Effective as of: December 18, 2023
By using our Services in any manner, you are expressly agreeing to, and give your consent to be governed by, these Terms. If you do not agree with these Terms or you do not wish to be bound by these Terms, you must not use or access our Services in any manner.
2. Access and Use of the Services
a) Our Services.
The Company provides an online content platform designed to allow you to view and access Content (as defined herein) provided the Company (the “Services”).
b) Use of Services.
Permissions on Use.
Limitations on Use.
By using our Services, you agree not to directly or indirectly:
- access, reproduce, download, distribute, transmit, broadcast, display, sell, license, alter, modify or otherwise use any part of the Services or any Content (hereinafter defined) except: (a) as expressly authorized by the Services; or (b) with prior written permission from us;
- circumvent, disable, fraudulently engage with, or otherwise interfere with any part of the Services, including security-related features or features that (a) prevent or restrict the copying or other use of Content or (b) limit the use of the Services or Content;
- access the Services using any automated means (such as robots, botnets or scrapers);
- collect or harvest any information that might identify a person without their consent;
- misuse any reporting, flagging, complaint, dispute, or appeals process, including by making groundless, vexatious, or frivolous submissions;
- enable or allow others to use the Services using your Account (as defined herein) information;
- use the Services to send unauthorized advertising or spam; or
- use the Services to view or listen to Content other than for personal, non-commercial use.
- Changes to Services.
As we are constantly striving to develop and make improvements to our Services, we reserve the right to make modifications or changes (to all or part of the Services) such as adding or removing features and functionalities, offering new digital content or services or discontinuing old ones. We may also alter or discontinue the Services, or any part of it, in order to make performance or security improvements, make changes to comply with law, or prevent illegal activities on or abuse of our systems. These changes may affect all users, some users or even an individual user.
3. Eligibility and Account Terms
a) Age of Access.
You must be at least 13 years old to use the Services. If you are between 13 and 18, you represent that you have your parent or guardian’s permission to use the Services. Please have them read this Agreement with you.
To access or use certain features of the Services, you may be required to register for an account (“Account”). When you register for an Account, you agree to provide true, accurate, current and complete information and to keep your Account up to date.
c) Termination of Account or Services.
- Termination by you. You may stop using the Services at any time. We may keep a copy of your User Content (hereinafter defined) after termination. You grant us a non-exclusive, perpetual, irrevocable license to maintain such archival copy for compliance with any relevant laws and regulations and for our internal business purposes, subject to applicable law.
- Termination or Suspension by us. We reserve the right to suspend or terminate your Account or your access to all or part of the Services without notice if (a) you materially or repeatedly breach this Agreement; (b) we are required to do so to comply with a legal requirement or a court order; or (c) we believe that there has been conduct that creates (or could create) liability or harm to any user, other third party, to us or our affiliates.
- Effect of Account Termination or Suspension. If your Account is terminated or your access to the Services is restricted, you may continue using certain aspects of the Services (such as viewing only) without an Account, and this Agreement will continue to apply to such use.
4. Ownership Rights
a) Company Ownership Rights.
All right, title and interest in and to the Services, including our information, software, technology, data, applications, logos, marks, designs, text, graphics, pictures, audio and video files, other data or copyrightable materials or content, and their selection and arrangement, is referred to herein as “Content”, and is and will remain the exclusive property of Company and its licensors.
Using the Services does not give you additional rights in the Services or ownership of any intellectual property rights associated with the Services and Content. You agree that you will not use or register any trademark, service mark, business name, domain name or social media account name or handle which incorporates in whole or in part our name, logo or other marks or is similar to any of these.
b) User Ownership Rights.
You retain ownership rights to any data, information or material originated by you that you transmit through our Services (referred to herein as “User Content”). User grants to us a royalty-free, fully paid, worldwide license to copy, modify, develop, access, collect, store and otherwise use the User Content solely for the purpose of providing the Services to you.
You represent and warrant that no User Content submitted to us infringes on the rights of any third party or violates any law, legislation, regulation or other contract. We agree to apply reasonable technical, organizational and administrative security measures to keep User Content protected in accordance with industry standards.
Our Services may include features that permit you to post, upload or transmit content that is intended to be viewed by other users (“Posts”). For the avoidance of doubt, Posts exclude User Content. By submitting Posts to our Services, you grant us a perpetual, irrevocable, royalty-free, worldwide, non-exclusive right and license, including the right to grant sublicenses to third parties, to use, reproduce, publicly display, publicly perform, prepare derivative works from and distribute your Posts for any purpose. We may exercise all copyright, publicity and moral rights, in any media, with respect to your Posts.
We reserve the right to remove your User Content or Posts without warning if you violate any of the provisions of these Terms.
5. Additional Terms
Right to Change Terms. We have, in our sole discretion, an absolute right to modify, change, alter, suspend, or terminate any provision of these Terms without warning at any time.
Warranty Disclaimer. OTHER THAN AS EXPRESSLY STATED IN THIS AGREEMENT OR AS REQUIRED BY LAW, THE SERVICES IS PROVIDED “AS IS” AND WE DO NOT MAKE ANY SPECIFIC COMMITMENTS OR WARRANTIES ABOUT THE SERVICES. WE DO NOT MAKE ANY WARRANTIES ABOUT: (A) THE CONTENT PROVIDED THROUGH THE SERVICES; (B) THE SPECIFIC FEATURES OF THE SERVICES, OR ITS ACCURACY, RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS; OR (C) THAT ANY CONTENT YOU SUBMIT WILL BE ACCESSIBLE ON THE SERVICES.
- Limitation of Liability. EXCEPT AS REQUIRED BY APPLICABLE LAW, COMPANAY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS WILL NOT BE RESPONSIBLE FOR ANY LOSS OF PROFITS, REVENUES, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS; LOSS OR CORRUPTION OF DATA; INDIRECT OR CONSEQUENTIAL LOSS; PUNITIVE DAMAGES CAUSED BY:
- ERRORS, MISTAKES, OR INACCURACIES ON THE SERVICES;
- PROPERTY DAMAGE OR PERSONAL INJURY DAMAGE RESULTING FROM YOUR USE OF THE SERVICES;
- ANY UNAUTHORIZED ACCESS TO OR USE OF THE SERVICES;
- ANY INTERRUPTION OR CESSATION OF THE SERVICES;
- ANY VIRUSES, SERVICE ATTACKS OR MALICIOUS CODE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY;
- ANY CONTENT WHETHER SUBMITTED BY A USER OR BY US, INCLUDING YOUR USE OF CONTENT; AND/OR
- THE REMOVAL OR UNAVAILABILITY OF ANY CONTENT.
THIS PROVISION APPLIES TO ANY CLAIM, REGARDLESS OF WHETHER THE CLAIM ASSERTED IS BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.
COMPANY AND ITS AFFILIATES’ TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SERVICES IS LIMITED TO CAD $50.
- Indemnity. To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Company, its affiliates, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to legal fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party. This defense and indemnification obligation will survive this Agreement and your use of the Services.
- Compliance with Laws. In connection with the performance, access and use of the Services under the Agreement, each party agrees to comply with all applicable laws, rules and regulations including, but not limited to export, privacy, and data protection laws and regulations. If necessary and in accordance with applicable law, we will cooperate with local, state, provincial, federal and international government authorities with respect to the Services. Notwithstanding any other provision in these Terms, we may immediately terminate the Agreement for noncompliance with applicable laws.
- Feedback. You have no obligation to provide us with ideas, suggestions, or proposals (“Feedback”). If you submit Feedback to us however, then you grant us a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to make, use, sell, have made, offer to sell, import, reproduce, publicly display, distribute, modify and publicly perform the Feedback.
- Third Party Features. The Services may be linked to, promote or advertise third party sites or applications (“Third Party Services”). We are not responsible for and do not endorse Third Party Services. You have sole discretion whether to purchase or connect to any Third Party Services and your use is governed solely by the terms for those Third Party Services.
- Assignment. You may not assign your rights or delegate your duties under the Agreement either in whole or in part without our prior written consent, which may be withheld in our sole absolute and arbitrary discretion.
- Entire Agreement. This Agreement sets forth the entire agreement between us relating to the Services. There are no prior or contemporaneous oral or written agreements, warranties or representations made by us or on our behalf to you, except as explicitly referred to or contemplated herein. Nothing contained in any document or correspondence submitted by you will add to or otherwise modify the Agreement. We may update the Terms from time to time, which will be identified by the last updated date, and may be reviewed at the link to the Terms of Service on our website. Your continued access to and use of the Services constitutes your acceptance of the then-current Terms.
- Severability. If any term of this Agreement is not enforceable, such term shall be severed from the remainder of the Agreement, and will not affect any other terms which shall be read without reference to the offending term.
- Waiver. Failure to enforce any of our rights under the Agreement will not be considered a waiver of any remedies we may have with respect to that right. Unless otherwise specified, remedies are cumulative.
- Force Majeure. No party will be responsible for any delay or failure to perform under the Agreement due to force majeure events (e.g. natural disasters; terrorist activities, activities of third party service providers, labor disputes; and acts of government) and acts beyond a party’s reasonable control, but only for so long as those conditions persist and provided that non-payment of amounts due hereunder shall not be excused by this provision.
- Governing Law and Location for Resolving Disputes. The laws of the Province of Ontario and the laws of Canada applicable in Ontario will govern this Agreement without regard to conflicts of law principles. The parties agree that any action or proceeding arising out of or related to this Agreement shall be brought exclusively in the courts of the Province of Ontario, and each of the parties hereby irrevocably accepts the exclusive personal jurisdiction and venue of those courts for the purpose of any suit, action or proceeding.
- English Language. It is the express wish of the parties that this Agreement and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.
Last updated Decemebr 18, 2023. Replaces all prior versions.