Terms of Use & Privacy Policy

The following Terms and Conditions of Use and End User License Agreement (“Agreement”) govern your use of the Services (being the software and services provided by Inova Group Equine Software Canada Inc. defined as the “Services” below).  This Agreement is a legal and binding contract between you (“Subscriber”) and Inova Group Equine Software Canada Inc.(“Inova Group Equine Software Canada Inc”)  By entering into this Agreement, or by registering your use of the Services, or by accessing or receiving the Services, you confirm your acceptance of this Agreement, which includes the following: (a) you warrant and represent that you are the full age of majority in your jurisdiction, with full legal capacity to enter into this Agreement; (b) where you enter into this Agreement on behalf of a corporate entity or third party, you have the authority of that corporate entity or third party to do so; and (c) you further warrant and represent that your access to the Services is and will be lawful in your jurisdiction, location, residence or domicile.

ARTICE 1.  INTERPRETATION

1.1       Definitions Capitalized words and phrases shall have the following meanings:

“Acceptable Use Policy” means Inova Group Equine Software Canada Inc’ published policy which governs access to and use of the Services. The Acceptable Use Policy is set forth in this Agreement but may be modified or replaced from time to time by Inova Group Equine Software Canada Inc and such modification or replacement communicated to Subscriber by Notification or by posting in the Services.  The Acceptable Use Policy may contain specific limitations on Subscriber’s use of the Services and certain procedures and processes to be followed by Subscriber.  Such limitations, procedures and processes are intended to ensure that the Services are available, and perform efficiently, effectively, and securely for all Authorized Users.

“Administrator” means an Authorized User with authority from Subscriber to designate additional Authorized Users and/or Administrators, and to commit Subscriber to additional services from Inova Group Equine Software Canada Inc.

“Authorized Client” means a Third Party that has been invited by Subscriber, or any Administrator or Authorized User of Subscriber, to use any client-facing features of the Services in a limited capacity as a client of Subscriber or an Authorized User.    

“Authorized User” means an individual Subscriber or the employees, contractors, temporary employees, members, associates or partners of an organization with a subscription as a Subscriber to the Services authorized by Subscriber to access and use the Services under Subscriber’s account.  

“Business Day” means the hours of 8:30 a.m. to 5:00 p.m. Mountain Time, Monday to Friday inclusive, except statutory or civic holidays observed in the Province of Alberta, or otherwise applicable, namely Christmas Day, Boxing Day, New Years Day, Good Friday, July 1, the first Monday in August, Labour Day, Thanksgiving Day (Canada and the United States) and November 11.  All other reference to “day” or “days” shall be treated as a standard calendar day.  

“Claim” means and includes any suits, demands, notices, proceedings, actions, liabilities, losses, damages, claims, arbitrations, lawsuits, government investigations and prosecutions, debts, and costs.

“Confidential Information” means the Content, and any information, including technical information, data, know-how, documents, or records considered proprietary or confidential by Subscriber including but not limited to customer information, patient or equine information, personally identifiable information, pricing information, business and marketing plans or strategies, financial information, business opportunities, research, services, or other such materials disclosed by Subscriber to Inova Group Equine Software Canada Inc.  

“Content” means and includes (a) any information, documents, records or data uploaded or posted to the Services by Subscriber (or its Administrators, Authorized Users, and/or Authorized Clients), (b) information provided by Subscriber or any of the foregoing Administrators, Authorized Users, and/or Authorized Clients to Inova Group Equine Software Canada Inc in connection with the Services, and (c) any results, output, data, information, or materials generated or delivered through the Services, or as a result of using the Services, including, without limitation, information about Subscriber’s Administrators, Authorized Users or Authorized Clients, veterinary medical records and similar information, and general customer relationship management information from veterinarians and their clients in the Services or Content. 

“Electronic Acceptance” will mean the act of accepting information electronically by means of a Person or a Party confirming by selecting “Accept”, “I Agree”, or a similar acknowledgement, to electronic material presented to them, and shall include “click-through” and similar mechanisms.  Electronic Acceptance shall be equivalent to signed acceptance on paper as allowable by law and confirmed by the Data Records.

“Fees” means and includes any and all subscription fees and charges for access to the Services. 

“Notice“, “Notify” or “Notification” means the exchange of information between Parties that is delivered by mail, courier, facsimile or email as provided herein.  Unless otherwise expressly agreed by Inova Group Equine Software Canada Inc in writing, email from Subscriber to Inova Group Equine Software Canada Inc shall not constitute Notification unless Subscriber, as sender of such email, can prove actual receipt thereof by Inova Group Equine Software Canada Inc. Subscriber may receive Notification by email, SMS messages, or being directed to notices posted in the Services.  

“Party” means either Inova Group Equine Software Canada Inc or Subscriber, and “Parties” means both Inova Group Equine Software Canada Inc and Subscriber.   

“Person” means any individual, company, corporation, firm, partnership, joint venture, association, organization, trust, trade union, governmental body, public body or other legal entity in each case whether or not having a separate legal identity.

“Personal Information” means any information about an identifiable individual but does not include aggregate or anonymous information, or information used only to contact an individual in their capacity or position as an employee or official of an organization.

“Privacy Law” means any statute, legislation, or regulation governing individual privacy or the collection, use or disclosure of Personal Information and access to Personal Information, including any finding, ruling, directive or order of any privacy commissioner or similar official or tribunal, to which either Party may be subject.   

“Services” means any software or services provided by Inova Group Equine Software Canada Inc to Subscriber, whether on a “software as a service” basis, or otherwise.

“Security Emergency” means a breach of information security, cyber security, data security, or other incident that could result in unauthorized access to the Services or Content (including the Content of other subscribers, customers, users, administrators, or clients), disrupt the provisions of the Services, the business of subscribers to the Services, or the systems, servers or network used to provide the Services. 

“Subscriber” is the entity or party which enters into this Agreement.  References to Subscriber will include Subscriber’s Administrators, Authorized Users, and Authorized Clients where the context requires. 

“Suspend” or “Suspension” will mean the act of restricting access to the Services by Inova Group Equine Software Canada Inc.

“Third Party” means any Person other than a Party to this Agreement. 

1.2       Interpretation, Governing Law and Venue

This Agreement and Subscriber’s relationship with Inova Group Equine Software Canada Inc shall be governed exclusively by, and will be enforced, construed, and interpreted exclusively in accordance with, the laws applicable in the province of Alberta, Canada and shall be considered to have been made and accepted in Alberta, Canada, without regard to its conflict of law provisions. All disputes under this Agreement will be resolved by the courts of Alberta in Calgary, and Subscriber consents to the jurisdiction of and venue in such courts and waives any objection as to inconvenient forum. Subscriber undertakes and agrees to bring no action in any other jurisdiction or venue, and to not bring any action by way of class proceedings or arbitration. In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and legal fees.  

1.3          Primary Liability of Subscriber and Subscriber’s Indemnity of Inova Group Equine Software Canada Inc

Subscriber, along with, for greater certainty, its Administrators, Authorized Users, and Authorized Clients, shall comply with all the terms and conditions of this Agreement. Subscriber shall be primarily liable to Inova Group Equine Software Canada Inc under this Agreement for the conduct of its Administrators and Authorized Users, and for Authorized Clients, whether such Authorized Clients are registered by Subscriber or by its Administrator or Authorized User. 

1.4          SUBSCRIBER’S OBLIGATION TO INDEMNIFY

SUBSCRIBER WILL INDEMNIFY, DEFEND, AND FOREVER SAVE HARMLESS INOVA GROUP EQUINE SOFTWARE CANADA INC, AND ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, AND CONTRACTORS, AGAINST ANY AND ALL CLAIMS BY SUBSCRIBER AND ANY ADMINISTRATOR, AUTHORIZED USER, AUTHORIZED CLIENT, OR ANY THIRD PARTY, ARISING OUT OF (A) ANY BREACH OF THIS AGREEMENT BY SUBSCRIBER, OR ITS ADMINISTRATORS, AUTHORIZED USERS, OR AUTHORIZED CLIENTS; OR (B) ANY RELIANCE BY SUBSCRIBER, OR ITS ADMINISTRATORS, AUTHORIZED USERS, OR AUTHORIZED CLIENTS ON THE CONTENT OR ANY RESULT OR OUTPUT OF THE SERVICES.   

ARTICLE 2.   LICENSE AND SERVICES

2.1       Limited License and Use of the Services

Inova Group Equine Software Canada Inc grants Subscriber a limited non-exclusive, non-transferable license to access and use the Services, including to authorize Subscriber’s Administrators, Authorized Users, and Authorized Clients as permitted in this Agreement.  Except for the non-exclusive license granted pursuant to the foregoing, Subscriber acknowledges and agrees that all ownership, intellectual property, proprietary rights of any kind, copyright, and all rights, titles, interests, and licenses in and to the Services shall remain the exclusive property of Inova Group Equine Software Canada Inc or its licensors or suppliers. No moral rights are waived. This Agreement is for licenses and services and is not a sale of goods.

2.2          Administrators and Authorized Users

Conditional upon payment of applicable Fees for a fully paid account for each such Administrator or Authorized User, The Services may permit Subscriber or its Administrator to provide licensed credentials to others as Administrators or Authorized Users, permitting such Administrators or Authorized Users to access and use the Services. 

2.3          Authorized Clients

The Services may also permit Subscriber, its Administrators, and its Authorized Users to permit Authorized Clients to access and use client-facing features of the Services, subject to payment of any applicable Fees by Subscriber for such Authorized Clients. Subscriber will not permit any Authorized Client to have access to features of the Services which are not client-facing. 

2.4          Content

Subject to licenses granted by Subscriber in this Agreement, Inova Group Equine Software Canada Inc claims no intellectual property or proprietary rights with respect to the Content. As between Inova Group Equine Software Canada Inc and Subscriber, any Content uploaded or posted to the Services remains the property of Subscriber. Inova Group Equine Software Canada Inc does not review or pre-screen the Content.  Upon termination of this Agreement, Inova Group Equine Software Canada Inc shall only be responsible for the return of Content directly to Subscriber, or an Administrator or Authorized User designated in writing and confirmed by Notification by Subscriber.   

2.5          Content License

Subscriber hereby grants to Inova Group Equine Software Canada Inc a non-exclusive, royalty free, fully paid and irrevocable right and license permitting Inova Group Equine Software Canada Inc to copy and process data from Subscriber’s Content, which data will be rendered anonymous by Inova Group Equine Software Canada Inc so that it is not possible to identify Subscriber or such data as being associated with Subscriber, for the purposes of processing, aggregating, and combining such anonymized data with other anonymized data and information available or obtained from other subscribers or users, or otherwise, in order to permit Inova Group Equine Software Canada Inc to display, provide, and publish services, information, and data, including aggregate, anonymized reports on use of the Services, system usage and Content trends and type, to Third Parties and other subscribers, (and to Subscriber should Subscriber elect to subscribe for same) pursuant to a licensing or services arrangement or agreement.  Any access by Subscriber to such anonymized, aggregated, and processed data or information, including Subscriber’s own anonymized data, shall be pursuant to an additional paid license agreement.

2.6  Use License  

Subscriber grants to Inova Group Equine Software Canada Inc a non-exclusive, royalty-free right during Subscriber’s use of the Services, to use Subscriber’s Confidential Information for the purpose of performing Inova Group Equine Software Canada Inc’ obligations under this Agreement and providing the Services in accordance with the terms and conditions of this Agreement.    

2.7         Sharing Content

Subscriber or its Authorized Users may configure the Services to make available certain Content to others, including Authorized Clients or members of the public.   It is the sole responsibility of Subscriber to ensure that Content is only made available to others that Subscriber wishes to have access to Content. Inova Group Equine Software Canada Inc reserves the right to take action at any time regarding Content made available to others where it violates the terms and conditions of this Agreement.  Such action may include removal of such Content or Suspension of Services where the situation reasonably warrants.  

2.8         Acceptable Use Policy

Subscriber, its Administrators, and its Authorized Users shall access and use the Services for lawful purposes only and in accordance with the terms and conditions of this Agreement.  Without limitation, Subscriber and Authorized Users agree:

a)      not to copy, reproduce, duplicate, distribute, display, broadcast, transmit, publish, sell, resell or exploit access to the Services, use of the Services, or any portion of the Services, except as permitted in this Agreement; 

b)      not to modify, disassemble, decompile, reverse engineer, adapt or otherwise tamper with the Services, or modify another website so as to falsely imply that it is associated with the Services, Inova Group Equine Software Canada Inc, or any other software or service provided by Inova Group Equine Software Canada Inc;

c)      to not knowingly use the Service in any manner which may violate, misappropriate, or infringe copyright, patent rights, trademark rights, proprietary rights, rights of confidentiality or secrecy, or intellectual property rights of any kind, or rights of privacy or personality, or in any manner which is unlawful, illegal, tortious, offensive, threatening, libelous, defamatory, pornographic, obscene or in violation of the terms and conditions of this Agreement; 

d)      to not collect, use or disclose Personal Information without all legally required notifications and consents, and to not disclose Personal Information to Inova Group Equine Software Canada Inc, or to any Administrator, Authorized User, Authorized Client, or any Third Party, without such notification and consent; 

e)      to not knowingly use the Services to upload, post, host, or transmit unsolicited bulk email, “commercial electronic messages”, “Spam”, short message service “SMS” messages, viruses, self-replicating or self-installing computer programs, viruses, “worms”, “trojan’s”, or any code of a destructive or malicious nature; and 

f) All access to and use of the Services via robotic, mechanical, programmatic, scripted, or any other automated means not provided as part of the Services or expressly permitted in this Agreement is strictly prohibited.

2.9         Modifications

Inova Group Equine Software Canada Inc reserves the right at any time, and from time to time, to modify, Suspend, or discontinue, temporarily or permanently, any feature associated with the Services, with or without Notice, provided that Inova Group Equine Software Canada Inc will provide Subscriber with 30-days Notice of any modification that materially reduces or negatively impacts the functionality of the Services. Continued use of the Services following any such modification constitutes Subscriber’s acceptance of the modification.

2.10       Suspension for Operational Purposes

Inova Group Equine Software Canada Inc reserves the right to temporarily Suspend access to the Service for operational purposes, including, but not limited to, maintenance, repairs, or installation of upgrades, and will endeavor to provide no less than two Business Days Notice prior to any such Suspension. Such Notice shall be provided to Subscriber in advance through by way of Notification within the Service, email or other notification method deemed appropriate by Inova Group Equine Software Canada Inc. Further, Inova Group Equine Software Canada Inc will endeavor to confine planned operational Suspensions on a best efforts basis to minimize disruption to Subscriber but reserves the ability to temporarily Suspend operations without notice at any time to complete necessary repairs, or to deal with a Security Emergency. In the event of a temporary Suspension, Inova Group Equine Software Canada Inc will use the same Notification methods to provide any reasonably appropriate updates as to the nature and duration of any temporary Suspension.  Without limitation, Inova Group Equine Software Canada Inc in its sole discretion has the right to Suspend or discontinue providing the Services to any Subscriber without notice for actions of the Subscriber, or its Administrators, Authorized Users, or Authorized Clients that are (a) in material violation of this Agreement or (b) create a Security Emergency.

2.11       Storage of Content             

Inova Group Equine Software Canada Inc stores all Content on redundant storage servers located at various locations inside and outside of Canada. Subscriber may elect to replicate all Content associated with Subscriber’s subscription on its own storage device, service or media and Inova Group Equine Software Canada Inc recommends that Subscriber do so. 

2.12        Code Base

Inova Group Equine Software Canada Inc uses one code-base for all jurisdictions in which the Services are available or provided. Subscriber is required, using any settings available within the Services, to configure the Services for its own jurisdiction and to verify that the settings meet Subscriber’s requirements. 

2.13        Access to the Services

a) Conditional upon payment of all applicable Fees and charges and continuing to remain in good status under this Agreement, Subscriber is permitted to access and use the Services, and may delegate such permission to its authorized Administrators, Authorized Users, or Authorized Clients. 

b) Administrators and Authorized Users are required to provide their full legal name, a valid email address, and any other information reasonably requested by the Services.

c) Each Administrator and Authorized User will be provided with a unique identifier as a username to access and use the Services.  Such username shall only be used by the Administrator or Authorized User to which it is assigned, and shall not be shared with, or used by any other person, including other Authorized Users.

d) The initial Administrator shall be Subscriber and will have authority to administer the subscription and designate additional Authorized Users and/or Administrators. Each subscription may designate multiple Authorized Users as Administrator. Any Administrator shall be deemed to have the authority to manage the subscription and any Authorized Users. The Administrator will deactivate an active username if the Administrator wishes to terminate access to the Service for any Authorized User.  

2.14       Third Party Vendors, Licensors, and Service Providers

Subscriber acknowledges and agrees that Inova Group Equine Software Canada Inc may use Third Party vendors, suppliers, licensors, service providers, and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run and provide the Services.

2.15       Service Levels

Inova Group Equine Software Canada Inc will provide reasonable technical assistance and support related to the Services, which shall include the following:

a) Reasonable technical assistance and support by telephone consultation or other electronic communication (e-mail preferred) support will be available on Business Days; and

b) Expeditious attempts to correct documented errors in the Services identified by Subscriber, which can be repeated by Inova Group Equine Software Canada Inc (under no circumstances does Inova Group Equine Software Canada Inc warrant or give any condition that all errors can and/or will be duplicated and/or corrected).  If any error cannot be corrected within 24 hours of being advised by Subscriber (excluding weekends and statutory holidays), Inova Group Equine Software Canada Inc will provide frequent status notifications to Subscriber until the error can be corrected or the issue resolved.

Inova Group Equine Software Canada Inc’ obligations with respect to the foregoing do not extend to any issues or errors unrelated to the Services, or any issues outside the scope of the Services.  Where Inova Group Equine Software Canada Inc agrees to provide any services outside the scope of the Services, such services will be additional services as provided in this Agreement.

In no event will failure to attain any service levels stated in this Agreement constitute a breach of this Agreement.    

2.16       Integration

Inova Group Equine Software Canada Inc may provide the ability to integrate the Services with Third Party software, services and/or products that Subscriber may use at Subscriber’s sole option and risk. Access to and use of any Third Party software, services and/or products will be subject to the separate terms and conditions required by the providers of the Third Party software, services and/or products. Subscriber acknowledges and agrees that Inova Group Equine Software Canada Inc has no liability arising from Subscriber’s use of any integrations or arising from any Third Party software, services and/or products. Inova Group Equine Software Canada Inc has the right to modify or cancel the integrations at any time without Notice.  

2.17       Electronic Acceptance

Subscriber agrees to contract with Inova Group Equine Software Canada Inc by means of Electronic Acceptance.   The Electronic Transactions Act (Alberta) shall apply to this Agreement except where inconsistent with an express term or condition hereof.  Where required by Inova Group Equine Software Canada Inc, Subscriber, and its Administrators and Authorized Users, will confirm agreement with Inova Group Equine Software Canada Inc by Electronic Acceptance and Inova Group Equine Software Canada Inc may require such confirmation with respect to any additional services, modifications to this Agreement, and any other matter related to this Agreement.

2.18        Security and Access

Inova Group Equine Software Canada Inc provides a secure method of authentication and accessing its Services, including mechanisms that: (a) allow for user password management; (b) transmit passwords in a secure format; and (c) protect passwords entered for purposes of gaining access to the Services. Subscriber will be responsible for protecting the security of usernames and passwords, or any other codes associated to the Services, and for the accuracy and adequacy of personal information and other information provided to the Services. Subscriber will implement policies and procedures to prevent unauthorized use of usernames and passwords and will promptly notify Inova Group Equine Software Canada Inc upon suspicion that a username and password has been lost, stolen, compromised, or misused. 

2.19        Security Emergency

Inova Group Equine Software Canada Inc will Notify Subscriber, with all relevant details (except those which could prejudice the security of data or content uploaded by, or owned by, other customers, subscribers, or users), of any event that Inova Group Equine Software Canada Inc reasonably believes represents a Security Emergency that affects, or reasonably could affect, Subscriber or Subscriber’s Content.  Subscriber agrees to immediately Notify Inova Group Equine Software Canada Inc of any event that Subscriber reasonably believes represents a Security Breach.  In the event of a Security Breach, Inova Group Equine Software Canada Inc shall (a) cooperate with Subscriber to identify the cause of the breach and to identify any affected Content; (b) assist and cooperate with Subscriber in investigating and preventing the recurrence of the Security Breach; (c) assist and cooperate with Subscriber by providing additional services (which may be at an additional cost) in any litigation or investigation against Third Parties that Subscriber may undertake to protect the security and integrity of its Content; and (d) use commercially reasonable efforts to mitigate any harmful effect of the Security Breach.

2.20        API Access

Subscriber and Authorized Users are permitted to access and use the Services using an Application Program Interface (“API”) subject to the following terms and conditions: 

a) Any access to or use of the Services using an API, including use of an API through Third Party services or software that accesses or uses the Services will be governed by this Agreement in all cases, and Inova Group Equine Software Canada Inc may require further or other contractual measures be in effect in addition;

b) Inova Group Equine Software Canada Inc shall not be liable under any circumstances for any direct, indirect, incidental, special, consequential, aggravated, punitive, or exemplary damages, including but not limited to, damages for economic loss, or loss of profits, goodwill, use, data or other intangible losses (even if Inova Group Equine Software Canada Inc has been advised of the possibility of such damages), resulting from any use of an API or third-party services or software that access or use the Services via an API;

c) Inova Group Equine Software Canada Inc, in its sole discretion, may determine whether excessive use of the Services results from use of an API; 

d) Where use of an API leads to, or results in excessive use of, or unreasonable demands or loads on, the Services, Inova Group Equine Software Canada Inc may temporarily or permanently Suspend access to the Services via an API, provided that Inova Group Equine Software Canada Inc will make a reasonable attempt to warn Subscriber or its Authorized User prior to Suspension; and

e) Inova Group Equine Software Canada Inc reserves the right at any time to modify or discontinue, temporarily or permanently, access and use of the Services via an API, with or without notice.   

2.21        Additional Services

Inova Group Equine Software Canada Inc has no obligation to do so, but may agree, in its discretion, by purchase order, further written agreement (including click-through agreements), or otherwise, to provide Subscriber with additional services where such services are not included within the scope of the Services as specifically described herein.  Additional services may include, as examples only, (a) setup and training; (b) data conversion, including conversion of formats of data, migration to new database formats, and related services; (c) customized forms, processes, services, and documents; (d) customized log-in screens for Authorized Clients; and (e) “e-discovery”, data preservation, “legal holds”, or “litigation holds”.  Inova Group Equine Software Canada Inc may require Subscriber to agree to time limits within which agreed additional services must be accessed or completed.  Inova Group Equine Software Canada Inc will use commercially reasonable efforts to deliver such additional services that it has agreed to deliver, provided that Inova Group Equine Software Canada Inc has no obligation to determine the need for or provide additional services except the Services as provided in this Agreement. Any additional services, including any goods or products, provided by Inova Group Equine Software Canada Inc shall in all cases be subject to all disclaimers and limitations in this Agreement as well as Subscriber’s obligations to indemnify, and, except as expressly stated in writing by Inova Group Equine Software Canada Inc, are provided on an “as-is” basis and exclude any representations, warranties or conditions of any kind, whether express or implied.    

2.22        Amendment

Inova Group Equine Software Canada Inc may unilaterally amend any of the terms and conditions of this Agreement applicable to the Services, and may change the nature, character or quality of the Services at any time by thirty (30) days Notification to Subscriber.  Upon receipt of such Notification, Subscriber shall have such period of thirty (30) days to Notify Inova Group Equine Software Canada Inc that it objects to such change and that it elects to terminate the affected portion or portions of the Services (the “Objection”).  Any such termination shall become effective on the date of the change of the terms and conditions described in the Notification from Inova Group Equine Software Canada Inc, or at Subscriber’s election, any time up to sixty (60) days thereafter (the “Termination Period”), subject to Subscriber’s compliance with the change of the terms and conditions described in the Notification during the Termination Period.   Neither Party shall be deemed to be in breach of this Agreement as a result of such termination.  If Subscriber does not send an Objection to Inova Group Equine Software Canada Inc within such thirty (30) day period, Subscriber shall be deemed to have accepted such changes to the terms and conditions or the nature, character or quality of the Services as set out in the Notification of such change.  

ARTICLE 3. DISCLAIMER OF WARRANTIES, CONDITIONS AND REPRESENTATIONS

3.1  “As Is”

EXCEPT AS OTHERWISE STATED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED STRICTLY “AS IS”, “WHERE IS” AND “AS AVAILABLE”. 

3.2  No Warranties or Conditions

EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THERE ARE NO REPRESENTATIONS, WARRANTIES, TERMS, CONDITIONS.  GUARANTEES, OR COVENANTS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, GIVEN BY INOVA GROUP EQUINE SOFTWARE CANADA INC OR AFFECTING ANYTHING TO BE DELIVERED BY ANY ADDITIONAL SERVICES). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SUBSCRIBER HEREBY WAIVES AND INOVA GROUP EQUINE SOFTWARE CANADA INC HEREBY DISCLAIMS ANY WARRANTY OR CONDITION OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, COMPLIANCE WITH ANY DESCRIPTION, AND ANY WARRANTY OR CONDITION ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. 

3.3  Services

INOVA GROUP EQUINE SOFTWARE CANADA INC DOES NOT WARRANT AND GIVES NO CONDITION THAT THE OPERATION, APPLICATION OR AVAILABILITY OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.

3.4  Internet Connectivity

EXCEPT AS PROVIDED HEREIN, SUBSCRIBER SHALL BE SOLELY RESPONSIBLE FOR ITS OWN CONNECTIONS TO THE INTERNET AND TO THE SERVICES, AND FOR SUCH CONNECTIONS ON BEHALF OF ITS ADMINISTRATORS, AUTHORIZED USERS, AND AUTHORIZED CLIENTS. INOVA GROUP EQUINE SOFTWARE CANADA INC SHALL HAVE NO LIABILITY TO SUBSCRIBER FOR FAILURE OF ANY THIRD PARTY TO PROVIDE SUCH THIRD PARTY’S SERVICES, INCLUDING ANY FAILURE BY SUBSCRIBER’S OR ANY ADMINISTRATOR’S, AUTHORIZED USER’S, OR AUTHORIZED CLIENT’S INTERNET SERVICE PROVIDERS, OR OTHER INFORMATION TECHNOLOGY SERVICE PROVIDERS, OR FAILURE BY INOVA GROUP EQUINE SOFTWARE CANADA INC’ INTERNET SERVICE PROVIDERS OR OTHER TECHNOLOGY SERVICE PROVIDERS.

3.5  Risk of Errors or Loss

SUBSCRIBER ACKNOWLEDGES AND AGREES THAT EMAIL AND THE INTERNET ARE NOT FULLY DEPENDABLE MEDIA AND SUBSCRIBER USES THE FOREGOING SOLELY AT SUBSCRIBER’S OWN RISK.  INOVA GROUP EQUINE SOFTWARE CANADA INC SHALL HAVE NO LIABILITY FOR LOSS OF, DAMAGE TO, OR ALTERATION OF DATA OR INFORMATION IN TRANSIT OVER THE INTERNET OR VIA EMAIL OR OTHER MEANS OF ELECTRONIC TRANSMISSION, DOWNLOAD, OR UPLOAD.

3.6          International Conventions

The Parties disclaim the United Nations International Convention on the Sale of Goods and agree that such Convention shall not apply to this Agreement.

ARTICLE 4.  LIMITATION OF DAMAGES AND LIABILITY

4.1  Monetary Cap

WITHOUT DEROGATING FROM ANY OTHER LIMITATION OF LIABILITY CONTAINED IN THIS AGREEMENT, SUBSCRIBER AGREES THAT THE AGGREGATE OF ALL LIABILITY ON THE PART OF INOVA GROUP EQUINE SOFTWARE CANADA INC FOR BREACH OF ANY WARRANTY, REPRESENTATION OR CONDITION CONTAINED IN THIS AGREEMENT OR OF ANY OTHER PROVISION OF THIS AGREEMENT OR OF ANY AGREEMENT CONTEMPLATED BY THIS AGREEMENT OR ANY OTHER BREACH GIVING RISE TO LIABILITY, INCLUDING A BREACH OF A CONDITION OR FUNDAMENTAL TERM OR FUNDAMENTAL BREACH OR BREACHES, OR IN ANY OTHER WAY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY AGREEMENT CONTEMPLATED BY THIS AGREEMENT, FOR ANY AND ALL CAUSES OF ACTION WHATSOEVER AND, REGARDLESS OF THE FORM OF ACTION (INCLUDING BREACH OF CONTRACT, STRICT LIABILITY, PRODUCT LIABILITY, OR TORT, INCLUDING NEGLIGENCE, BREACH OF ANY DUTY, OR ANY OTHER LEGAL OR EQUITABLE THEORY), SHALL BE LIMITED TO THE LICENCEE’S ACTUAL DIRECT PROVABLE DAMAGES IN AN AMOUNT NOT TO EXCEED THE FEE OR FEES PAID BY SUBSCRIBER TO INOVA GROUP EQUINE SOFTWARE CANADA INC FOR THE ONE MONTH PERIOD IMMEDIATELY PRECEDING THE BREACH OCCURRING, OR ANY CLAIM RELATED TO SUCH BREACH ARISING. 

4.2  Limited Direct Damages Only  

SUBSCRIBER AGREES THAT, EVEN IF INOVA GROUP EQUINE SOFTWARE CANADA INC HAS BEEN ADVISED BY SUBSCRIBER OF THE POSSIBILITY OF SUCH DAMAGES, IN NO EVENT WILL INOVA GROUP EQUINE SOFTWARE CANADA INC BE LIABLE FOR ANY DAMAGES IN THE NATURE OF INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, AGGRAVTED, OR EXEMPLARY  DAMAGES, INCLUDING WITHOUT LIMITATION, ECONOMIC LOSS, LOST BUSINESS REVENUE, LOST PROFITS, FAILURE TO REALIZE EXPECTED PROFITS, SAVINGS OR REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY CLAIM AGAINST SUBSCRIBER BY ANY THIRD PARTY. SUBSCRIBER FURTHER AGREES THAT IN NO EVENT WILL THE DIRECTORS, OFFICERS, SERVANTS, AGENTS, EMPLOYEES, OR SHAREHOLDERS OF INOVA GROUP EQUINE SOFTWARE CANADA INC BE LIABLE TO SUBSCRIBER FOR ANY DAMAGES OR CLAIM.  

4.3          Enurement

THE LIMITATIONS HEREIN PROVIDED SHALL ENURE TO THE BENEFIT OF INOVA GROUP EQUINE SOFTWARE CANADA INC AND ITS SERVANTS, AGENTS, EMPLOYEES, SUB-CONTRACTORS AND THEIR RESPECTIVE OFFICERS, AGENTS AND EMPLOYEES. THESE LIMITATIONS APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. 

4.4          Reasonableness

SUBSCRIBER AGREES, ACKNOWLEDGES, WARRANTS, AND REPRESENTS THAT THE FOREGOING DISCLAIMERS ARE VALID AND REASONABLE, ARE REFLECTED IN THE PRICING FOR THE SERVICES, ARE KNOWN TO SUBSCRIBER, AND ARE ACCEPTED BY SUBSCRIBER.  

4.5          Flow-Through of Third Party Obligations

Subscriber acknowledges and agrees that certain aspects, components or portions of the Services may be provided to Inova Group Equine Software Canada Inc by Third Parties, and in no event will the rights of Subscriber to pursue any Claim against Inova Group Equine Software Canada Inc exceed the obligations of any applicable Third Party to indemnify Inova Group Equine Software Canada Inc for any such Claim by Subscriber.

ARTICLE 5. TERM AND TERMINATION  

5.1          Commencement of Term

The term of this Agreement shall begin on the date of Subscriber’s completion of Inova Group Equine Software Canada Inc sign-up process, payment by Subscriber of applicable Fees, and acceptance of Subscriber as a subscriber to the Services by Inova Group Equine Software Canada Inc.  This Agreement will continue in force indefinitely until cancellation or termination by either Party of this Agreement.  

5.2          Termination by Subscriber  

Subscriber or its Administrator may cancel or modify its subscription at any time using the cancellation functions in the Services, and the terms and conditions of this Agreement with respect to Remuneration and Payment Terms and cancellation or modification of the Services will apply.   For security reasons, Inova Group Equine Software Canada Inc may require verification by Subscriber of actions by its Administrators to terminate or modify the Services, including requiring confirmation of intent to cancel or modify the Services.   

5.3          Suspension

In addition to its rights to Suspension for operational and similar purposes, Inova Group Equine Software Canada Inc may, at any time, without further Notice, and without termination of this Agreement or being in any way in default hereunder, and without liability of any kind to Subscriber, Suspend the operation of the Services, or the ability of Subscriber to access or use the Services in circumstances including:

a) where the Services are experiencing technical difficulties, are under attack, are subject to failure to provide services by any Third Party, including but not limited to any supplier, licensor or service provider to Inova Group Equine Software Canada Inc, are subject to technical or infrastructure difficulties, or are not available for any reason;

b) where Subscriber is in default of payment of Fees or any other sums owing under this Agreement until such payment or payments have been made and Subscriber’s account is current; or

c) where Subscriber is in material breach of this Agreement and either such breach has not been cured by Subscriber notwithstanding Notification by Inova Group Equine Software Canada Inc and demand for such cure, or Subscriber’s breach or other conduct places Inova Group Equine Software Canada Inc’ systems, computers, the Software or the Services, the opinion of Inova Group Equine Software Canada Inc, in risk of damage, loss or failure.

5.4          Termination for Cause

This Agreement may be terminated by Inova Group Equine Software Canada Inc immediately for cause, upon the occurrence of any one or more of the following events:  

a) upon Subscriber becoming insolvent, or being adjudged a bankrupt, or making a general assignment for the benefit of its creditors or taking the benefit of any statute relating to insolvency or if a receiver or trustee shall be appointed for all or any portion of its property; 

b) upon Subscriber, or its Administrators or Authorized Users causing or aggravating a Security Emergency; or

c) the commission by Subscriber, or its Administrators or Authorized Users of any material breach of its obligations and restrictions under this Agreement, resulting in or justifying Suspension of the Services, or constituting a default or failure by Subscriber to observe the provisions of this Agreement if such default or failure is not fully remedied by Subscriber within ten (10) days of Inova Group Equine Software Canada Inc providing Subscriber with a written notice demanding that Subscriber remedy such default or failure. 

5.5          Consequences of Termination by Inova Group Equine Software Canada Inc

Subject to any provisions of this Agreement stated to survive termination, termination by Inova Group Equine Software Canada Inc pursuant to the foregoing shall terminate all permissions and licenses granted pursuant to this Agreement, including access to the Services, and further shall terminate all obligations of Inova Group Equine Software Canada Inc to provide additional services, or any other products or services. No refund of any pre-paid Fees, in whole, or pro rata, or in part will be paid or payable.  

5.6          Other Rights of Inova Group Equine Software Canada Inc

Subscriber acknowledges and agrees that certain aspects of the Services may be supplied by, provided by or made available by Third Parties and Inova Group Equine Software Canada Inc has no control over the actions of such Third Parties.   Inova Group Equine Software Canada Inc shall have the right to terminate all or any portion of the Services where the actions, errors or omissions of any one or more Third Parties make the Services or such portion thereof no longer available.  Inova Group Equine Software Canada Inc will make commercially reasonable efforts to provide Subscriber with Notice of any termination or change pursuant to the foregoing but Subscriber acknowledges and agrees that Inova Group Equine Software Canada Inc may not receive notice from such Third Parties and therefore may not be able to provide Notice to Subscriber. 

6.     REMUNERATION AND PAYMENT TERMS

6.1          Payments and Subscription Charges

Fees for subscriptions to the Services are payable monthly and in advance. Upon payment of the first monthly Fees and entering into this Agreement, Subscriber will thereafter be charged in advance each month.  All charges for Fees and any other charges are final and non-refundable, including payments made in consideration of additional services. No credits or refunds will be issued for partial periods of service. Subscriber will provide Inova Group Equine Software Canada Inc with a valid credit card for payment of the applicable subscription Fees. Failure to pay Fees as required by Inova Group Equine Software Canada Inc may result in Suspension of access to the Services for such grace period as Inova Group Equine Software Canada Inc may elect to grant, or termination of this Agreement.  

6.2          Taxes

All subscription Fees are exclusive of all applicable federal, state, provincial, municipal, or other taxes which Subscriber agrees to pay based on the location, place of residence, jurisdiction, or domicile of Subscriber is located. Any invoices from Inova Group Equine Software Canada Inc will include both subscription Fees and all applicable sales taxes, as amended from time to time, for the jurisdiction in which the Subscriber is located. In the event of a change to applicable taxes or tax rates, Inova Group Equine Software Canada Inc will apply the new tax rate as required by applicable law without notice to the Subscriber.  Any and all payments by or on account of the Fees and charges payable under this Agreement shall be made without any deduction or withholding on account of any taxes, and free and clear of any taxes. If the Subscriber is required to withhold or deduct taxes of any kind from payments under this Agreement, then the amount paid to Inova Group Equine Software Canada Inc shall be increased as necessary so that, after making all required withholdings or deductions, Subscriber will pay, and Inova Group Equine Software Canada Inc will receive an amount equal to the amount Inova Group Equine Software Canada Inc would have received had no such withholding or deduction had been made.

6.3          Changes

Subscriber or its Administrator may change Subscriber’s subscription and the Services provided at any time on Notice, and such changes will take effect or be implemented as soon as commercially reasonable, and immediately where such changes are automated or immediately available in the Services.  Changes may result in changes to the amount of Fees payable.  Any amounts charged on the next monthly billing cycle will be automatically updated to reflect any changes to the subscription. Adding Authorized User subscriptions or subscription upgrades may also trigger prorated charges in the current billing cycle. Subscriber authorizes Inova Group Equine Software Canada Inc to apply updated charge amounts. Changes in Subscriber’s subscription, including downgrades, may result in loss of access to portions of the Services or to Content, features, or an increase or reduction in the amount of available capacity for Content provided by the Services, and Inova Group Equine Software Canada Inc shall have no liability with respect to the foregoing.   

6.4          Cancellation

There are no additional charges for cancelling a subscription and any subscriptions cancelled prior to the end of their current monthly billing cycle will not be charged again in the following monthly cycle. 

6.5          Pricing  

All prices and Fees are subject to change by Inova Group Equine Software Canada Inc upon notice. Such notice may be provided by an e-mail message to the Subscriber or its Administrator, or in the form of an announcement posted in the Services. 

6.6          Additional Third Party Costs

Subscriber may be required to pay charges to Third Parties in addition to payments to Inova Group Equine Software Canada Inc, including data access, Internet access, data transmission, data roaming, and similar charges, and Subscriber is solely responsible for all such Third Party charges.

7.    CONFIDENTIALITY

7.1           Confidentiality 

Each Party agrees to treat all Confidential Information as confidential and will not use or disclose Confidential Information except as necessary to perform its obligations or exercise its rights under this Agreement.  

7.2           Content

Inova Group Equine Software Canada Inc will hold all Content in confidence and not use or disclose it except as required to provide the Services and perform the obligations of Inova Group Equine Software Canada Inc under this Agreement, or as permitted in this Agreement, or otherwise in writing between the Parties.  Inova Group Equine Software Canada Inc will impose similar obligations of confidence by contractual means on its Third Party suppliers, service providers, vendors, and hosting services providers.   

7.3          Legal Compliance

In the event that Inova Group Equine Software Canada Inc is required by judicial or administrative process to disclose Confidential Information, then, unless prohibited by law from doing so, Inova Group Equine Software Canada Inc shall promptly notify Subscriber, which may oppose such process.  However, if Inova Group Equine Software Canada Inc is legally obliged, in the reasonable opinion of its counsel, to disclose Confidential Information or become liable for contempt or suffer some other penalty, it may disclose such information, but only to the extent that it is so obliged, without liability to Subscriber under this Agreement.

7.4           Exceptions

The confidentiality obligations herein shall not apply to the extent that any of the Confidential Information is: 

a) lawfully known to Inova Group Equine Software Canada Inc prior to its disclosure by Subscriber, and such knowledge is not a direct or indirect result of a breach of any obligation by any Third Party; 

b) now is or later becomes in the public domain other than as a result of a breach by Inova Group Equine Software Canada Inc of its obligations hereunder; 

c) received subsequently by Inova Group Equine Software Canada Inc from a Third Party which has the lawful right to disclose same; or, 

d) independently developed by Inova Group Equine Software Canada Inc without reference to the Confidential Information received hereunder, as evidenced by Inova Group Equine Software Canada Inc’ records.

8.         THIRD PARTY RIGHTS

8.1          Third Party Claims

In the event of any Claim by a Third Party that use by Subscriber infringes, violates or misappropriates any intellectual property right or proprietary right of such Third Party recognized and enforceable against Subscriber being made or threatened against Subscriber, Subscriber shall, immediately upon becoming aware of such Claim or any threat thereof, give Inova Group Equine Software Canada Inc immediate written Notice with full particulars of such Claim. In the case of such Claim, and conditional on Subscriber’s obligations to Notify pursuant to the foregoing, and Subscriber’s cooperation with Inova Group Equine Software Canada Inc in the defence, compromise, and/or settlement of such Claim, Inova Group Equine Software Canada Inc will indemnify and defend Subscriber against such Third Party Claim, conditional upon the following:

a) Subscriber giving prompt written Notice of the Claim to Inova Group Equine Software Canada Inc (provided, however, that the failure to so Notify shall not relieve Inova Group Equine Software Canada Inc of its indemnification obligations unless Inova Group Equine Software Canada Inc can show that it was materially prejudiced by such delay and then only to the extent of such prejudice);

b) Subscriber grants Inova Group Equine Software Canada Inc exclusive control of the defense and settlement of the Claim (provided that Inova Group Equine Software Canada Inc will not settle any Claim unless it releases Subscriber of all liability); and

c) Subscriber provides to Inova Group Equine Software Canada Inc, at Inova Group Equine Software Canada Inc’ cost, all reasonable assistance requested by Inova Group Equine Software Canada Inc.

Inova Group Equine Software Canada Inc shall not be required to indemnify Subscriber in the event of: (i) modification of the Services by Subscriber in conflict with Subscriber’s obligations under this Agreement, or as a result of any prohibited activity or breach of the Acceptable Use Policy of Inova Group Equine Software Canada Inc or as set forth in this Agreement to the extent that the infringement, violation, or misappropriation would not have occurred but for such modification; (ii) use of the Services in combination with any other software, product or service not provided by Inova Group Equine Software Canada Inc to the extent that the infringement or misappropriation would not have occurred but for such use; or (iii) use of the Services in a manner not otherwise contemplated by this Agreement to the extent that the infringement, violation, or misappropriation would not have occurred but for such use.

8.2          Mitigation by Inova Group Equine Software Canada Inc

In the event of a Third Party Claim as provided herein, Inova Group Equine Software Canada Inc, in its sole discretion, may:

a) modify the Services while maintaining the functionality of the Services so that the Subscriber’s use of the Services no longer infringes, violates or misappropriates such Third Party rights;

b) procure a license from such Third Party permitting continued use by Subscriber of the Services; or

c)  in the event that Inova Group Equine Software Canada Inc is of the opinion that neither of the foregoing options are possible or available, terminate this Agreement.

9.         GENERAL

9.1       Assignment

Neither Party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other Party (which consent shall not be unreasonably withheld), provided that either Party may assign this Agreement in its entirety without consent of the other Party in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets provided the assignee has agreed to be bound by all of the terms of this Agreement. Inova Group Equine Software Canada Inc may subcontract all or any part of its rights and obligations under this Agreement or the Services without Notice to or consent of Subscriber.   

9.2       Enurement

This Agreement will enure to the benefit of and will be binding on and enforceable by the Parties and their respective successors and permitted assigns.

9.3       Relationship

This Agreement does not create or imply any agency, partnership, joint venture, or other joint relationship between the Parties, and does not authorize either Party to bind or obligate the other in any way.

9.4       Force Majeure

The Parties are not responsible for performance of, or in default of, any obligation or provision of this Agreement where delayed, hindered or prevented by labour disruptions, failure of the networks of other companies, casualties, civil disturbances, legislation, regulation, judicial order, acts of military authorities, accidents, fires, natural disasters or other catastrophes or events beyond the Parties’ reasonable control or commercially viable means of mitigation, provided that the foregoing does not avoid Subscriber’s obligations to continue paying Fees.

9.5       Severability

If any part of this Agreement is void, prohibited or unenforceable, the rest of this Agreement will continue in force and effect and will be construed as if such part had never been part of this Agreement.

9.6       No Waiver

The failure of a Party to exercise any right under this Agreement, or their failure to insist upon strict or full performance of the obligations under this Agreement will not constitute a waiver of that Party’s rights hereunder or a relinquishment of any provision of this Agreement. In order to be binding upon a Party, any such waiver must be express and in writing signed by that Party. The rights of the Parties under this Agreement are cumulative and not alternative.

9.7       Survival

Any provision of this Agreement that, expressly or by its nature, extends beyond the termination of this Agreement will survive any termination of this Agreement.   Without limitation, Articles 7, 8 and 9 shall survive any termination or expiry of this Agreement, howsoever caused, and shall continue in full force and effect. Without limitation, Article 2.5, the entirety of each of Article 3 and Article 4. Article 5.6, Article 7, and Article 9 shall survive the termination or expiry of this Agreement, howsoever caused.  

9.8       Notices

All Notices necessary under this Agreement will be given in accordance with this Agreement and will be given to the Party at their address as stated at the beginning of this Agreement, provided that either Party may change its address for Notice at any time by Notice to the other Party.

9.9       Entire Agreement

This Agreement, including all Order Forms and referenced Schedules, forms the entire agreement between the Parties and supersedes all prior written and oral communications and agreements, including without limitation any non-disclosure or confidentiality agreement, between the Parties concerning the Solution. Subject to the rights of Inova Group Equine Software Canada Inc to amend this Agreement as provided herein, all changes to this Agreement must be authorized by the Parties in writing.

9.10        Further Assurances

Each Party hereto will promptly and duly execute and deliver to each remaining Party such further documents and assurances and take such further action as such remaining Party may from time to time reasonably request in order to more effectively carry out the intent and purpose of this Agreement and to establish and protect the rights and remedies created or intended to be created hereby.

9.11        Use of Subscriber Name

Inova Group Equine Software Canada Inc shall be entitled to publicly disclose Subscriber’s name as a Subscriber and user of the Services in the course of Inova Group Equine Software Canada Inc’ marketing and promotional efforts.

CHANGES TO TERMS

Please review the Terms regularly. The Terms may change at any time.
By using the Site after a change in the Terms, you agree to follow and be bound by the Terms as changed.

SITE CONTENT

Unless otherwise expressly noted, you should assume everything you see, hear, or otherwise receive from or on the Site (the “Content”) is copyright, trademark, trade dress or other intellectual property owned or licensed by Cassadol Equine.

The Content includes, without limitation, images, illustrations, designs, icons, photographs, trademarks, logos, text, sounds, music, the Site as a whole and any other materials at the Site.

THIRD PARTY CONTENT

Nothing in the Terms transfers to you any right, title or interest in any Content, including any intellectual property or content of third parties included on the Site.

YOUR USE OF THE SITE

You may use Content for research or educational purposes, or for your personal, noncommercial purposes, provided you keep unchanged all copyright and other notices with them. No other use of any Content is permitted unless a specific use is expressly stated as to particular Content.
You agree that you will make only lawful use of the Site, and will use the Site only in compliance with all federal, state and local laws and regulations.

You agree that you will make no use of the Site that violates anyone else’s rights, including copyright, trademark, patent, trade secret, privacy, publicity or other rights. You agree that you will not upload, post, transmit, distribute or otherwise publish on or to the Site (“Publish”) any materials that contain a software virus or other harmful component.

You agree that you will not Publish any materials that contain advertising or commercial material of any kind.
You agree that you will not Publish any materials that are false, threatening, libelous, defamatory, pornographic, obscene or otherwise unlawful, or that violate any rights of privacy or publicity or any trademark, copyright, patent or other rights.

You are solely responsible for the content of any material you Publish.
We are not responsible or liable for the conduct of any person using the Site.
We may change, suspend, discontinue or remove any aspect of the Site at any time, without prior notice, including the availability of any Site feature, services or Content or any material you have Published. We may restrict your access to certain features, services or Content at any time, without prior notice.

LINKS TO OTHER SITES

The Site may contain links to third party sites. Any outside links are provided only as a convenience. Your use of outside links is at your sole risk.
Any links from the Site do not constitute our endorsement of any third party, its Website, or its goods or services.
We are not responsible for any Websites, services or other materials linked to or from the Site, and disclaims all liability for any injury you may experience by using such materials. If you have any concerns regarding any Website linked to or from the Site, please direct them to the owner or operator of the Website.

USER COMMENTS AND SUBMISSIONS

We welcome your comments regarding our Site and services.
To submit your comments regarding our Site or services, please e-mail them to us.
However, if you are dissatisfied with the Site, any of its Content, or any of the Terms, your sole and exclusive legal remedy is to stop using the Site.
Any comments, ideas, suggestions or other information you transmit to the Site are not confidential or proprietary.
We will be free to use any comment, idea, suggestion or other information you transmit to us through the Site on an unrestricted basis.
This may include personal information about you and your use of the Site.
For more information, please review the Privacy Policy to follow.

COPYRIGHT

We respect the intellectual property of others. If you believe that your work has been infringed on the Site, please send a statutory notice to our copyright agent for notice of claims of copyright infringement:

ATTN:
ViziSites Inc.
ATTN: Copyright Dept.
970 W Valley Pkwy #315
Escondido, CA 92025
copywriter@vizisites.com