TERMS AND CONDITIONS OF
https://weight-loss-360.thinkific.com
Effective Date: March 18, 2024
Date of Last Revision: April 12, 2024
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE (WWW.WEIGHTLOSS360DEGREES.COM).
WE DO NOT GUARANTEE YOUR WEIGHT LOSS RESULTS.
Conditions of Use
The present Terms and Conditions govern and apply to your use of or reliance upon the website and course site maintained by Weight Loss 360°.
Please read these Terms and Conditions (the “Terms and Conditions” or the “Terms”) in full and carefully before using the Weight Loss 360° website, www.weightloss360degrees.com and www.weight-loss-360.thinkific.com (collectively, the “Website” or the “Service”) operated by Weight Loss 360° (“we”, “us”, “our” and other similar expressions).
Your access or use of the Website signifies that you have read, understood and agree to be bound by these Terms and Conditions and any other applicable laws, statutes and/or regulations. If you do not wish to be bound by these Terms and Conditions, you must cease using the Website.
Privacy Policy
Before you continue using the Website, we advise you to read our Privacy Policy, as published on the Website, regarding our user data collection. Our Privacy Policy sets forth our practices, collection, storage and usage of your personal information provided on the Website.
1. BINDING AGREEMENT
These Terms and Conditions constitute a binding and enforceable agreement between you and us. You acknowledge that we will not be bound by any other agreements, terms or policies, except for the present Terms and any policies implemented by us, including but not limited to our Privacy Policy.
You agree to read and review these Terms and Conditions in full prior to accessing or using the Website. Moreover, you are encouraged to review these Terms and Conditions periodically to ensure you are familiar with the latest version thereof.
You are required to act with integrity, in compliance with applicable laws and the obligations set forth in these Terms and Conditions and other policies developed, which will be accessible and published on the Website.
2. ACCEPTANCE OF THESE TERMS
By accessing, visiting, browsing or using the Website, you agree to be bound and governed by the present Terms and Conditions, in their entirety. You further agree to be bound by these Terms and Conditions as though you manually signed them.
Any usage of the Website is deemed to be an acceptance of these Terms and Conditions. If you do not agree with any portion of these Terms, your sole recourse is to not access or use the Website.
3. ELIGIBILITY
By using the Website, you confirm as follows to us: (i) you are at least eighteen (18) years old, or have reached the age of majority as set by your country of residence, whichever is higher; (ii) you have the required authority and capacity to use the Website and be bound by these Terms; and (iii) you are not subject to any restrictions that would prevent you from using the Website in your country of origin or residence. We assume no responsibility for liabilities related to age misrepresentation.
4. REVISIONS TO THESE TERMS
We may update, change, amend or revise these Terms and Conditions at any time at our discretion. The most recent version of these Terms will be published on the Website, and will specify the date of the latest update to these Terms.
While we will use reasonable efforts to notify you of changes to these Terms, we cannot guarantee that you will be informed of changes to these Terms prior to their publication on the Website. Consequently, you are encouraged to periodically review these Terms to ensure you comply with the latest version thereof.
All revisions to these Terms will be binding as of the date specified in the header of these Terms published on the Website. Any usage of the Website following to the publication of the revised Terms constitute your agreement to be bound by such updated Terms.
5. WEBSITE FEATURES
The Website features a wide array of content and courses relating to health and weight loss, including but not limited to online courses, audio content, meditations, online community, tools, visualizations, action items, books, weekly group coaching sessions, and private one-on-one coaching sessions. The Website also allows for registration for courses and the creation of user accounts.
6. INTELLECTUAL PROPERTY
All intellectual property on the Website (except for User Generated Content, as defined hereinbelow) is owned by us. Such intellectual property may consist of materials protected by copyright, trademark, or patent laws.
All trademarks, service marks and trade names relating to Weight Loss 360° are owned exclusively by us. We own or secured all required consents to publish such intellectual property, save and except for those which have been published by users, for which we decline liability.
Any trademarks and intellectual property displayed on the Website may be protected by intellectual property laws. All rights relating thereto are reserved. You are permitted to print and copy portions of the Website solely for personal, non-commercial use and reference purposes. We do not permit the reproduction, modification, or transmission of the intellectual property on the Website for business or commercial gain, except with our prior specific written consent.
7. USE OF COMPANY MATERIALS
We may provide you with certain materials as a result of your use of the Website and/or the courses and features offered thereon. Such materials may include, without limitation, but not limited to, documentation, data, meditations, books, or information (the “Company Materials”). We are the sole owners of the Company Materials. The Company Materials have been developed by us to assist in the use of the Website. The Company Materials may not be used for any other purpose than the use of this Website and the services offered on the Website.
8. USER GENERATED CONTENT
Users may upload text, files, documents, images graphics and other content on or through the Website and/or as part of the online community held on the Website.
For reference purposes, “User Generated Content” refers to any and all copyrightable works, including but not limited to videos, audiovisual materials, recordings, communications, materials, information, data, opinions, photos, profiles, messages, notes, website links, text information, music, videos, designs, graphics, sounds, texts, ideas, concepts, and any other content that you and/or other Website users upload, post, publish or share on or using the Website’s online community.
Ownership of User Generated Content and Responsibility
You represent and warrant that you are the sole and exclusive owner of the User Generated Content you upload, post, publish or share on or using the Website.
We do not claim any ownership rights to the User Generated Content. The User Generated Content uploaded will be the uploading user’s sole responsibility. You may not upload or share User Generated Content which is not your property or for which you have not obtained all required consents and approvals to upload and share. Failure to comply with this obligation may result in copyright infringement and the violation of intellectual property rights.
We reserve the right to apply sanctions against any users who infringe copyright laws and intellectual property rights. Such sanctions may include the removal of the infringing user’s user account on the Website, reporting the conduct to the appropriate authorities and instituting appropriate legal recourses, without limitation. The infringing user waives any rights it had, may have or may have against us, and fully releases us, for cooperating with authorities and conducting investigations.
License to Use User Generated Content
Subject to the provisions of these Terms, you are and will remain the owner of the User Generated Content you upload, post, publish or share on or using the Website. You hereby grant us and our affiliates a worldwide, royalty-free and transferable license to use, publish, distribute, modify and commercialize any User Generated Content you upload, post, publish or share on or using the Website, in any and all media or form of communication whether now existing or hereafter developed, without restriction. This license granted to us is perpetual and may not be revoked except under exceptional circumstances, and subject to our prior consent.
Your Representations and Warranties
To upload User Generated Content and use the Website, you represent and warrant the following to us:
You are sole owner of, and has good and valid title to all the User Generated Content published or uploaded on the Website.
The User Generated Content constitutes your original work and does not violate any third party intellectual property right or any legislation.
The User Generated Content is not libelous, defamatory, obscene, abusive or otherwise illegal. More specifically, the User Generated Content (i) does not infringe applicable laws and regulations, (ii) is not unlawful, illegal, unethical or defamatory, (iii) does not advocate violence, murder, terrorism, theft or criminal activity, or (iv) consist of plagiarized content or content constituting a third party’s work or intellectual property.
No pending or threatened claim or litigation known to you would have a material adverse impact on your ability to grant us a license to use and publish the User Generated Content as required by these Terms.
You agree to release and discharge us, from any and all liability and claims that may arise out of the User Generated Content published or uploaded on the Website, as further specified in these Terms.
Liability for User Generated Content
We cannot review all User Generated Content submitted by users on or via the Website. Uploading users will be solely responsible for any User Generated Content uploaded, sent or otherwise transmitted on the Website. As such, we are not liable for any infringing, objectionable or otherwise problematic User Generated Content.
We are under no obligation to remove any User Generated Content from the Website, however, we may remove any User Generated Content that infringes these Terms, any legal obligation or if we determine it would preferable to do so due to the nature of the User Generated Content. As such, we may remove, delete or otherwise edit any User Generated Content that is obscene, defamatory or otherwise unlawful, as determined at our discretion.
9. ACCOUNT AND ACCOUNT USE
To use and benefit from the Website’s services and features, it may be mandatory to create a user account on the Website. To create a user account, you will submit personal information, such as your valid email address as well as your first and last names. Your user account will be secured by a password. All usernames and passwords remain confidential and personal.
In case of any security breach or compromised password, you must notify us at your earliest convenience by sending us an email or notification on the Website. You agree to provide assistance to us, as requested, to stop or remedy any breach of security related to your user account.
Provision of Information
You confirm and validate that all information provided as part of your user account is true, complete and current. You agree to update information contained in your user account on an as needed basis to ensure the information remains current.
You further confirm that you have not had a user account on the Website that we previously terminated or suspended. Moreover, you will not transfer your user account, or sell, lease, or assign them to a third party.
Responsibility for User Accounts
You will be held responsible for all acts, content, and omissions arising out of or relating to your user account. You agree not to engage in unacceptable use of your user account. You further may not use a user account that does not belong to you.
You will be held liable for any purchases and charges incurred by or using your user account.
While we implemented strict security measures, we are unable to guarantee that user accounts will be fully secure and protected against unauthorized access at all times. We decline all liability for losses or damages caused by unauthorized usage of user accounts. Consequently, you agree to assume all risks associated with your uploads, usage, purchases and actions relating to your user account.
Termination of User Accounts
We reserve the right to terminate a user account upon the occurrence of any or all of the following: (i) you failed or neglected to pay the sums due on their due date; or (ii) your usage of the Website breaches these Terms, any applicable law or is contrary to public interest. We may also terminate a user account for any reason that we consider appropriate, at our sole discretion and without notice.
You may terminate your user account at any time by following the instructions for deleting accounts on the Website.
Upon the termination of a user account on the Website, all corresponding User Generated Content and account activity will be deleted, except to the extent necessary to comply with legal obligations and to protect our legitimate business interests. We therefore encourage you to backup any User Generated Content you wish to keep prior to the termination or deletion of your user account on the Website.
10. PAYMENT
The pricing for the purchases, online courses, one-on-one coaching services, and other features will be determined by us. The pricing may consist of a flat fee or a recurring monthly fee to gain ongoing access to certain services. You will be responsible for verifying the price of the purchase prior to making the corresponding payment.
Unless otherwise indicated, the payments are exclusive of any taxes and duties. You will be responsible for paying taxes charged in connection with your purchases.
Coaching can be purchased through the Website using PayPal. You hereby authorize us to initiate electronic debit or credit entries, without requiring any further consent. Your payments will be subject to PayPal’s Terms of Service and policies, to our exclusion.
Thinkific Platform
Courses and e-books can be purchased using TCommerce: Thinkific Payments, powered by Stripe. You acknowledge that courses and e-books on the Website may be purchased through the Thinkific platform, which is linked on the Website. Purchases for courses offered on the Website may be made using Thinkific payments, using Stripe (accepting credit card, debit card, Google Wallet or Apple Pay).
You hereby authorize us to initiate electronic debit or credit entries in accordance with the above, without requiring any further consent. Your payments will be subject to Thinkific Terms of Service and policies, to our exclusion. You agree that we will not be responsible for any issues, liabilities, claims, actions, proceedings, investigations or suits in connection with your Thinkific account.
Valid Payment Information
When you make a purchase on the Website, you agree to provide valid payment information, such as your credit card or bank account information to make a payment. Pay attention to the details of the transaction, as your total price may include taxes, fees, and shipping costs, all of which you are responsible for.
When you provide a payment instrument to us, you confirm that you are permitted to use that payment instrument. When you make a payment, you authorize us (and our designated payment processor) to charge the full amount of the payment instrument you designate for the transaction. You also authorize us to collect and store related transaction information.
If you pay by credit or debit card, we may obtain a preapproval from the issuer of the card for an amount as high as the full price. If you cancel a transaction before completion, this pre-approval may result in those funds not otherwise being immediately available to you.
We may cancel any transaction if we believe the transaction violates these Terms, or if we believe in doing so may prevent financial loss.
In order to prevent financial loss to you or to us, we may contact your funding instrument issuer, law enforcement, or affected third parties (including other users) and share details of any payments you are associated with, if we believe doing so may prevent financial loss or a violation of law.
You will be billed automatically for any ongoing services ordered. These automatic payments will cease upon our receipt of a notification to the effect that you would like to terminate your access to the services.
Refund Policy
You acknowledge that all payments made to us are final and will not be refunded to you, except if we authorize such a refund. Considering the nature of the services and features, all purchases made on the Website or in connection with the Website are final, and may not be refunded under any circumstances.
11. SALE OF GOODS AND SERVICES
We may sell goods or services or allow third parties to sell goods or services on the Website. We undertake to be as accurate as possible with all information regarding the goods and services, including product descriptions and images. However, we are unable to guarantee the accuracy or reliability of any product information and you acknowledge and agree that you purchase such products at your own risk.
12. ACCEPTABLE USE AND GUIDELINES
You agree not to use the Website for any unlawful purpose, or any purpose prohibited by law and these Terms and Conditions. You agree not to use the Website in any way that could damage the Website, the services and/or our general business.
You will be responsible for all conduct, actions and omissions relating to your usage of the Website and the services offered thereon. You agree to not engage in unacceptable use of the Website, you further agree not to use and/or access the Website:
a) To harass, abuse, or threaten others or otherwise violate any person's legal rights;
b) To violate any intellectual property rights of us or any third party;
c) To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
d) To perpetrate any fraud;
e) To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
f) To publish or distribute any obscene or defamatory material;
g) To publish or distribute any material that incites violence, hate or discrimination towards any group;
h) To unlawfully gather information about others;
i) To breach any applicable international or local law, government order, regulation or policy;
j) To engage in unlawful or illegal, fraudulent, malicious or otherwise discriminatory conduct, or encourage others to use the Website for such illicit purposes;
k) To reproduce, share, copy, distribute, commercialize or otherwise transmit the Website or any portion thereof, except in accordance with these Terms;
l) To share, transmit, distribute or otherwise declare known false or illicit statements or remarks;
m) To send, transmit, share, upload or publish spam, chain letters and unsolicited materials;
n) To impersonate an individual, entity, business, or company, or intentionally mislead others about your identity;
o) To access portions of the Website using any unauthorized means or technology, or bypass the Website’s established security measures;
p) To collect personal information or data regarding users of the Website, without obtaining the users’ consent;
q) To use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data from the Website;
r) To send or transmit harmful components, viruses or damaging files;
s) To reverse engineer, or attempt to reverse engineer or disassemble any code or software from or on the Website;
t) To violate the security of the Website through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.
We reserve the right to investigate, verify, evaluate and otherwise look into any potential violations of these Terms, any other applicable policies, or any laws, regulations or binding terms. You agree to fully cooperate with us during the course of any such investigations by submitting documentation as requested or by providing information at our request.
You may be held personally responsible for your failure to comply with these Terms, and our guidelines and standards. Further, you agree that we may, without liability and without penalty, revoke your right to use the Website if you breached or attempted to breach any obligation in these Terms.
13. PROTECTION OF PRIVACY
Through your use of the Website, you may provide us with certain information. By using the Website, you authorize us to use your information in accordance with applicable privacy and data protection laws in Canada.
When you register for an account, you provide us with a valid email address and may provide us with additional information, such as your name and/or billing information. Depending on how you use our Website, we may also receive information from external applications you use to access our Website, or we may receive information through various web technologies, such as cookies, log files, clear gifs, web beacons and similar technologies.
Our usage of information gathered from you is detailed in our Privacy Policy. Our Privacy Policy further sets forth your rights in connection with the personal information provided on the Website.
14. ASSUMPTION OF RISK
You acknowledge and agree that any information posted on the Website is not intended to be construed as legal, medical, or financial advice. By using the Website, you acknowledge that no fiduciary relationship has been created between you and us. You further agree that your purchase of any of the products and services offered on the Website is at your own risk.
WE DO NOT GUARANTEE YOUR WEIGHT LOSS RESULTS. FURTHER, WE DO NOT GUARANTEE THAT YOUR WEIGHT LOSS WILL BE STRUGGLE-FREE. WE WILL NOT BE HELD LIABLE FOR YOUR FAILURE TO REACH YOUR WEIGHT LOSS GOALS. NO PERSON EMPLOYED OR CONTRACTED BY US, OR COACH ACTING ON OUR BEHALF WILL BE HELD LIABLE FOR YOUR FAILURE TO REACH YOUR WEIGHT LOSS GOALS.
You agree to assume all risks associated with decisions made on the basis of the Website. To the extent permitted by law, we decline all responsibility and liability for all decisions, injuries, damages, loss, or issues suffered as a result of your reliance upon information provided as part of the Website, its services and courses, including all courses, coaching, community support groups, and other support or coaching groups.
Health and Medical Service Disclaimer
We encourage you to consult a qualified medical physician prior to engaging in any of the content and starting any of the programs featured on the Website. The courses, content and information provided on the Website are not a substitute for professional medical care.
If you are taking prescription medication, you are strongly urged to discuss this program with a medical physician prior to engaging in any content and/or program offered on the Website.
The Website, its services and courses may include content, advice and information pertaining to fitness, physical activity, nutrition, wellbeing and mental health. Such services and features are not intended to be construed as medical, psychological or professional advice. We make the Website, its services and courses available as a service to you for purposes of convenience and reference.
The Website and any information provided as part of the Website are not intended to be construed as a recommendation, solicitation or substitute for medical advice. When making any decisions relating to weight loss, fitness, nutrition, physical and mental wellbeing and other similar topics, we recommend that you seek the advice of a medical professional.
We do not provide medical health advice, opinions, medical evaluation and/or treatments, or diagnoses. The Website is not a substitute for a doctor, and there is no doctor-patient relationship between you and us.
The purpose of attending virtual coaching sessions either individually or in a group setting is to provide you with information related to your goals, and to allow you an opportunity to ask questions and have support to help you achieve your goals by developing new skills, and overcoming challenges that stand in your way. We reserve the right to change your coach at any time without notice. THE COACHING SERVICES ARE NOT A SUBSTITUTE FOR PORFESSIONAL MEDICAL ADVICE. Always follow the advice of your licensed medical physician, psychiatrist, psychotherapist, psychologist, or any medical professional over any of our coaches. Your relationship with the coach and the coach relationship with you is in no way a patient-physician relationship. If the coach observes a possible mental or physical illness, the coach benefits from the right to refer you to a professional physician for evaluation, diagnosis, and treatment.
Canadian Legislation
Although the Website, its services and courses may be accessed anywhere in the world, we do not warrant that the weight loss, nutritional advice and information provided as part of the Website, its services and courses comply with international laws applicable outside of Canada. International users of the Website agree to use the Website at their sole risk, without representations or warranties of international compliance by us.
Interactions with Others Disclaimer
You take full responsibility for your behaviour, actions, and interactions using the Website, in the community, support groups, coaching sessions, and the courses you are enrolled in.
When interacting with our staff, contractors, and community, you must do so in a respectful way. Failure to respect others will result in the termination of your access to our programs without reimbursement. We follow a zero-tolerance policy for harassment, abuse, and/or threatening others.
We are unable to screen, provide background checks, or verify statements made by users of the Website. Use caution when interacting with others in and related to the community. If you decide to meet someone from or related to the community in person or online, we will have no responsibility for your relationship and if you proceed, you agree to do so at your own risk.
Failure to Reach Desired Outcome/Goals Disclaimer
Every person is different, and the programs offered in connection with the Website may not necessarily result in weight loss success. We are not responsible nor will we be held liable for your failure to achieve the results or goals, or unsuccessful weight loss attempts.
15. LIABILITY
We will not be liable for any loss, damage or harm caused by the Website and the usage thereof. Further, we disclaim all liability for: (i) any issue affecting our servers, including unauthorized access to personal information and data; (ii) any service interruptions, bugs or other issues affecting the Website; and (iii) a virus or other harmful component impairing the Website or your device. For purposes of these Terms, harmful material refers to viruses, worms, Trojan horses, time-bombs, keystroke loggers, adware or other programs intended to harm or adversely affect computer software or hardware.
In no event will we be liable to you for any of the following: (i) the suspension, termination, restriction or any limitations to user accounts on the Website; (ii) the suspension, restriction, termination or lack of access to features and/or services on the Website; (iii) the unavailability of the services, errors affecting such services or the quality of such services and features provided on the Website; and (iv) any erroneous, incomplete, false, infringing, threatening, defamatory, unlawful or otherwise misleading information published on the Website.
To the extent permitted by applicable law, we disclaim full liability for any losses and damages arising out of or in connection with the Website, its services, courses and features, including but not limited to indirect, general, special, punitive, incidental, consequential and accessory damages. This exclusion of liability applies regardless of whether such liability is based on contract, tort, strict liability or another theory of law. Further, this exclusion applies even if we were aware of the possibility of such damages arising.
We will not be liable for any indirect, special or consequential loss or damages arising from your access and/or usage of the Website, its services, courses and features, including but not limited to loss of profits, loss of revenue, loss of business or anticipated earnings, loss of goodwill, loss of privacy and personal injury.
Aggregate Liability
To the fullest extent permitted by applicable law, our aggregate liability will not exceed: (i) the sum of one hundred dollars ($ 100.00 CAD) or (ii) the sum paid you paid in the six (6) months preceding the event giving rise to the liability, whichever is greater. This maximum liability applies to any and all claims by you, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind
16. CHANGES TO THE WEBSITE
We reserve the right to make changes to the Website, including, without limitation, updating content, removing courses and editing, disabling, removing, condensing or otherwise changing the information published on the Website and features offered thereon.
We are unable to warrant or guarantee that the content available on the Website will be accurate, valid, current and reliable.
You hereby agree that we will not be liable for any changes or modifications made to the Website, its services and courses, or for the suspension, discontinuance, or termination of the Website, its services and courses.
17. INDEMNIFICATION
You agree to indemnify and hold us, our agents, employees, officers, directors, contractors, and affiliates harmless from and against all losses, damages, liabilities, costs and expenses in connection with any claims, actions, proceedings, investigations, loss, fines, penalties, fees, charges, damages, or suits brought by a third party, arising out of
- your usage of the Website;
- your negligence, recklessness or intentionally wrongful act(s),
- your violation, contravention or breach of any covenant, agreement or obligation under these Terms;
- any unsuccessful weight loss attempts or any struggle associated with weight loss;
- any incorrectness in any representation or warranty you made in connection with these Terms; or and/or
- your execution or non-performance of its obligations under these Terms.
18. THIRD-PARTY LINKS & CONTENT
The Website may include links or references to third party sites, links and content (the “Third Party Sites”). You acknowledge that we are not affiliated with the Third Party Sites. The links and references to the Third Party Sites are provided for convenience purposes only.
We do not endorse any of the Third Party Sites, unless explicitly otherwise. You acknowledge and agree that the inclusion of any links or references to Third Party Sites on the Website does not imply our endorsement or association with such Third Party Sites. The Third Party Sites are operated by independent third parties.
We make no representations and provide no guarantees with the respect to (i) the availability of the Third Party Sites and (ii) the functionality of the Third Party Sites. Your usage of the Third Party Sites will be at your sole risk.
Any issues arising out of the Third Party Sites will be resolved exclusively between you and the relevant Third Party Site. We will not be a party to any litigation, dispute or controversy arising out of your use of the Third Party Sites, or usage thereof in connection with the Website.
19. NO WARRANTIES
Your use of the Website is at your sole and exclusive risk and any services provided by us are on an "as is" basis. We disclaim any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose, implied warranties about weight loss, implied warranties about weight loss being a struggle free process, and the implied warranty of merchantability. We make no warranties that the Website will meet your needs or that the Website will be uninterrupted, error-free, or secure. We also make no warranties as to the reliability or accuracy of any information on the Website or obtained through the Services. Any damage that may occur to you, through your computer system, or as a result of loss of your data from your use of the Website is your sole responsibility and we are not liable for any such damage or loss.
20. PRIVACY
Internet communications are subject to interception, loss or alteration and, as consequences, you acknowledge that information or data you provide by electronic means by accessing or using this Website are not confidential or exclusive, except to the extent required by the applicable laws, and that communications by email may be intercepted, altered or lost.
For more information, please refer to our Privacy Policy, which you may find at the following address: https://weight-loss-360.thinkific.com/pages/privacy or https://weightloss360degrees.com/privacy-policy
21. APPLICABLE LAW
These Terms are governed by and construed in accordance with the laws of the province of Ontario (excluding any conflict of laws rule or principle, which might refer such interpretation to the laws of another jurisdiction). These Terms will not be governed by the United Nations Convention on Contracts for the International Sale of Goods.
22. DISPUTE RESOLUTON AND JURISDICTION
Disputes between you and us will be submitted to the exclusive jurisdiction of the competent courts located in the province of Ontario. You agree to waive any objection to jurisdiction or venue in any proceeding before said courts.
The following types of disputes will be brought before the competent courts located in the province of Ontario: (i) any dispute seeking an injunction or other type of equitable relief, or (ii) a dispute to enforce the rights and obligations set forth in these Terms.
Prior to undertaking any legal proceedings, you must make reasonable efforts to resolve the dispute amicably. In good faith, you agree to employ your best efforts, which will be no less than commercially reasonable efforts, to resolve the dispute with us in an amicable manner.
Remedies and Injunctions
You recognize that any violation of these Terms may cause us significant harm and damages, especially if such violation or breach relates to data security, intellectual property or unauthorized usage of the Website. Further, you acknowledge that monetary damages may not be a sufficient remedy for a breach or violation of these Terms. We will be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court of competent jurisdiction.
23. ASSIGNMENT
We may assign all or part of our rights and obligations hereunder to any person, entity, business or company. You may not assign all or part of your rights and obligations hereunder, without our prior written consent. Any assignment in violation of the foregoing will be null and void.
24. SEVERABILITY
Any section or provision of these Terms which is, or becomes, illegal, invalid or unenforceable will be severed from these Terms. The remainder of the Terms will remain binding and enforceable.
25. ENTIRE AGREEMENT
These Terms, together with our Privacy Policy, constitute the entire agreement between us and you pertaining to their subject matter and supersede all prior agreements, understandings, negotiations and discussions between us and you.
There are no warranties, representations or other agreements in connection with the subject matter of these Terms except as specifically set forth herein.
26. THIRD PARTY RIGHTS
These Terms apply and are binding between us and you. These Terms do not grant third parties any rights, unless otherwise stated.
27. FORCE MAJEURE
Force Majeure refer to unforeseeable events beyond our reasonable control including but not limited to wars, government acts, fires, failure of a telecommunications network, and natural disasters. We are not responsible for any failure to perform our obligations during a Force Majeure event. More specifically, our obligations will resume upon the resolution of the Force Majeure event. If the Force Majeure event lasts more than seven (7) business days, we may terminate, shut down or otherwise disable the Website, without any liability to you.
28. NOTICES
Any notices you wish to address to us should be in writing. The notices can be sent by email or by certified or registered mail to our corporate head office. All such notices will be deemed received on the first business day following the date the notice is mailed by registered mail with postage prepaid, or three (3) business days after the notice is sent by email with confirmation of receipt.
29. YOUR EMAIL
As we may communicate with you by email, you are responsible for providing us with your current and valid email address. If the email address you provided is invalid, any notice we send to this email address will nonetheless be deemed effective as per these Terms.
30. QUESTIONS AND COMMENTS
We invite you to send questions, inquiries, feedback and comments regarding the Website or these Terms. Questions, comments and notices may be sent to us by email ([email protected]).