THE LEGAL AGREEMENTS SET OUT BELOW GOVERN YOUR USE OF THE TROTTUS WEB SITE (LOCATED AT HTTP://WWW.TROTTUS.COM)
These Terms and Conditions are a legal agreement between you and Trottus, an operating division of DACCOS TECHNOLOGY INC. ("Trottus" or "The Company"). This agreement describes the terms and conditions applicable to your access and use of the Trottus web site located at www.trottus.com (the “Site”).
This Agreement is entered into between you as the user of the Site (the "User") and The Company. Any and all use of the Site and/or use of features, products and services of this Site is subject to these Terms and Conditions. As referred in this agreement, a User is any person who accesses the Site for whatever purpose, regardless of whether such User has registered with The Company as a free member or whether such User is paying a subscription fee (paid member) for a specific service provided by The Company.
A User is considered a "Member" after completing registration process. A User includes the person and any legal entity which may be represented by such person under actual or apparent authority using this Site.
The Company reserves all the rights and authorities to modify and update these Terms and Conditions at any time, without prior notice, by updating this posting. Any posted changes are effective immediately after posting and your continued use of the Site constitutes your agreement that you've read all of these Terms and Conditions, acceptance that you respect them in their entirety and its amendments.
Use of this Site and its products and services is subject to compliance with these Terms and Conditions. You acknowledge and agree that The Company may terminate your access to the Site or usage of any of the features, products and services provided by The Company, should you fail to comply with the Terms and Conditions. Any such termination shall be in The Company's sole discretion and may occur without prior notice or any notice. The Company further reserves the right to terminate any User's access to the Site or to any of the products and services provided, for any conduct that in its sole discretion The Company believes is or may be directly or indirectly harmful to other Users, to The Company or its subsidiaries, affiliates or business contractors or to other third parties or for any conduct that violates any local or international laws or regulations.
The Company reserves the right to deny any User's access to the Site or the right to deny any User to be accepted as a Member for whatever reason in order to protect The Company's interests. User, by accepting these Terms and Conditions, acknowledges that in no event shall The Company be liable to the User or any third parties for any inability to use the Site, whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise, and for any delays, errors or omissions with respect to any communications or transmission, or any damage arising from the use of the Site. The Company cannot be held responsible also for the inability of the User to use the Site or any of its features.
Any portion of this site or the whole website cannot be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose without written permission by The Company or the 1 third party content provider to The Company. User, by accepting these Terms and Conditions, agrees and acknowledges that it will not copy, reproduce or download any information, text, images, video clips, directories, files, databases or listings available on the Site, for the purpose of re-‐selling or re-‐ distributing the Site content, mass mailing, or otherwise commercially exploiting the Site content without written permission from The Company. Further, User agrees to grant to The Company a non-‐ exclusive and royalty free license (including the right to sublicense) to reproduce, transmit, distribute, create any derivative works of, publicly use, reuse or display any materials or information you publish, transmit or provide to The Company by any means. By User's acceptance of the Terms and Conditions, User also grants to The Company all the rights to use the User’s name or company information in connection with the submitted materials and other information as well as in connection with any or all the advertising, marketing and promotional materials related thereto.
All Users are solely responsible for all of the transactions conducted on, through or as a result of use of the Site, including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, licenses, fines, handling, transportation and storage. User hereby agrees and acknowledges that there may be risks of dealing with other Users acting under false pretences or identities. Because the User verification is difficult, The Company cannot and does not confirm each User's registered personal or company information, including, without limitation, any paying Members. The Company encourages you (User), to use your business experience and common sense to evaluate with whom you are dealing.
Because The Company is not involved in the actual transaction between buyers and sellers, in the event that any User has a dispute with any party to a transaction, the User releases and agrees to indemnify The Company from all claims, costs, expenses, demands and damages, actual and consequential, of every kind and nature, known and unknown, suspected and unsuspected, disclosed, arising out of or in any way connected with such disputes.
The Company does not have any control over content posted on the Site by Users or by third parties. As such The Company is not responsible for and does not guarantee the accuracy, integrity, quality, propriety, or lawfulness of any third party or User content, and shall not be liable to any User in connection with such User's reliance of such third party content. In addition, The Company is not responsible for the conduct of any User's activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User's conduct. As a general condition, although The Company reserves the right to do so, The Company does not pre-‐screen user or third party content posted on this Site. The Company does not guarantee that any screening will be done to your satisfaction or that any screening will be done at all. The Company reserves the right to monitor some, all, or no areas of the features, products and services for adherence to these Terms and Conditions.
Every User of the Site must be aware that messages or information sent by other Users through communication systems provided by the Site or through emails and fax or letters to addresses obtained from the Site is out of The Company's control and monitoring ability; accordingly, User acknowledges that The Company cannot be held responsible or liable for the content of these messages and information. The message sender shall be responsible for the content of all the messages 2 communicated, as well as the consequences of any such message. Users acknowledge and agree that by using the features, products and services provided in this Site, a user may be exposed to content that is offensive, indecent or objectionable. Under no circumstances will The Company be liable in any way for any user or third party content, including, but not limited to, for any errors or omissions in any such content, or for any loss or damage of any kind incurred as a result of the use of any such content posted, emailed or otherwise transmitted via the features, products and services provided by the Site.
If any User provides or attempts to provide to the Company information that is untrue, inaccurate, invalid, or incomplete, The Company has the right and authority to suspend or terminate a User's registration and refuse any or all use of the Site and its features, products and services. If you have registered for the Site on behalf of a business entity or a company, you represent and warrant that you have the authority to bind such entity or company to the Terms and Conditions and the address you use is the principal place of business of such business entity.
Each member is assigned a unique Member ID and a password for logging in its account after the registration is successfully completed. Members are responsible for maintaining the confidentiality of the member ID and password, and are fully responsible for all activities that occur under that member ID or password. So you must ensure that you exit (log out) from your account at the end of each session. The Company cannot be and will not be liable for any loss or damage arising from your failure to comply with these requirements.
User hereby grants The Company an irrevocable, perpetual, worldwide, sub-‐licensable and royalty-‐free license to display, use and reuse all information provided by such User in accordance with the purposes set forth in these Terms and Conditions and to exercise the copyright, trademark, publicity, and database rights the User has in such material or information, in any media known.
User acknowledges and agrees that The Company shall have the right (but not the obligation), in its sole discretion, to refuse to publish, remove, or block access to any content that is available via the features, products and services provided by this Site, at any time, for any reason, or for no reason at all, with or without notice. The Company may also terminate access to, or membership in the Site, or any portion thereof, for violating these Terms and Conditions. You acknowledge and agree that you must evaluate, and bear all risks associated with the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content. In this regard, you acknowledge that you may not rely on any content created by or obtained through the use of this Site's features, products and services.
The Company reserves the right to cooperate fully with governmental authorities and/or injured third parties in the investigation of any suspected criminal or wrongdoing. Further, The Company may 3 disclose the User's identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a legal action, and The Company shall not be liable for damages or results thereof and User agrees not to bring any action or claim against The Company for such disclosure.
Members pay an annual membership fee to The Company for using the Site's certain features, products and services, according to their selected membership levels. Members may also purchase certain extra features, products and services which are not included in their membership packages with respect to their membership types.
If payment is not current, The Company may immediately cease to provide any and all membership privileges to the registered Users. The fees paid for annual subscriptions are non-‐refundable, regardless of whether the subscription is terminated prior to the end of the year. A registered User may cancel its Trottus membership only by contacting The Company by email. All cancellation requests will be processed within five (5) business days, and a cancellation confirmation will be emailed to the email address on record for the account. The Membership will be deactivated at the end of the current billing term. The Company reserves the right to change its fees or billing methods at any time. The Company will provide timely notice to the affected registered Users of any such changes. It is registered Users 's responsibility to promptly provide Company with any contact or billing information changes or updates (including email address, credit card numbers, etc.).
The Company makes no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or correctness of any information provided on this web site. Information on this web site may contain inaccuracies or typographical errors. Information may be changed or updated without notice.
The Company makes no warranty that:
(a) The features, products and services provided by the Site will meet User's requirements,
(b) The service will be uninterrupted, timely, secure, or error-‐free,
(c) The results that may be obtained from the use of the services will be accurate or reliable,
(d) The quality of any products, services, information, or other material purchased or obtained by User through the features and services of this Site will meet User's expectations.
(e) The purchase of a Trottus membership by the User will result in the User making actual sales.
Further, The Company makes no representations whatsoever about other web sites which you may access through this Site. When a User accesses a linked web site other than this Site, User acknowledges and understands that it is independent from The Company, The Company has no control over the 4 content on that web site, and that a link to other web site does not mean that The Company endorses or accepts any responsibility for the content, use, or products and services made available through such web site.
THE CONTENTS OF THE TROTTUS SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NO WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-‐INFRINGEMENT OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE MADE IN RELATION TO ACCURACY, AVAILABILITY, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-‐INFRINGEMENT. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS AND TERMS ARE HEREBY EXCLUDED. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS, LOSS OF USE OR OF DATA, OR INTERRUPTION OF BUSINESS) ARISING OUT OF THIS AGREEMENT.
A User's exclusive remedy, and The Company's entire liability under this Agreement, shall be a refund of one annual fee paid by the User to The Company hereunder, and in no event will The Company's liability for any reason exceed such fee. The Company (and its officers, directors, employees and agents) shall not be liable for any damages whatsoever arising from the use of the site by any User, and any User shall indemnify The Company (and The Company's officers, directors, employees and agents), and hold each of them harmless from and against any and all costs, damages or losses of any kind (including, without limitation, reasonable attorneys' fees) as a result of a claim by any person other than User arising from the use of the Site.
The Company shall not be liable for delays or failures in performance or disruption of the content, features or services of the Site resulting directly or indirectly from Acts of God, forces or causes beyond its reasonable control, including but not limited to, internet failures, telecommunications or any other equipment failures, electrical power failures, labor disputes, riots, disturbances, fires, flood, storms, explosions, acts of war, governmental actions, orders of domestic or international courts.
The Terms and Conditions contained within this Agreement constitute the entire agreement and understanding between The Company and the User, superseding any previous understanding(s) between The Company and the User. Furthermore, User agrees that they have not relied upon any representations or warranties that are not set forth expressly in these Terms and Conditions.
The section headings contained in this Agreement are for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement.
This Agreement is governed by and will be interpreted in accordance with the laws of Ontario and of Canada (excluding its conflict of laws rules) and the User unconditionally and irrevocably submits to the exclusive jurisdiction of the Ontario Courts for determining any dispute concerning this Agreement.