THIS IS A LEGALLY BINDING AGREEMENT (THE "AGREEMENT") BETWEEN YOU AND CITYMEDIANETWORK. YOU MUST READ THE TERMS AND CONDITIONS OF USE SET OUT BELOW CAREFULLY BEFORE USING SHOPLOCALNOW.CA. BY ACCESSING, BROWSING, SUBSCRIBING TO OR OTHERWISE USING SHOPLOCALNOW.CA, YOU AGREE TO COMPLY WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, AS AMENDED FROM TIME TO TIME BY CITYMEDIANETWORKI IN ITS SOLE DISCRETION IF YOU DO NOT AGREE WITH ANY OF THE TERMS AND CONDITIONS SET OUT IN THIS AGREEMENT, DO NOT USE SHOPLOCALNOW.
THIS AGREEMENT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
In this Agreement, "the Service" refers to www.shoplocalnow.ca, Facebook application and any other CITYMEDIA products and applications related to this application. The term "We", "Our", or "Us" refers to CITYMEDIANETWORK. the owner and operator of SHOPLOCALNOW.CA and the term "You", "Your", or "User" refers to an adult user of the Service (as defined herein) acting independently or as parent or guardian for any minor whom You allow to access the Service and for whom You will be held strictly responsible.
By accessing or using shoplocalnow.ca, You agree that You have read, understand and agree to be bound by this Agreement.
We reserve the right, at Our sole discretion, to change, modify, add, or delete portions of this Agreement at any time without further notice. If We do this, We will post the changes to the Agreement on www.shoplocalnow.ca and will indicate at the top of this page the date the Agreement was last revised. Your continued use of the Service after any such changes constitutes Your acceptance of the revised Agreement. If You do not agree to abide by this Agreement or any future revisions, do not use or access (or continue to use or access) the Service. It is Your responsibility to regularly check www.shoplocalnow.ca to determine if there have been changes made and to review such changes.
3. MEMBERSHIP, REGISTRATION DATA, ACCOUNT AND SECURITY
In compliance with the Children's Online Privacy Protection Act of 1998, CITY MEDIA does not accept membership registrations from users who are under 13 years of age. By registering with the Service, You represent that You are at least 13 years old. If You are 13 or older but under the age of 18, You must review these terms and conditions with Your parent or legal guardian to make sure that You and Your parent or legal guardian understand these terms and conditions and agree to be bound hereby.
You agree to (a) provide accurate, current and complete information about You as may be prompted by any registration forms on the Service ( "Registration Data);(b) maintain the security and confidentiality of Your password and identification; (c) maintain and promptly update the Registration Data, and any other information You provide to Citymedia, to keep it accurate, current and complete; and (d) be fully responsible for all use of Your account and for any actions that take place using Your account.
You are responsible for all activities that occur through the use of Your Account. You agree to: (a) immediately notify CityMedia of any unauthorized use of Your Account or any other breach of security; and (b) ensure that You exit from Your Account at the end of each session. CityMedia is not be liable for any loss or damage arising from Your failure to comply with this section. You may also be issued a new Account or required to change Your Account from time to time in CityMEdia's sole discretion.
If You provide any information that is untrue, inaccurate, not current or incomplete, or Citymedia has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, CityMedia has the right to suspend or terminate Your Account and refuse any and all current or future use of the Service (or any portion thereof).
USER CONTENT POSTED ON THE SERVICE
You are solely responsible for the photos, profiles, messages, notes, text, information, and other content that You upload, publish or display (hereinafter "Post") on or through the Service, or transmit to or share with other Users (collectively, the "User Content"). You understand and agree that Citymedia may, but is not obligated to, review and delete or remove, without notice, any User Content in its sole discretion, including without limitation User Content that in the sole judgment of CityMedia violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others. You also agree that that You must evaluate, and bear all risks associated with, the use of any User Content, including any reliance on the accuracy, completeness, or usefulness of any User Content.
CityMedia does not claim ownership of User Content that You submit or make available for inclusion on the Service. However, by posting User Content to any part of the Service, You automatically grant, and You represent and warrant that You have the right to grant, to CityMedia an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, reproduce, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Service or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing.
You acknowledge and agree that CityMedia may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Agreement; (c) respond to claims that any User Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of our users and the public.
You acknowledge and agree that by using the Service, You may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language or containing mature subject matter. Nevertheless, You agree to use the Service at Your sole risk and that CityMdia shall have no liability to You for content that may be found to be offensive, indecent, or objectionable.
5. USER CONDUCT
You acknowledge and agree that except for certain merchants certified and affiliates of CityMedia, the Service is available for Your personal, non-commercial use only. You represent, warrant and agree that no materials of any kind submitted through Your Account or otherwise uploaded, Posted or shared by You through the Service will violate or infringe the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights, or contain libelous, defamatory or otherwise unlawful material. You agree that You will not use the Service in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Service.
You further agree not to use the Service or the Site to:
ANY ATTEMPT TO DELIBERATELY DAMAGE THE SERVICE OR ANY RELATED WEBSITE MAY BE A VIOLATION OF CRIMINAL AND/OR CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, CITYMEDIA RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING BUT NOT LIMITED TO CRIMINAL PROSECUTION.
6. TERMINATION AND MODIFICATION
CityMedia may in its sole discretion and at any time discontinue or modify the provision the Service, or any part thereof, with or without notice. You agree that any termination of Your access to the Service under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that CityMedia may immediately deactivate or delete Your Account and all related information and files in Your Account and/or bar any further access to such files or the Service. Further, You agree that CityMedia shall not be liable to You or any third party for any termination of Your access to the Service, or modification, suspension or discontinuance of the Service.
You agree that CityMedia , at any time and in its sole discretion, may terminate Your Account (or any part thereof) or use of the Service, and remove and discard any User Content within the Service, for any reason, including, without limitation, for lack of use or if we believe that You have violated or acted inconsistently with the letter or spirit of the Agreement.
7. PROPRIETARY RIGHTS IN SERVICE CONTENT
You acknowledge and agree that the Service and any software used in connection with the Service (the "Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including, without limitation, for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by CityMedia for use in accessing the Service.
All content on the Service, including but not limited to designs, text, graphics, pictures, video, information, software, music, sound and other files, and their selection and arrangement (the "Service Content"), are the proprietary property of CityMedia, its users or its licensors with all rights reserved. No Service Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, Posted, transmitted, or sold in any form or by any means, in whole or in part, without prior written permission.
8. LIMITED LICENSE
Provided that You are eligible for use of the Service, You are granted a limited, non-exclusive, non-transferable license to access and use the Service and to download or print a copy of any portion of the Service Content solely for Your personal, non-commercial use, provided that You keep all copyright or other proprietary notices intact (the "License"). Except for Your own User Content, You may not republish Service Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of the Service Content is strictly prohibited.
Such License is subject to terms and conditions of this Agreement and does not include use of any data mining, robots or similar data gathering or extraction methods. Any use of the Service or the Service Content other than as specifically authorized herein, without prior written permission is strictly prohibited and will terminate the License granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in this Agreement shall be construed as conferring any license to intellectual property rights, whether by implication or otherwise. The License is revocable at any time without notice and with or without cause.
CITYMEDIA and other Service graphics, logos, designs, page headers, button icons, scripts and service names are copyrighted and trademarked in the United States, Canada and/or other countries. Citymedia trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission.
10. COPYRIGHT INFRINGEMENT
If You believe that any material on the Service infringes upon any copyright which You own or control, You may send a written notification of such infringement to Our Designated Agent as set forth below:
The notification must be a written communication that includes the following:
11.REPEAT INFRINGER POLICY
In accordance with applicable law, CityMedia has adopted a policy of terminating, in appropriate circumstances and at our sole discretion, members who are deemed to be repeat infringers.
CityMedia may also at its sole discretion limit access to the Service and/or terminate the memberships of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
12.CONTENT LINKED TO BY CityMedia
The sites displayed or linked to by CityMEdia are developed by people over whom CityMEdia exercises no control. CityMedia does not screen the source or sites of content before including them on the Service. Users may link to sites and/or content that some people find objectionable, inappropriate, or offensive. We make no representations or warranties of any king regarding the content of such third party sites and does not guarantee that such content shall not include unintended or objectionable content and assumes no responsibility for the content of any site included in Our lists or otherwise linked to by CityMEdia.
CityMedia shall not be responsible for the availability of such external sites or resources, or endorse or be liable for any content, advertising, products, or other materials on or available from such sites or resources.
You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such linked site or resource.
13. PARTICIPATION OF ADVERTISERS AND/OR MERCHANTS
You may have the opportunity from time to time to enter into correspondence with or participate in promotions offered by any advertisers and/or merchants showing their products or services on the Service. Any such correspondence or promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such correspondence or promotions, are solely between You and the advertiser and/or merchant. We assume no liability, obligation or responsibility for any part of any such correspondence or promotion.
14.DISCLAIMER OF WARRANTIES
CITYMEDIA DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, CONTENT, COMPLETENESS, LEGALITY, RELIABILITY, OR OPERABILITY OR AVAILABILITY OF INFORMATION OR MATERIAL DISPLAYED IN THE SERVICE. CITYMEDIA DISCLAIMS ANY RESPONSIBILITY FOR THE DELETION, FAILURE TO STORE, MISDELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL. CITYMEDIA DISCLAIMS ANY RESPONSIBILITY FOR ANY HARM RESULTING FROM DOWNLOADING OR ACCESSING ANY INFORMATION OR MATERIAL ON THE INTERNET THROUGH THE SERVICE.
THE SERVICE, AND ALL MATERIALS, INFORMATION, PRODUCTS AND SERVICES INCLUDED IN THE SERVICE ARE PROVIDED "AS IS," WITH NO WARRANTIES WHATSOEVER. CITYMEDIA EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS AND IMPLIED WARRANTIES AND CONDITIONS ARISING FROM THE COURSE OF DEALING OR COURSE OF PERFORMANCE.
WE DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SERVICE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE, SOFTWARE OR THE SERVER THAT MAKES IT AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
CITYMEDIA DISCLAIMS, ANY WARRANTIES FOR ANY INFORMATION OR ADVICE OBTAINED THROUGH THE SERVICES. CITYMEDIA DISCLAIMS ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED BY THE SERVICE, AS WELL AS FOR ANY INFORMATION OR ADVICE RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICE. IN NO EVENT WILL CITYMEDIA ABI BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU OR ANYONE ELSE IN RELIANCE UPON THE INFORMATION PROVIDED THROUGH THE SERVICE.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
SOME STATES, PROVINCES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
15. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL CITYMEDIA BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER'S USE OR MISUSE OF OR RELIANCE ON THE SERVICE. SUCH LIMITATION OF LIABILITY FOR ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL,
EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF CITYMEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).
SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE SERVICE, FROM INABILITY TO USE THE SERVICE, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SERVICE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES).
THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED ON THE SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICE.
THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA.
SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICE OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED OR RELATED IN ANY WAY TO, THE SERVICE.
THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO UNAUTHORIZED ACCESS TO OR ALTERATION OF YOU TRANSMISSIONS OR DATA.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Without limiting the foregoing, under no circumstances shall CityMedia be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labour or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
You agree to indemnify, defend and hold harmless CityMedia and its subsidiaries, affiliates, directors, officers, employees, representatives, licensors and licensees, from any damages, losses, costs and expenses (including legal fees), incurred in connection with any third party claim or demand alleging or based upon Your breach of this Agreement or Your violation of any law or the rights of such third party. CityMedia reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You hereunder, and You shall cooperate fully as reasonably required.
17. GOVERNING LAW
This Agreement and Your use of the Service shall be governed and construed in accordance with the laws of the province of Ontario and the federal laws of Canada applicable therein, excluding the application of any rule or principal of conflict of law that might otherwise refer construction, interpretation, or the resolution of any dispute to the laws of another jurisdiction.
Any dispute arising under this Agreement shall be resolved exclusively by the courts located in Toronto in the province of Ontario. You agree not to bring any legal action against CityMedia in any jurisdiction except the province of Ontario and You shall submit and consent to such jurisdiction. If any provision of this Agreement shall be deemed unlawful by a court of law, then the impugned provision shall be deemed severed and shall not affect the validity and enforceability of any remaining provisions.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of the Agreement will be effective only if in writing and signed by CityMedia. If any provision of this Agreement shall be deemed unlawful, invalid, or unenforceable by a court of law, then the impugned provision shall be deemed severed and shall not affect the validity and enforceability of any remaining provisions.
19. CHANGES IN TERMS AND CONDITIONS
We may modify or terminate Our services from time to time, for any reason, and without notice, including the right to terminate with or without notice, without liability to You, any other User or any third party. We reserve the right to modify this Agreement from time to time without notice. Please review this Agreement from time to time so that You will be apprised of any changes.