit or otherwise transfer to us, or any third party, using the Service (collectively, “Your Content”); however, you agree that by posting, uploading, inputting, providing, submitting, entering or otherwise transmitting Your Content to us or any third party using the Service, whether or not through use or, or associated with, your Account:
· you will be deemed to have thereby granted us a royalty-free, non-exclusive, worldwide, fully paid-up, irrevocable license to use, copy, distribute, transmit, display, edit, delete, publish and translate Your Content to the extent reasonably required by us to provide the Service as it may exist from time to time, in any medium whatsoever, or to ensure adherence to, or enforce, these Terms,
· you will be deemed to have thereby confirmed, represented and warranted to us that you have all right, title and interest, as well as the power and authority necessary, to grant such license to Your Content to us as set out above, and
· you will indemnify and save us harmless from and against any liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any action or to satisfy a judgment and expenses of any kind and character whatsoever incurred by us relating to or arising from Your Content, including instances where the Your Content (A) infringes any Third Party Content or other third-party intellectual property rights, or (B) is inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful.
(c) Data Protection – We will and have established commercially reasonable security measures to ensure that our personnel only use Your Content in accordance with the license granted under these Terms.
(d) Deletion of Your Content – You acknowledge and agree that we may retain a copy or copies of Your Content for archival or compliance purposes or to otherwise provide the Service to you or others, subject always to your license to us set out above, even if you delete your Account to which Your Content is connected. If permitted by the functionality of the Service, you may delete Your Content from the communication facilities thereupon, though we may retain a copy internally thereof for compliance purposes.
5.4 Responsibility for Content
You acknowledge and agree that you are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any content, information or material received, transmitted or sent by you using the Service.
5.5 Public Transmission and Caching
You acknowledge and agree that the technical processing and transmission of the Service, including Your Content and other Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices, and that such Content may be subject to “caching” or other technical processing or transmission policies and procedures by us or at intermediate locations on the Internet.
5.7 Compliance and Complaints
We do not have any obligation to censor or review any of Your Content, to censor or review any Third-Party Content or to monitor use of the Service. However, you agree that we may, without notice or liability, disclose to third parties any of your information or Your Content, monitor use of the Service and monitor, review and retain any Content, including Your Content, if we believe in good faith that such activity is reasonably necessary to provide the Service to customers, ensure adherence to or enforce these Terms, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect us or others. If we receive a complaint relating to use of the Service by you, you acknowledge and agree that we may, in our sole and absolute discretion and without notice or liability, investigate the complaint, and restrict, suspend or terminate your access to the Service, including your Account, and remove Your Content from our servers.
Section 6: Proprietary Notices
6.1 Copyright Notice
The Service and all Content (unless otherwise set out herein) is owned and copyrighted by us and/or our licensors, and is licensed to you in accordance with these Terms only.
6.2 Trademark Notice
The trademarks, logos, and service marks displayed on or through the Service are the property (whether registered or unregistered) of Instride, its licensors or other third parties. You are not permitted to use trademarks, logos and service marks for any purpose without our prior, written consent. Except as expressly indicated on the website, no endorsement, sponsorship, affiliation or other authorization is implied by any use of third party trademarks.
6.3 Copyright Complaints
If you believe that any Content on the Service infringes upon any copyright or other intellectual property right that you own or control, you may send a written notification of such infringement to our designated agent:
by e-mail at: email@example.com
attn: Designated Agent
To meet the notice requirements under Canada’s Copyright Act, the notification must be a written communication that includes the following:
· the claimant’s name and address,
· the identity of the work to which the alleged infringement relates,
· the claimant’s interest or rights in respect of the work,
· the type of infringement claimed,
· the electronic location data for which the alleged infringement relates, and
· the date and time of the alleged infringing activity.
6.4 Infringer and Repeat Infringer Policy
We have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers of intellectual property. We may also, at our sole discretion, limit access to the Service or terminate the Account of any user who infringes any intellectual property rights of us or others, whether or not there is any repeat infringement.
Section 7: Acceptable Use and Prohibitions
7.1 Acceptable and Unacceptable Use
(a)Proper Conduct (Things You Must Do) – Without limiting the generality of anything else contained in these Terms, you must ensure that:
· you only use the Service for lawful purposes, and
· if at any time you become aware of any violation, by any person or entity under your control, of any part of these Terms, you will immediately notify us and provide us with assistance, as requested, to stop or remedy such violation
(b)Prohibited Conduct (Things You Must Not Do) – Without limiting the generality of anything else contained in these Terms, you agree that you will not, in connection with the Service, directly or indirectly do or permit any of the following:
· post, upload, reproduce, distribute or otherwise transmit any Content that:
(i) is unauthorized or unsolicited commercial communications, junk or bulk communications or other “spam” (whether or not using e-mail services, including instant messaging, blog or comment spam) or is otherwise duplicative or unsolicited,
(ii) contains a virus, cancelbot, Trojan horse, worm or other harmful, disruptive or surreptitious component,
(iii) is defamatory, infringing, or unlawful,
(iv) is inappropriate, profane, obscene, indecent materials or information without suitable or lawfully-required access controls (which controls shall in no event be our responsibility),
(v) gives rise to civil liability, or otherwise violates the rights or assists others to violate the rights of us or any third party, such violations including engaging in copyright infringement, invasion of privacy, trademark infringement or defamation,
(vi) constitutes a criminal offence, or otherwise engages in or assists others to engage in any criminal offence, including pyramid selling, unauthorized use of a computer, mischief in relation to data, fraud, obscenity and child pornography; or
(vii) incites discrimination, hate or violence towards one person or a group because of their belonging to a race, religion, nationality, sexuality, gender or other human-rights protected group of persons;
· engage in threats, harassment, intimidation, stalking or abuse or any conduct that violates the legal rights of others, including the rights of minors and rights relating to privacy and publicity,
· scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer or network trespass without the express permission of the owners of such computer systems,
· forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any data transmitted using the Service,
· impersonate or falsely represent your association with any person, including a representative of us,
· disrupt or threaten the integrity, operation or security of any service, computer or any Internet system,
· disable or circumvent any access control or related process or procedure established with respect to the Service,
· sublicense, share, resell, reproduce, copy, distribute, redistribute, or exploit for any commercial purposes (except for your internal, personal, non-commercial purposes), any portion of, use of or access to, the Service, except where expressly authorized by us,
· harvest, scrape, extract, gather, collect, or store personal information about others without their express consent, or
· harvest, scrape, or use any robot, spider, crawler, script or other automated means or interface not provided by us to access the Service or to extract data, collect information or otherwise interact with the Service.
7.2 Additional Terms
In addition to these Terms, we may require you to agree to specific terms for particular services, Products or areas of the Service from time to time by confirming your agreement. Any such additional terms which you agree to will be deemed incorporated into these Terms.
We may, in our sole discretion, suspend, restrict or terminate your use of the Service, including your Account, and Your Content, effective at any time, without notice to you, for any reason, including if the operation or efficiency of the Service or our or any third party’s equipment or network is impaired by your use of the Service, we have received a third party complaint which relates to your use or misuse of the Service, or you have been or are in breach of any term or condition of this Agreement.
You acknowledge and agree that termination, curtailment, or suspension of these Terms for any reason may result in restrictions of, disruptions to or cessation of your or third party access to your Account and Your Content, and you hereby agree to release us from any and all liability and claims of loss resulting from restrictions, disruptions or cessations. If your use of the Service is suspended or restricted, we will have no obligation to forward any of Your Content to you or any third party.
Section 8: Disclaimers, Limits of Liability and Indemnities
8.1 Errors and Omissions
Without limiting the remainder of these Terms, the Service and all Content (as defined below) is provided on an “as-is”, “as available” basis, and we do not guarantee, represent or warrant that the Service will be error free or that the Content will be free or errors or omissions.
8.2 Internet-Based Limitations
Your use of the Service depends on the Internet, including networks, cabling, facilities and equipment that is not in our control; accordingly (a) we cannot guarantee any minimum level regarding such performance, speed, reliability, availability, use or consistency, and (b) data, messages, information or materials sent over the Internet may not be completely private, and your anonymity is not guaranteed.
8.3 Customer Acknowledgement
You acknowledge and agree that:
· all use of the Service provided by us is at your own risk,
· the Content that you may access while using the Service may contain links to other websites, which are provided solely as a convenience to you and the inclusion of any such link does not imply endorsement, investigation or verification by us of such websites or the information contained therein, and
· all Products and services provided under these Terms are provided on an “as is” and “as available” basis (unless otherwise set out herein).
8.4 Disclaimer of Warranties
Except as otherwise set out in these Terms (and any terms and conditions or policies incorporated herein), we make no conditions, warranties or representations about the suitability, reliability, usability, security, quality, capacity, performance, availability, timeliness or accuracy of the Service. We expressly disclaim all conditions, warranties and representations, express, implied or statutory, including implied conditions or warranties of merchantability, fitness for a particular purpose, durability, title and non-infringement, whether arising by usage of trade, by course of dealing, by course of performance, at law, in equity, by statute or otherwise howsoever.
8.5 No Liability
Notwithstanding any other provision of these Terms, in no event will we, our affiliates, or our controlling parties, agents employees, suppliers, licensors, resellers or distributors (collectively in these disclaimers and limitations, “we” or “us”) be liable for any direct, indirect, special, incidental, consequential or punitive damages, or any other damages or losses whatsoever, including damages for loss of profits, goodwill, opportunity, earnings, use or data, bodily injury or emotional distress arising directly or indirectly from or related to these Terms or the Service, or any Content or software in connection therewith, regardless of the cause of action and even if one or more of us have been advised of the possibility of such damages or losses, or if such damages or losses would be reasonably foreseeable, including damages or losses arising from or in any way related to the following:
· sending, receiving, not sending, not receiving, loss, deletion or alteration of any transmissions, data or transactions entered into through or using the Service,
· any suspension, curtailment, restriction, termination or other limitation placed on your use of the Service, or your Account,
· any act or omission of you or any third party, including any threatening, defamatory, obscene, offensive or illegal conduct or any infringement of another’s rights, including intellectual property rights,
· any loss or damage to Your Content or other data arising directly or indirectly from your use or non-use of the Service or related components,
· the performance of the Internet or the Service,
· the content or accuracy of any material, information or data (including any software) related to these Terms or viewed, downloaded, accessed or transmitted using, over or through the Internet or the Service, including material that infringes the rights of others or otherwise violates laws or regulations,
· delays, errors, interruptions, mistakes, omissions, non-delivery, incorrect delivery, viruses, Trojan horses, spyware, spam or defects in the transmission of any information, material or data over or through our systems or networks or the systems or networks of third parties, and
· your reliance on any information (i) provided by an Expert, (ii) provided by another user of the Service, or (iii) otherwise available on or through the Service.
Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in these Terms, such exclusions and limitations will not apply to you strictly to the extent necessary to make these Terms consistent with such prohibitions.
8.7 Indemnity by You
You agree to indemnify and hold us harmless from all liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any such action, or to satisfy a judgment, and expenses of any kind and character whatsoever incurred by us relating to or arising from (a) access to or use, by you or permitted by you, of the Service or your Account, or (b) any of your acts or omissions, including breach or non-performance of these Terms and any violation of any third party rights.
Section 9: General Provisions
9.1 General Provisions
(a) Interpretation – In these Terms, (i) the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of these Terms, (ii) the word “including”, the word “includes” and the phrase “such as”, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected, (iii) all references to website addresses or URLs shall also include any successor or replacement websites containing substantially similar information as the referenced website(s), and (iv) any monetary amounts expressed are in Canadian dollars.
(b)Waiver of Rights and Remedies – Our failure to insist upon or enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. Neither the course of conduct between you and us nor trade practice shall act to modify any provision of these Terms. Our rights, powers and remedies in these Terms, including without limitation the right to suspend, restrict or terminate your access to any portion of the Service, are cumulative and in addition to and not in substitution for any right, power or remedy that may be available to us at law or in equity.
(c) Severability - If any provision of these Terms is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability will attach only to such provision or part thereof and the remaining part of such provision and all other provisions hereof will continue in full force and effect.
(e) Governing Law and Jurisdiction – These Terms and the rights of the parties hereto are governed by, and will at all times be construed in accordance with, the laws in force in the Province of Ontario and the laws of Canada applicable therein, without reference to its conflict of laws principles. You hereby irrevocably consent to the jurisdiction of the courts of the Province of Ontario in connection with any matter arising out of or in connection with these Terms.
(f) Assignment and Inurement – We may at any time assign our rights and obligations under these Terms, in whole or in part, without notice to you. You may not assign these Terms without our prior, written consent. These Terms will inure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.
(g) Survival – All provisions that, by their meaning or nature, are intended to survive termination or expiry of these Terms shall survive termination or expiration of these Terms.
(h) Relationship – You agree that no joint venture, partnership, employment or agency relationship exists between us and you as a result of these Terms or your use of the Service.
(i) Entire Agreement – These Terms, as amended from time to time, including any and all documents, websites, rules, terms and policies referenced herein, constitutes the entire agreement between us and you with respect to the matters referred to in these Terms and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between us and you with respect to such matters.
(j) English Language – The parties have requested and agree that this agreement and all documents relating thereto be drawn up in English / Les parties ont demandé que cette convention ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.
9.2 Questions and Concerns
If you have any questions or concerns about these Terms, please contact us by email at firstname.lastname@example.org, or by telephone at: 1-833-787-4338.