User Agreement

LAST UPDATED: September 1, 2015
PLEASE READ THE FOLLOWING USER AGREEMENT CAREFULLY

COMLINKED CORP., its affiliates, and their successors and assigns (collectively referred to as “ComLinked”) make this web site (the “Site”) available to you subject to this User Agreement.

For the purposes of this User Agreement, the word “you” means the individual accessing the Site, and, if applicable, includes any other legal entity on behalf of which an individual is accessing the Site. Additionally, you agree not to access the Site on behalf of any other legal entity unless you have the authority to bind that legal entity to this User Agreement.

ACCEPTANCE OF TERMS

By using the Site you agree, without limitation or qualification, to be bound by and to comply with this User Agreement. If you do not agree, without limitation or qualification, to be bound by and to comply with this User Agreement, discontinue using the Site.

Please note that certain services and activities available through the Site may require you to agree to further terms and conditions.

You represent and warrant that: (i) you have the capacity to enter into a legal agreement in the province, state, territory, or country in which you reside; (ii) your use of the Site will not violate any applicable law or regulation in the province, state, territory, or country in which you reside; and (iii) you have the authority to enter into a contract on behalf of the corporation, partnership, or other business entity on whose behalf you have filled out a profile.

If more than one person claims to have the authority to set up a profile for the same company, ComLinked reserves the right to request documentation as evidence that you have the authority to set up a profile. Failure to comply with such a request may result in termination of your profile.

If ComLinked believes that you have breached this User Agreement, ComLinked reserves the right, in its sole discretion, to restrict, suspend, or terminate your access to all or any part of the Site and terminate any licenses granted to you pursuant to this User Agreement without prior notice and without liability.

USE OF THE SITE

You may use the Site only in accordance with the terms and conditions of this User Agreement.

You agree that any of the below activities are considered prohibited usage and will result in immediate account suspension or cancellation and the possibility that ComLinked will impose fees and/or pursue civil remedies without providing advance notice:

  • seeking to gain access to any portions of the Site you are not authorized by ComLinked to access;
  • using the Site to impersonate or falsely state or otherwise misrepresent your affiliation with any person or entity including but not limited to ComLinked;
  • using the Site to either directly or indirectly interfere with, disrupt, or damage the Site, the server(s) on which it is hosted, the networks connected to them, or any other user’s access to the Site;
  • adapting, translating, modifying, decompiling, disassembling, or reverse engineering any aspect of: (i) the Site; (ii) any software or technology used in connection with the Site; or (iii) any software downloaded from the Site;
  • violating any applicable local, provincial, state, national, or international law or regulation;
  • collecting or storing personally identifying information about other users of the Site for any purposes unrelated to the Site or that are illegal or unlawful; or
  • sending Spam or Unsolicited Bulk Email ("UBE") to other members of the Site. For the purposes of this User Agreement, Spam and UBE are defined as the sending of the same, or substantially similar, unsolicited electronic mail messages, whether commercial or not, to more than one recipient. A message is considered unsolicited if it is sent to a recipient who has not requested the message. UBE also includes email or other electronic messages with forged headers, compromised mail server relays, and false contact information. This prohibition extends to the sending of unsolicited mass mailings from another service which in any way implicates the use of the Site whether or not the message actually originated from the Site. The sending of any commercial electronic message to another member of the Site in prohibition of An Act to promote the efficiency and adaptability of the Canadian economy by regulating certain activities that discourage reliance on electronic means of carrying out commercial activities, and to amend the Canadian Radio-television and Telecommunications Commission Act, the Competition Act, the Personal Information Protection and Electronic Documents Act, and the Telecommunications Act, also known as Canada's Anti-Spam Law or "CASL" is also expressly prohibited under this User Agreement.
PRIVACY

Please note that ComLinked controls the Site from within Canada and the Site is hosted in United States.

You have read the Privacy Policy and consent to the use of your personal information as described therein. (Privacy Policy link)

Subject to the Privacy Policy, ComLinked reserves the right to access, use, disclose, and destroy all data relating to how users use the Site.

All information about you or the company you represent that you post to the Site (collectively "Information") shall be deemed to be non-confidential. ComLinked makes no undertaking or guarantee to keep the Information confidential and shall be free to use the Information for any purpose whatsoever, including but not limited to sharing and otherwise making available the Information to other users of the Site.

ComLinked reserves the right to communicate with you regarding your use of the Site. You consent to ComLinked’s use of any contact information that you provide to ComLinked in doing so.

SECURITY

Although ComLinked has enacted certain safeguards to protect personal information being transmitted to or from the Site, ComLinked does not guarantee the security of any such information transmitted to or from the Site. Before using or relying on any means of transmitting your personal information to ComLinked, you should take reasonable steps to verify that the manner of transmission provides an adequate degree of protection: you are transmitting personal information to or from the Site at your own risk.

CONTENT

"Content" means all information, links, emails, postings, code, data, text, software, music, sound, photographs, pictures, graphics, video, chat, messages, files, or other materials accessible on or via the Site.

You may make or retain a single electronic copy of the Content or any portion thereof and a single printed copy of individual screens appearing as part of the Site solely for your personal, non-commercial use or records, provided that any marks, logos, or other legends that appear on the screens are not removed from the printed copies of the screens. You may not make any other copies of the Content or use the Content for any other purpose. You may not modify, publish, display, transmit, adapt, or in any way exploit any item of the Content that you did not contribute, without the express prior permission of ComLinked.

You agree not to use any crawler, spider, bot, or other program to extract (in whole or in part) any of the Content accessible on or via the Site.

FEEDBACK

You agree that any contribution made by you to any improvement of the Site, ComLinked’s products, ComLinked’s services, or any other works for which ComLinked owns the intellectual property rights will not give or grant you any right, title, or interest in such improvements, and to the extent that all intellectual property rights in and to such improvement does not immediately vest in ComLinked, you, upon creation of such works, assign any and all right, title, and interest (including all intellectual property rights) that you possess in the improvement to ComLinked. Upon request by ComLinked, you will execute any document, registration, or filing required to give effect to the foregoing assignment, and you represent and warrant to ComLinked that you have obtained waivers of all rights of integrity and all other moral rights in the improvement, which waiver may be invoked by ComLinked (including its successors and assigns) without restriction.

SCREENING AND MONITORING CONTENT

ComLinked is not obliged but reserves the right to monitor some, all, or no areas of the Site from time to time: (i) to verify adherence to this User Agreement or any other rules, codes of conduct, or guidelines posted by ComLinked in relation to the Site; or (ii) as required by law. ComLinked reserves the right, in its sole discretion, to reject, refuse to post, remove, or block access to any Content that is available via or on the Site at any time, without notice and without liability.

THIRD PARTY WEBSITES AND SERVICES

ComLinked may provide via the Site, or third parties may provide via the Site, links to resources not forming part of the Site. ComLinked has no control over such resources. You acknowledge and agree that ComLinked is not responsible for the availability of such external resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such resources. You further acknowledge and agree that ComLinked will 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 resource.

Your correspondence or business dealings with, or participation in promotions of, advertisers or other third parties accessible on or via the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third parties. You agree that ComLinked will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Site.

WARRANTIES
THE SITE AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE PRECEDING SENTENCE, COMLINKED SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, COVENANTS, AND CONDITIONS WITH RESPECT TO THE SITE, CONTENT, THIRD-PARTY SERVICES, THIRD-PARTY APPLICATIONS, OR THIRD-PARTY CONTENT, OR OTHERWISE ARISING FROM THIS USER AGREEMENT INCLUDING, BUT NOT LIMITED TO: (i) ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, APPROPRIATENESS, RELIABILITY, TIMELINESS, USEFULNESS, OR OTHERWISE OF THE SITE, CONTENT, AND THIRD-PARTY SERVICES, APPLICATIONS, OR CONTENT; AND (ii) ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.

Without limiting the preceding paragraph, ComLinked does not warrant that the Site or any Content:

  • will be available at all times;
  • will operate without errors;
  • will be accessible regardless of the hardware or software that you wish to employ to access it;
  • is absolutely secure, notwithstanding the use by ComLinked of commercially reasonable efforts to secure it; or
  • is free from viruses or other harmful code, notwithstanding the use by ComLinked of commercially reasonable efforts to identify and eliminate such code.

All exclusions of responsibility or liability set out in this agreement are made to the fullest extent permitted by law. Some jurisdictions do not allow the exclusion of certain implied warranties or limitations on how long an implied warranty may last. If any jurisdiction having applicability to this User Agreement does not permit any such exclusion or limitation, ComLinked’s total liability to you in connection with any breach of such a warranty will be subject to the following section entitled “LIMITATION OF LIABILITY”.

LIMITATION OF LIABILITY
IN NO EVENT WILL COMLINKED, ITS REPRESENTATIVES, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR INDIRECT DAMAGES ARISING FROM OR RELATING TO THE SITE, ANY CONTENT, OR THIS USER AGREEMENT, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUES, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA, EVEN IF COMLINKED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES BY YOU OR ANY OTHER PERSON.
IN NO EVENT WILL COMLINKED BE LIABLE TO YOU OR ANY PERSON WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SITE OR RECEIVED THROUGH ANY LINKS PROVIDED ON THE SITE.
WITHOUT LIMITING THE PRECEDING TWO PARAGRAPHS, THE LIMIT ON THE TOTAL CUMULATIVE LIABILITY OF COMLINKED (INCLUDING ITS REPRESENTATIVES AND SUPPLIERS) TO YOU OR ANY PERSON, FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SITE, ANY CONTENT, OR THIS USER AGREEMENT, WILL NOT EXCEED $100.00.

The limitations set out in the preceding three paragraphs will apply regardless of the causes or circumstances giving rise to the claim, even if such claim is based on breach of contract, negligence, or other tort, and will survive a fundamental breach or failure of essential purpose of any limited remedy or this User Agreement.

Some jurisdictions do not allow the exclusion of incidental, special, or consequential damages. If any jurisdiction having applicability to this User Agreement does not permit any such exclusion or limitation, ComLinked's total liability to you in connection with any incidental, special, or consequential damages will be limited by the third paragraph of this section.

INDEMNITY

You agree to indemnify ComLinked (its representatives and suppliers) and hold them harmless from any and all claims and expenses, including attorney's fees, arising from or relating to your use or misuse of the Site or any Content, regardless of whether such use is authorized by you, or from any breach by you of any of this User Agreement.

INTELLECTUAL PROPERTY INFRINGEMENT

It is the policy of ComLinked to investigate and respond to claims of intellectual property infringement.

To the extent that any jurisdiction applicable to this User Agreement has a notice and take-down scheme like the one set out in the United States' Digital Millennium Copyright Act, upon receipt of any notice alleging infringement that complies with such a scheme, ComLinked will act expeditiously to remove or disable access to any material claimed to be infringing or claimed to be the subject of infringing activity and will act expeditiously to remove or disable access to any reference or link to material or activity that is claimed to be infringing. ComLinked may attempt to contact the person who has posted such material in order to give that person an opportunity to respond to the notification, although ComLinked makes no promise to do so. Any and all counter notifications submitted by that person will be furnished to the complaining party. In all circumstances, ComLinked will give the complaining party an opportunity to seek judicial relief in accordance with any applicable laws before ComLinked replaces or restores access to any material as a result of any counter notification.

Notices of claimed infringement should be directed to:

ComLinked Corp.
3280 Bloor Street West, Suite 1140
11th Floor, Centre Tower
Toronto, Ontario, Canada M8X 2X3
Attention: Privacy Officer
Phone: 1-(416)454-8320
Email: privacyofficer@comlinked.com

Please put "Notice of Infringement" in the subject line of all such notifications and include in each such notice a reasonably detailed description of the materials alleged to be infringing and the proprietary rights alleged to be infringed.

“ComLinked” is a trademark of ComLinked Corp. All other marks that appear throughout the Site belong to ComLinked or the respective owners of such marks, and are protected by Canadian and international trade-mark and other laws. Any use of any of the marks appearing throughout the Site without the express written consent of ComLinked or the owner of the mark, as appropriate, is strictly prohibited.

TERM AND TERMINATION

This User Agreement will continue in effect for as long as you use the Site, unless specifically terminated earlier by ComLinked or you.

Upon the termination or expiration of this User Agreement, you will: (i) stop using the Site and any Content in your possession for any purpose; and (ii) destroy any Content in your possession.

Those sections which by their nature should survive the termination or expiration of this User Agreement will survive termination or expiration, including but not limited to: “PRIVACY”, “CONTENT”, “FEEDBACK”, “THIRD PARTY WEBSITES AND SERVICES”, “WARRANTIES”, “LIMITATION OF LIABILITY”, “INDEMNITY”, “INTELLECTUAL PROPERTY INFRINGEMENT”, “GENERAL TERMS AND CONDITIONS”, this paragraph, and the preceding paragraph.

GENERAL TERMS AND CONDITIONS

This User Agreement (and each document incorporated by reference in the User Agreement) constitute the complete and exclusive agreement between you and ComLinked with respect to its subject matter, and supersedes and replaces any and all prior or contemporaneous discussions, negotiations, understandings, and agreements, written and oral, regarding its subject matter.

No term of the User Agreement will be deemed to be waived by reason of any previous failure to enforce it. No term of the User Agreement may be waived except in a writing signed by the party waiving enforcement.

Should any provision of this User Agreement be held to be invalid by a court of competent jurisdiction, then that provision will be enforced to the extent permissible, and all other provisions will remain in effect and are enforceable by the parties.

ComLinked and you are independent contractors and this User Agreement will not establish any relationship of partnership, joint venture, employment, franchise, or agency between ComLinked and you. Neither ComLinked nor you will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent, except as otherwise expressly provided in this User Agreement.

The User Agreement will be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without reference to the conflict of laws provisions. You agree to attorn to the jurisdiction of the courts of the Province of Ontario for the conduct of any legal proceedings under, or related to, the User Agreement.

ComLinked will not be liable for any failure or delay in its performance under the User Agreement due to any cause beyond its reasonable control.

ComLinked may assign this User Agreement, in whole or in part, at any time with or without notice to you. You may not resell, assign, sublicense, or otherwise transfer your rights or delegate your duties under this User Agreement, either in whole or in part, without the prior written consent of ComLinked.

Any notice or other significant communication given to you pursuant to this User Agreement will be in writing, addressed to any email address or address that you provided to ComLinked in your most recent profile update and sent to you by email or by nationally recognized overnight courier as applicable. Any notice or other significant communication given to ComLinked pursuant to this User Agreement will be in writing and sent to ComLinked at the address then listed on the Site in the Contact Us section by fax or nationally recognized courier. Notices will be deemed to have been received one business day following: (i) email transmission by ComLinked to you; (ii) deposit with a globally recognized overnight delivery service, all delivery charges pre-paid; or (iii) transmission if sent by facsimile and receipt confirmed by the facsimile machine used.

The headings used in this User Agreement are for convenience of reference only. No provision of this User Agreement will be interpreted against any party merely because that party or its legal representative drafted the provision. All remedies are cumulative. Throughout this User Agreement, the term “including” or the phrases “e.g.,” or “for example” have been used to mean “including, without limitation”.

VIOLATIONS OF THE WEBSITE AGREEMENT

Should you violate this User Agreement or any other rights of ComLinked, ComLinked reserves the right to pursue any and all legal and equitable remedies against you, including, without limitation, restricting, suspending, or terminating your access to all or any part of the Site.

If you are aware of any violations of this Website Agreement, please report them to:

ComLinked Corp.
3280 Bloor Street West, Suite 1140
11th Floor, Centre Tower
Toronto, Ontario, Canada M8X 2X3
Attention: Privacy Officer
Phone: 1-(416)454-8320
Email: privacyofficer@comlinked.com
CHANGES TO THE WEBSITE AGREEMENT

ComLinked may change this User Agreement from time to time and at any time. When ComLinked changes this User Agreement, ComLinked will post the updated version of the User Agreement on the Site together with the date on which it was revised, and post a notice that the User Agreement has been updated on the home page for the Site for at least four weeks following any change to the User Agreement.

ComLinked may, but is not obliged to, ask you to actively confirm your consent to the revised User Agreement. If ComLinked does not do so, but you continue to use the Site after the changes come into effect, you will be deemed to have agreed to abide by the revised User Agreement. If you do not agree with the revised User Agreement without qualification, discontinue using the Site.

ComLinked reserves the right, in its sole discretion, to change or modify the Site from time to time including but not limited to adding or removing functionality or features or changing its name.