1. AGREEMENT TO TERMS
These Terms of Use constitute a legally binding agreement made between you, whether personally or on
behalf of an entity ("you") and APTX SAAS ("Company," "we," "us," or "our"), concerning your access
to and use of the aptx.ca website as well as any other media form, media channel, mobile website or
mobile application related, linked, or otherwise connected thereto (collectively, the "Site"). We
are registered in Canada and have our registered office in Toronto, Ontario, Canada. You agree that
by accessing the Site, you have read, understood, and agreed to be bound by all of these Terms of
Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM
USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Site from time to time are
hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to
make changes or modifications to these Terms of Use from time to time. We will alert you about any
changes by updating the "Last updated" date of these Terms of Use, and you waive any right to
receive specific notice of each such change. Please ensure that you check the applicable Terms every
time you use our Site so that you understand which Terms apply. You will be subject to, and will be
deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by
your continued use of the Site after the date such revised Terms of Use are posted.
The information provided on the Site is not intended for distribution to or use by any person or
entity in any jurisdiction or country where such distribution or use would be contrary to law or
regulation or which would subject us to any registration requirement within such jurisdiction or
country. Accordingly, those persons who choose to access the Site from other locations do so on
their own initiative and are solely responsible for compliance with local laws, if and to the extent
local laws are applicable.
The Site is not tailored to comply with industry-specific regulations (Health Insurance Portability
and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if
your interactions would be subjected to such laws, you may not use this Site. You may not use the
Site in a way that would violate the Gramm-Leach-Bliley Act (GLBA).
The Site is intended for users who are at least 13 years of age. All users who are minors in the
jurisdiction in which they reside (generally under the age of 18) must have the permission of, and
be directly supervised by, their parent or guardian to use the Site. If you are a minor, you must
have your parent or guardian read and agree to these Terms of Use prior to you using the Site.
2. INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Site is our proprietary property and all source code, databases,
functionality, software, website designs, audio, video, text, photographs, and graphics on the Site
(collectively, the "Content") and the trademarks, service marks, and logos contained therein (the
"Marks") are owned or controlled by us or licensed to us, and are protected by copyright and
trademark laws and various other intellectual property rights and unfair competition laws of the
United States, international copyright laws, and international conventions. The Content and the
Marks are provided on the Site "AS IS" for your information and personal use only. Except as
expressly provided in these Terms of Use, no part of the Site and no Content or Marks may be copied,
reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated,
transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose
whatsoever, without our express prior written permission.
Provided that you are eligible to use the Site, you are granted a limited license to access and use
the Site and to download or print a copy of any portion of the Content to which you have properly
gained access solely for your personal, non-commercial use. We reserve all rights not expressly
granted to you in and to the Site, the Content and the Marks.
3. USER REPRESENTATIONS
By using the Site, you represent and warrant that: (1) all registration information you submit will
be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and
promptly update such registration information as necessary; (3) you have the legal capacity and you
agree to comply with these Terms of Use; (4) you are not under the age of 13; (5) you are not a
minor in the jurisdiction in which you reside, or if a minor, you have received parental permission
to use the Site; (6) you will not access the Site through automated or non-human means, whether
through a bot, script, or otherwise; (7) you will not use the Site for any illegal or unauthorized
purpose; and (8) your use of the Site will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the
right to suspend or terminate your account and refuse any and all current or future use of the Site
(or any portion thereof).
4. USER REGISTRATION
You may be required to register with the Site. You agree to keep your password confidential and will
be responsible for all use of your account and password. We reserve the right to remove, reclaim, or
change a username you select if we determine, in our sole discretion, that such username is
inappropriate, obscene, or otherwise objectionable.
5. PROHIBITED ACTIVITIES
- Systematically retrieve data or other content from the Site to create or compile, directly
or indirectly, a collection, compilation, database, or directory without written permission
from us.
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive
account information such as user passwords.
- Circumvent, disable, or otherwise interfere with security-related features of the Site,
including features that prevent or restrict the use or copying of any Content or enforce
limitations on the use of the Site and/or the Content contained therein.
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
- Use any information obtained from the Site in order to harass, abuse, or harm another
person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Site in a manner inconsistent with any applicable laws or regulations. Engage in
unauthorized framing of or linking to the Site.
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other
material, including excessive use of capital letters and spamming
- (continuous posting of repetitive text), that interferes with any party's uninterrupted use
and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the
use, features, functions, operation, or maintenance of the Site.
- Engage in any automated use of the system, such as using scripts to send comments or
messages, or using any data mining, robots, or similar data gathering and extraction tools.
- Delete the copyright or other proprietary rights notice from any Content. Attempt to
impersonate another user or person or use the username of another user.
- Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive
or active information collection or transmission mechanism, including without limitation,
clear graphics interchange formats ("gifs"), 1×1 pixels, web bugs, cookies, or other similar
devices (sometimes referred to as "spyware" or "passive collection mechanisms" or "pcms").
- Interfere with, disrupt, or create an undue burden on the Site or the networks or services
connected to the Site.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing
any portion of the Site to you.
- Attempt to bypass any measures of the Site designed to prevent or restrict access to the
Site, or any portion of the Site.
- Copy or adapt the Site's software, including but not limited to Flash, PHP, HTML,
JavaScript, or other code.
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer
any of the software comprising or in any way making up a part of the Site.
- Except as may be the result of standard search engine or Internet browser usage, use,
launch, develop, or distribute any automated system, including without limitation, any
spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or
launching any unauthorized script or other software.
- Use a buying agent or purchasing agent to make purchases on the Site. Make any unauthorized
use of the Site, including collecting usernames and/or email addresses of users by
electronic or other means for the purpose of sending unsolicited email, or creating user
accounts by automated means or under false pretenses.
- Use the Site as part of any effort to compete with us or otherwise use the Site and/or the
Content for any revenue-generating endeavor or commercial enterprise.
6. USER-GENERATED CONTRIBUTIONS
The Site does not offer users to submit or post content. We may provide you with the opportunity to
create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and
materials to us or on the Site, including but not limited to text, writings, video, audio,
photographs, graphics, comments, suggestions, or personal information or other material
(collectively, "Contributions").
Contributions may be viewable by other users of the Site and through third-party websites. As such,
any Contributions you transmit may be treated in accordance with the Site Privacy Policy. When you
create or make available any Contributions, you thereby represent and warrant that:
- The creation, distribution, transmission, public display, or performance, and the accessing,
downloading, or copying of your Contributions do not and will not infringe the proprietary
rights, including but not limited to the copyright, patent, trademark, trade secret, or
moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases,
and permissions to use and to authorize us, the Site, and other users of the Site to use
your Contributions in any manner contemplated by the Site and these Terms of Use.
- You have the written consent, release, and/or permission of each and every identifiable
individual person in your Contributions to use the name or likeness of each and every such
identifiable individual person to enable inclusion and use of your Contributions in any
manner contemplated by the Site and these Terms of Use.
- Your Contributions are not false, inaccurate, or misleading.
- Your Contributions are not unsolicited or unauthorized advertising, promotional materials,
pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
- Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous,
slanderous, or otherwise objectionable (as determined by us).
- Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
- Your Contributions are not used to harass or threaten (in the legal sense of those terms)
any other person and to promote violence against a specific person or class of people.
- Your Contributions do not violate any applicable law, regulation, or rule.
- Your Contributions do not violate the privacy or publicity rights of any third party.
- Your Contributions do not violate any applicable law concerning child pornography, or
otherwise intended to protect the health or well-being of minors.
- Your Contributions do not include any offensive comments that are connected to race,
national origin, gender, sexual preference, or physical handicap. Your Contributions do not
otherwise violate, or link to material that violates, any provision of these Terms of Use,
or any applicable law or regulation.
7. CONTRIBUTION LICENSE
You agree that we may access, store, process, and use any information and personal data that you
provide following the terms of the Privacy Policy and your choices (including settings).
By submitting suggestions or other feedback regarding the Site, you agree that we can use and share
such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership of all of your
Contributions and any intellectual property rights or other proprietary rights associated with your
Contributions. We are not liable for any statements or representations in your Contributions
provided by you in any area on the Site. You are solely responsible for your Contributions to the
Site and you expressly agree to exonerate us from any and all responsibility and to refrain from any
legal action against us regarding your Contributions.
8. MOBILE APPLICATION LICENSE
Use License
If you access the Site via a mobile application, then we grant you a revocable, non-exclusive,
non-transferable, limited right to install and use the mobile application on wireless electronic
devices owned or controlled by you, and to access and use the mobile application on such devices
strictly in accordance with the terms and conditions of this mobile application license contained in
these Terms of Use. You shall not: (1) except as permitted by applicable law, decompile, reverse
engineer, disassemble, attempt to derive the source code of, or decrypt the application; (2) make
any modification, adaptation, improvement, enhancement, translation, or derivative work from the
application; (3) violate any applicable laws, rules, or regulations in connection with your access
or use of the application; (4) remove, alter, or obscure any proprietary notice (including any
notice of copyright or trademark) posted by us or the licensors of the application; (5) use the
application for any revenue generating endeavor, commercial enterprise, or other purpose for which
it is not designed or intended; (6) make the application available over a network or other
environment permitting access or use by multiple devices or users at the same time;(7) use the
application for creating a product, service, or software that is, directly or indirectly,
competitive with or in any way a substitute for the application; (8) use the application to send
automated queries to any website or to send any unsolicited commercial e-mail; or (9) use any
proprietary information or any of our interfaces or our other intellectual property in the design,
development, manufacture, licensing, or distribution of any applications, accessories, or devices
for use with the application.
Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the Apple Store or
Google Play (each an "App Distributor") to access the Site: (1) the license granted to you for our
mobile application is limited to a non-transferable license to use the application on a device that
utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage
rules set forth in the applicable App Distributor's terms of service; (2) we are responsible for
providing any maintenance and support services with respect to the mobile application as specified
in the terms and conditions of this mobile application license contained in these Terms of Use or as
otherwise required under applicable law, and you acknowledge that each App Distributor has no
obligation whatsoever to furnish any maintenance and support services with respect to the mobile
application; (3) in the event of any failure of the mobile application to conform to any applicable
warranty, you may notify the applicable App Distributor, and the App Distributor, in accordance with
its terms and policies, may refund the purchase price, if any, paid for the mobile application, and
to the maximum extent permitted by applicable law, the App Distributor will have no other warranty
obligation whatsoever with respect to the mobile application; (4) you represent and warrant that (i)
you are not located in a country that is subject to a U.S. government embargo, or that has been
designated by the U.S. government as a "terrorist supporting" country and (ii) you are not listed on
any U.S. government list of prohibited or restricted parties; (5) you must comply with applicable
third-party terms of agreement when using the mobile application, e.g., if you have a VoIP
application, then you must not be in violation of their wireless data service agreement when using
the mobile application; and (6) you acknowledge and agree that the App Distributors are third-party
beneficiaries of the terms and conditions in this mobile application license contained in these
Terms of Use, and that each App Distributor will have the right (and will be deemed to have accepted
the right) to enforce the terms and conditions in this mobile application license contained in these
Terms of Use against you as a third-party beneficiary thereof.
9. SUBMISSIONS
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other
information regarding the Site ("Submissions") provided by you to us are non-confidential and shall
become our sole property. We shall own exclusive rights, including all intellectual property rights,
and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful
purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive
all moral rights to any such Submissions, and you hereby warrant that any such Submissions are
original with you or that you have the right to submit such Submissions. You agree there shall be no
recourse against us for any alleged or actual infringement or misappropriation of any proprietary
right in your Submissions.
10. SITE MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these Terms
of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the
law or these Terms of Use, including without limitation, reporting such user to law enforcement
authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit
the availability of, or disable (to the extent technologically feasible) any of your Contributions
or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to
remove from the Site or otherwise disable all files and content that are excessive in size or are in
any way burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect
our rights and property and to facilitate the proper functioning of the Site.
11. PRIVACY POLICY
We care about data privacy and security. By using the Site, you agree to be bound by our Privacy
Policy posted on the Site, which is incorporated into these Terms of Use. Please be advised the Site
is hosted in Canada. If you access the Site from any other region of the world with laws or other
requirements governing personal data collection, use, or disclosure that differ from applicable laws
in Canada, then through your continued use of the Site, you are transferring your data to Canada,
and you agree to have your data transferred to and processed in Canada. Further, we do not knowingly
accept, request, or solicit information from children or knowingly market to children. Therefore, in
accordance with the U.S. Children's Online Privacy Protection Act, if we receive actual knowledge
that anyone under the age of 13 has provided personal information to us without the requisite and
verifiable parental consent, we will delete that information from the Site as quickly as is
reasonably practical.
12. TERM AND TERMINATION
These Terms of Use shall remain in full force and effect while you use the Site. WITHOUT LIMITING
ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND
WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP
ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH
OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE
LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from registering and
creating a new account under your name, a fake or borrowed name, or the name of any third party,
even if you may be acting on behalf of the third party. In addition to terminating or suspending
your account, we reserve the right to take appropriate legal action, including without limitation
pursuing civil, criminal, and injunctive redress.
13. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Site at any time or for any
reason at our sole discretion without notice. However, we have no obligation to update any
information on our Site. We also reserve the right to modify or discontinue all or part of the Site
without notice at any time. We will not be liable to you or any third party for any modification,
price change, suspension, or discontinuance of the Site.
We cannot guarantee the Site will be available at all times. We may experience hardware, software,
or other problems or need to perform maintenance related to the Site, resulting in interruptions,
delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or
otherwise modify the Site at any time or for any reason without notice to you. You agree that we
have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to
access or use the Site during any downtime or discontinuance of the Site. Nothing in these Terms of
Use will be construed to obligate us to maintain and support the Site or to supply any corrections,
updates, or releases in connection therewith.
14. GOVERNING LAW
These Terms shall be governed by and defined following the laws of Canada. AdvancePro Technologies
and yourself irrevocably consent that the courts of Canada shall have exclusive jurisdiction to
resolve any dispute which may arise in connection with these terms.
15. DISPUTE RESOLUTION
You agree to irrevocably submit all disputes related to Terms or the relationship established by
this Agreement to the jurisdiction of the Canada courts. AdvancePro Technologies shall also maintain
the right to bring proceedings as to the substance of the matter in the courts of the country where
you reside or, if these Terms are entered into in the course of your trade or profession, the state
of your principal place of business.
16. CORRECTIONS
There may be information on the Site that contains typographical errors, inaccuracies, or omissions,
including descriptions, pricing, availability, and various other information. We reserve the right
to correct any errors, inaccuracies, or omissions and to change or update the information on the
Site at any time, without prior notice.
17. DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR
SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL
WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE
SITE'S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR
RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL
INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE
SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF
TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY
CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY
CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE,
GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD
PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN
ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR
MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS
WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE
YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
18. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR
ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING
LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF
WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE SIX (6)
MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO
NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF
THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU,
AND YOU MAY HAVE ADDITIONAL RIGHTS.
19. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and
all of our respective officers, agents, partners, and employees, from and against any loss, damage,
liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third
party due to or arising out of: (1) use of the Site; (2) breach of these Terms of Use; (3) any
breach of your representations and warranties set forth in these Terms of Use; (4) your violation of
the rights of a third party, including but not limited to intellectual property rights; or (5) any
overt harmful act toward any other user of the Site with whom you connected via the Site.
Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive
defense and control of any matter for which you are required to indemnify us, and you agree to
cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to
notify you of any such claim, action, or proceeding which is subject to this indemnification upon
becoming aware of it.
20. USER DATA
We will maintain certain data that you transmit to the Site for the purpose of managing the
performance of the Site, as well as data relating to your use of the Site. Although we perform
regular routine backups of data, you are solely responsible for all data that you transmit or that
relates to any activity you have undertaken using the Site. You agree that we shall have no
liability to you for any loss or corruption of any such data, and you hereby waive any right of
action against us arising from any such loss or corruption of such data.
21. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Site, sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree that all agreements,
notices, disclosures, and other communications we provide to you electronically, via email and on
the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO
THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY
OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You
hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other
laws in any jurisdiction which require an original signature or delivery or retention of
non-electronic records, or to payments or the granting of credits by any means other than electronic
means.
22. MISCELLANEOUS
These Terms of Use and any policies or operating rules posted by us on the Site or in respect to the
Site constitute the entire agreement and understanding between you and us. Our failure to exercise
or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right
or provision. These Terms of Use operate to the fullest extent permissible by law. We may assign any
or all of our rights and obligations to others at any time. We shall not be responsible or liable
for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If
any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or
unenforceable, that provision or part of the provision is deemed severable from these Terms of Use
and does not affect the validity and enforceability of any remaining provisions. There is no joint
venture, partnership, employment or agency relationship created between you and us as a result of
these Terms of Use or use of the Site. You agree that these Terms of Use will not be construed
against us by virtue of having drafted them. You hereby waive any and all defenses you may have
based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to
execute these Terms of Use.
23. UNPAID INVOICES
We reserve the right to cancel user membership if any bill or invoice has remained unpaid for a
period of 15 days.
24. USER FEE INCREASE
We reserve the right to raise user fees at its discretion and without notice at any time.
25. CONTACT US
In order to resolve a complaint regarding the Site or to receive further information regarding use
of the Site, please contact us at:
APTX SAAS
Toronto, Ontario
Canada
Phone: 4168403920
info@aptx.ca
We do not assert any ownership over your Contributions. You retain full ownership of all of your
Contributions and any intellectual property rights or other proprietary rights associated with your
Contributions. We are not liable for any statements or representations in your Contributions
provided by you in any area on the Site. You are solely responsible for your Contributions to the
Site and you expressly agree to exonerate us from any and all responsibility and to refrain from any
legal action against us regarding your Contributions.
8. MOBILE APPLICATION LICENSE
Use License
If you access the Site via a mobile application, then we grant you a revocable, non-exclusive,
non-transferable, limited right to install and use the mobile application on wireless electronic
devices owned or controlled by you, and to access and use the mobile application on such devices
strictly in accordance with the terms and conditions of this mobile application license contained in
these Terms of Use. You shall not: (1) except as permitted by applicable law, decompile, reverse
engineer, disassemble, attempt to derive the source code of, or decrypt the application; (2) make
any modification, adaptation, improvement, enhancement, translation, or derivative work from the
application; (3) violate any applicable laws, rules, or regulations in connection with your access
or use of the application; (4) remove, alter, or obscure any proprietary notice (including any
notice of copyright or trademark) posted by us or the licensors of the application; (5) use the
application for any revenue generating endeavor, commercial enterprise, or other purpose for which
it is not designed or intended; (6) make the application available over a network or other
environment permitting access or use by multiple devices or users at the same time;(7) use the
application for creating a product, service, or software that is, directly or indirectly,
competitive with or in any way a substitute for the application; (8) use the application to send
automated queries to any website or to send any unsolicited commercial e-mail; or (9) use any
proprietary information or any of our interfaces or our other intellectual property in the design,
development, manufacture, licensing, or distribution of any applications, accessories, or devices
for use with the application.
Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the Apple Store or
Google Play (each an "App Distributor") to access the Site: (1) the license granted to you for our
mobile application is limited to a non-transferable license to use the application on a device that
utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage
rules set forth in the applicable App Distributor's terms of service; (2) we are responsible for
providing any maintenance and support services with respect to the mobile application as specified
in the terms and conditions of this mobile application license contained in these Terms of Use or as
otherwise required under applicable law, and you acknowledge that each App Distributor has no
obligation whatsoever to furnish any maintenance and support services with respect to the mobile
application; (3) in the event of any failure of the mobile application to conform to any applicable
warranty, you may notify the applicable App Distributor, and the App Distributor, in accordance with
its terms and policies, may refund the purchase price, if any, paid for the mobile application, and
to the maximum extent permitted by applicable law, the App Distributor will have no other warranty
obligation whatsoever with respect to the mobile application; (4) you represent and warrant that (i)
you are not located in a country that is subject to a U.S. government embargo, or that has been
designated by the U.S. government as a "terrorist supporting" country and (ii) you are not listed on
any U.S. government list of prohibited or restricted parties; (5) you must comply with applicable
third-party terms of agreement when using the mobile application, e.g., if you have a VoIP
application, then you must not be in violation of their wireless data service agreement when using
the mobile application; and (6) you acknowledge and agree that the App Distributors are third-party
beneficiaries of the terms and conditions in this mobile application license contained in these
Terms of Use, and that each App Distributor will have the right (and will be deemed to have accepted
the right) to enforce the terms and conditions in this mobile application license contained in these
Terms of Use against you as a third-party beneficiary thereof.
9. SUBMISSIONS
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other
information regarding the Site ("Submissions") provided by you to us are non-confidential and shall
become our sole property. We shall own exclusive rights, including all intellectual property rights,
and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful
purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive
all moral rights to any such Submissions, and you hereby warrant that any such Submissions are
original with you or that you have the right to submit such Submissions. You agree there shall be no
recourse against us for any alleged or actual infringement or misappropriation of any proprietary
right in your Submissions.
10. SITE MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these Terms
of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the
law or these Terms of Use, including without limitation, reporting such user to law enforcement
authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit
the availability of, or disable (to the extent technologically feasible) any of your Contributions
or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to
remove from the Site or otherwise disable all files and content that are excessive in size or are in
any way burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect
our rights and property and to facilitate the proper functioning of the Site.
11. PRIVACY POLICY
We care about data privacy and security. By using the Site, you agree to be bound by our Privacy
Policy posted on the Site, which is incorporated into these Terms of Use. Please be advised the Site
is hosted in Canada. If you access the Site from any other region of the world with laws or other
requirements governing personal data collection, use, or disclosure that differ from applicable laws
in Canada, then through your continued use of the Site, you are transferring your data to Canada,
and you agree to have your data transferred to and processed in Canada. Further, we do not knowingly
accept, request, or solicit information from children or knowingly market to children. Therefore, in
accordance with the U.S. Children's Online Privacy Protection Act, if we receive actual knowledge
that anyone under the age of 13 has provided personal information to us without the requisite and
verifiable parental consent, we will delete that information from the Site as quickly as is
reasonably practical.
12. TERM AND TERMINATION
These Terms of Use shall remain in full force and effect while you use the Site. WITHOUT LIMITING
ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND
WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP
ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH
OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE
LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from registering and
creating a new account under your name, a fake or borrowed name, or the name of any third party,
even if you may be acting on behalf of the third party. In addition to terminating or suspending
your account, we reserve the right to take appropriate legal action, including without limitation
pursuing civil, criminal, and injunctive redress.
13. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Site at any time or for any
reason at our sole discretion without notice. However, we have no obligation to update any
information on our Site. We also reserve the right to modify or discontinue all or part of the Site
without notice at any time. We will not be liable to you or any third party for any modification,
price change, suspension, or discontinuance of the Site.
We cannot guarantee the Site will be available at all times. We may experience hardware, software,
or other problems or need to perform maintenance related to the Site, resulting in interruptions,
delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or
otherwise modify the Site at any time or for any reason without notice to you. You agree that we
have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to
access or use the Site during any downtime or discontinuance of the Site. Nothing in these Terms of
Use will be construed to obligate us to maintain and support the Site or to supply any corrections,
updates, or releases in connection therewith.
14. GOVERNING LAW
These Terms shall be governed by and defined following the laws of Canada. AdvancePro Technologies
and yourself irrevocably consent that the courts of Canada shall have exclusive jurisdiction to
resolve any dispute which may arise in connection with these terms.
15. DISPUTE RESOLUTION
You agree to irrevocably submit all disputes related to Terms or the relationship established by
this Agreement to the jurisdiction of the Canada courts. AdvancePro Technologies shall also maintain
the right to bring proceedings as to the substance of the matter in the courts of the country where
you reside or, if these Terms are entered into in the course of your trade or profession, the state
of your principal place of business.
16. CORRECTIONS
There may be information on the Site that contains typographical errors, inaccuracies, or omissions,
including descriptions, pricing, availability, and various other information. We reserve the right
to correct any errors, inaccuracies, or omissions and to change or update the information on the
Site at any time, without prior notice.
17. DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR
SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL
WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE
SITE'S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR
RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL
INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE
SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF
TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY
CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY
CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE,
GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD
PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN
ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR
MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS
WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE
YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
18. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR
ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING
LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF
WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE SIX (6)
MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO
NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF
THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU,
AND YOU MAY HAVE ADDITIONAL RIGHTS.
19. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and
all of our respective officers, agents, partners, and employees, from and against any loss, damage,
liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third
party due to or arising out of: (1) use of the Site; (2) breach of these Terms of Use; (3) any
breach of your representations and warranties set forth in these Terms of Use; (4) your violation of
the rights of a third party, including but not limited to intellectual property rights; or (5) any
overt harmful act toward any other user of the Site with whom you connected via the Site.
Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive
defense and control of any matter for which you are required to indemnify us, and you agree to
cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to
notify you of any such claim, action, or proceeding which is subject to this indemnification upon
becoming aware of it.
20. USER DATA
We will maintain certain data that you transmit to the Site for the purpose of managing the
performance of the Site, as well as data relating to your use of the Site. Although we perform
regular routine backups of data, you are solely responsible for all data that you transmit or that
relates to any activity you have undertaken using the Site. You agree that we shall have no
liability to you for any loss or corruption of any such data, and you hereby waive any right of
action against us arising from any such loss or corruption of such data.
21. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Site, sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree that all agreements,
notices, disclosures, and other communications we provide to you electronically, via email and on
the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO
THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY
OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You
hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other
laws in any jurisdiction which require an original signature or delivery or retention of
non-electronic records, or to payments or the granting of credits by any means other than electronic
means.
22. MISCELLANEOUS
These Terms of Use and any policies or operating rules posted by us on the Site or in respect to the
Site constitute the entire agreement and understanding between you and us. Our failure to exercise
or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right
or provision. These Terms of Use operate to the fullest extent permissible by law. We may assign any
or all of our rights and obligations to others at any time. We shall not be responsible or liable
for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If
any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or
unenforceable, that provision or part of the provision is deemed severable from these Terms of Use
and does not affect the validity and enforceability of any remaining provisions. There is no joint
venture, partnership, employment or agency relationship created between you and us as a result of
these Terms of Use or use of the Site. You agree that these Terms of Use will not be construed
against us by virtue of having drafted them. You hereby waive any and all defenses you may have
based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to
execute these Terms of Use.
23. UNPAID INVOICES
We reserve the right to cancel user membership if any bill or invoice has remained unpaid for a
period of 15 days.
24. USER FEE INCREASE
We reserve the right to raise user fees at its discretion and without notice at any time.
25. CONTACT US
In order to resolve a complaint regarding the Site or to receive further information regarding use
of the Site, please contact us at:
APTX SAAS
Toronto, Ontario
Canada
Phone: 4168403920
info@aptx.ca
