Terms and Conditions
Last updated: 2/17/21
Parties to this agreement
This Agreement is between Onware, Inc., a Edmonton, Canada based company located at Suite 201 3230 Parsons Road NW, Edmonton, AB T6N 1M2 Canada (“Onware”, “vendor”, “we”, “us” or “our”) that provides the Service, and you, the customer (“customer”, “you” or “your”). For the avoidance of doubt, a customer includes any visitor to our website and responding to questions on our website.
Under this Terms of Service Agreement (the "Agreement"), Vendor grants to the user (the "Licensee") a personal, revocable, limited, non-exclusive, royalty-free, non-transferable license to use this Service conditioned on your continued compliance with the terms and conditions of this Agreement. You may print and download materials and information from this Service solely for your personal use, provided that all hard copies contain all copyright and other applicable notices contained in such materials and information.
"Service" includes the executable computer programs and any related printed, electronic, and online documentation and any other files that may accompany it.
Notwithstanding the foregoing, you may not modify, translate, decompile, create derivative work(s) of, copy, distribute, disassemble, broadcast, transmit, publish, remove, or alter any proprietary notices or labels, license, sublicense, transfer, sell, mirror, frame, exploit, rent, lease, private label, grant a security interest in, or otherwise use in any manner not expressly permitted herein the Service. Moreover, you may not (i) use any "deep link," "page scrape," "robot," "spider," or other automatic device, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of this Service or in any way reproduce or circumvent the navigational structure or presentation of this Service to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Service, (ii) attempt to gain unauthorized access to any portion or feature of this Service, including, without limitation, the account of another User(s), or any other systems or networks connected to this Service or to any Vendor, by hacking, password "mining," or any other illegitimate or prohibited means, (iii) probe, scan, or test the vulnerability of this Service or any network connected to the Service, nor breach the security or authentication measures on this Service or any network connected to the Service, (iv) reverse look-up, trace, or seek to trace any information on any other User of or visitor to the Service, (v) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of this Service or Vendor’s systems or networks or any systems or networks connected to the Service, (vi) use any device, software, or routine to interfere with the proper working of this Service or any transaction conducted on the Service, or with any other person's use of the Service, (vii) use this Service in an unlawful manner or in a manner that could damage, disparage, or otherwise negatively impact Vendor. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, COPYING OR REPRODUCING ANY SERVICES, PROGRAMS, PRODUCTS, INFORMATION, OR MATERIALS PROVIDED BY VENDOR TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.
Intellectual Property Rights
This Agreement provides only a limited license to access and use the Service. Accordingly, you expressly acknowledge and agree that Vendor transfers no ownership or intellectual property interest or title in and to this Service to you or anyone else. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including html code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, "look and feel," and arrangement of any content contained on or available through the Service, unless otherwise indicated, are owned, controlled, and licensed by Vendor or its licensors and are protected by law including, but not limited to, copyright, trade secret, patent, and trademark law, as well as other province, national, and international laws and regulations. Except as expressly provided herein, Vendor does not grant any express or implied right to you or any other person under any intellectual or proprietary rights. Accordingly, your unauthorized use of this Service may violate intellectual property or other proprietary rights laws as well as other laws, regulations, and statutes. Any downloadable or printable programs, directories, databases, information, or materials available through this Service and all copyrights, trade secrets, and know-how related thereto, unless otherwise indicated, are owned by Vendor and its licensors. Your use of the trademarks, service marks, trade names, and logos on the Service (“Marks”) in any manner other than as provided in this Agreement or as authorized in writing by the owner of the applicable Mark, is strictly prohibited.
THE WEBSITE AND MATERIALS MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. ONWARE MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, OR ACCURACY OF THE MATERIALS OR WEBSITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MATERIALS AND WEBSITE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OR CONDITION OF ANY KIND. ONWARE HEREBY DISCLAIMS ALL WARRANTIES REGARDING THE MATERIALS AND WEBSITE, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. ONWARE EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT THE OPERATION OF THE WEBSITE WILL MEET THE USER’S REQUIREMENTS, THAT THE WEBSITE WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS, THAT COMMUNICATIONS TO OR FROM THE WEBSITE WILL BE SECURE AND NOT INTERCEPTED, THAT THE CAPABILITIES OFFERED ON THE WEBSITE WILL BE UNINTERRUPTED, OR THAT ACCESS TO OR USE OF THE WEBSITE WILL BE FREE FROM ERRORS OR DEFECTS OR THAT SUCH ERRORS OR DEFECTS WILL BE CORRECTED.
Limitation of Liability
Warrants and Representations
The Vendor warrants and represents that it is the copyright holder of the Service. The Vendor warrants and represents that granting the license to use this Service is not in violation of any other agreement, copyright or applicable statute.
By downloading, accessing, or using this Service in order to view our information or submit information of any kind, you represent that you are at least eighteen (18) years of age and will, at all times, provide true, accurate, current, and complete information when submitting information or materials on this Service, including, without limitation, when you provide information via a Service registration or submission form. If you provide any false, inaccurate, untrue, or incomplete information, Vendor reserves the right to terminate immediately your access to and use of this Service. In addition, you agree to abide by all applicable local, state, national, and international laws and regulations with respect to your use of this Service. You also acknowledge and agree that use of the Internet and access to this Service is solely at your own risk. While Vendor has endeavored to create a secure and reliable Service, you should understand that the confidentiality of any communication or material transmitted to/from this Service over the Internet or other form of global communication network cannot be guaranteed.
Accordingly, Vendor is not responsible for the security of any information transmitted to or from the Service. You must make your own determination as to these issues.
Information provided through use of the Service is considered Confidential at the time of disclosure. For as long as Onware continues to provide the Service, it will use all commercially reasonable efforts to preserve and maintain the confidentiality of your information and treat such Confidential Information with at least the same degree of care that Onware uses to protect its own Confidential Information. In the event that a customer’s Confidential Information becomes publicly available as the result of a data breach, Onware will use all reasonable efforts to notify customer of such breach.
All terms, conditions and obligations of this Agreement will be deemed to be accepted by the Licensee ("Acceptance") by use of the Service.
The term of this Agreement will begin on Acceptance and is perpetual.
This Agreement will be terminated, and the License forfeited where the Licensee has failed to comply with any of the terms of this Agreement or is in breach of this Agreement. On termination of this Agreement for any reason, the Licensee will cease to have access to the Service.
The Vendor will be free of liability to the Licensee where the Vendor is prevented from executing its obligations under this Agreement in whole or in part due to Force Majeure, such as earthquake, typhoon, flood, fire, and war or any other unforeseen and uncontrollable event where the Vendor has taken any and all appropriate action to mitigate such an event.
The Parties to this Agreement submit to the jurisdiction of the courts of the Province of Alberta for the enforcement of this Agreement or any arbitration award or decision arising from this Agreement. This Agreement will be enforced or construed according to the laws of the Province of Alberta.
All notices to the Vendor under this Agreement are to be provided at the following address:
3230 Parsons Road NW, Edmonton, AB T6N 1M2 Canada
This Agreement does not create or imply any relationship in agency or partnership between the Vendor and the Licensee.
Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
If any term, covenant, condition, or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
This Agreement contains the entire agreement between the parties. All understandings have been included in this Agreement. Representations which may have been made by any party to this Agreement may in some way be inconsistent with this final written Agreement. All such statements are declared to be of no value in this Agreement. Only the written terms of this Agreement will bind the parties.
This Agreement and the terms and conditions contained in this Agreement apply to and are binding upon the Vendor's successors and assigns.