Terms of Use

TERMS OF USE

You are entering a legally binding agreement.

Please read the Registration Terms and Conditions carefully, as the registration of your user account (“Account”) constitutes your acceptance of these Registration Terms and Conditions. Do not register an Account if you are unwilling or unable to be bound by the Registration Terms and Conditions. These Registration Terms and Conditions and the Privacy Policy are included and incorporated by reference within the Terms of Use of the “VAPZ.ca” web site (the “Site”).

These Registration Terms and Conditions shall be a supplement to the Terms of Use. The definitions contained in the Terms of Use shall be used within these Registration Terms and Conditions.

1. Purpose, Scope and Intent

1.1. You agree that by registering an Account with the Program or by providing other information as part of the services provided by VAPZ related to the Program you are entering into a legally binding agreement with VAPZ based upon the terms of the Terms of Use, inclusive of the Privacy Policy and these Registration Terms and Conditions, as may be subsequently amended, revised, updated or replaced, which are hereby incorporated by reference. If you are registering an Account and using the Site on behalf of a company or other legal entity, you are nevertheless individually bound by the terms and conditions contained herein even if your company has a separate agreement with us.

2. Permitted Use and Your Obligations

2.1. Your registration of an Account shall indicate your consent to be legally bound by, and comply with, all of the terms and conditions contained herein. By registering an Account, you represent and warrant that you have read the terms and conditions contained herein and that you have full right, power, and authority to execute, deliver and fully perform you obligations under the Registration Terms and Conditions. At its sole discretion, VAPZ may periodically modify and supplement these Registration Terms and Conditions at any time and the notice provided to you, or the publication of any amendment or supplement in the Site, and further use by you of the products or services contemplated the Site, will be the updating of these Registration Terms and Conditions. You are responsible for regularly checking the Registration Terms and Conditions for revision. Non-material changes will take effect immediately. Material changes will take effect 30 days after their posting. The posting date of each document will be set out at the end of the document. Your continued registration of an Account after such effective date signifies your consent and agreement to be legally bound by, and comply with, all of the modified Registration Terms and Conditions.

2.2. You represent and warrant that all information provided by you when creating an Account is true, accurate and complete and that you will maintain, at all times, true, accurate and complete information related to your Account. If your Account relates to a company or other legal entity, you represent and warrant that you have been properly authorized by this company or other legal entity to provide all information provided by you when creating and maintaining your Account. You agree to take full responsibility for maintaining the confidentiality of your Account, including without limitation its user name, password, and all related activity that occurs under your Account user name, to be carried out whether within or outside the Site. If you violate these Registration Terms and Conditions, VAPZ may, at its sole discretion, automatically, and without any responsibility nor liability nor the need of judicial authorization, terminate your account, remove or modify any account-related content or access, or take any other action that VAPZ deems appropriate. We are under no obligation to retain a record of your Account or any data or information that you may have stored by means of the Account.

2.3. You agree that in creating an Account and providing User Content you are (1) making information available to users and (2) agreeing to receive requests for communication from other users as permitted under this Agreement. You expressly agree that we are not responsible for another’s use, misuse or appropriation of any Content you post on the Site. [NTD: VAPZ to confirm wording]

2.4. You agree that you will only maintain one Account at any given time.

2.5. You agree to: (1) keep your password secure and confidential; (2) not permit others to use your Account; (3) not use other’s accounts; (4) not to sell, trade or transfer your Account to a third party; and (5) not to charge anyone for access to all or any portion of your Account or your User Content.

2.6. You agree that you are solely responsible for anything that happens through your Account until you close down your Account in accordance with these Registration Terms and Conditions or prove that your account security was compromised due to no fault of your own. To close down your Account, please click here and follow the instructions provided.

2.7. You agree to comply with the Registration Terms and Conditions, as may be amended from time to time with or without advance notice.

2.8. You agree that you have read the entire Term of Use (which includes by reference the Privacy Policy and these Registration Terms and Conditions) and that your decision to open an Account and provide information, statements, data or Content to VAPZ is entirely voluntary on your part and that VAPZ may process and utilize such information under the terms of the Terms of Use.

3. Your Right to Register an Account – A Limited License

3.1. On the condition that you comply with all your obligations and be bound under the Terms of Use, we grant you a limited, revocable, non-exclusive, non-assignable, non-sublicenseable license and right to register an Account on the Site through a generally available web browser, to view information related to your Account and maintain your Account on the Site that we provide on the Program webpages and in accordance with the Terms of Use. The right to cancel, revoke or terminate such registration and use of the Site, shall be at our sole discretion.

3.2. Any other use of your Account contrary to the Terms of Use, including without limitation contrary to the Purpose, is strictly prohibited and a violation of the Terms of Use.

4. Your Content

4.1. By uploading or submitting Your Content, information or data, you automatically grant (or automatically warrant that the owner of the rights to Your Content has expressly granted) VAPZ a perpetual, royalty-free, irrevocable, non-exclusive right and license throughout the world to use, display, reproduce, modify, adapt, create derivative works from, publish, translate, license, transmit, distribute and otherwise exploit any or all portions of Your Content in any manner and media and by means of any technology now known or hereafter developed. Due to the automatic nature of the Site, you acknowledge that moral rights on any Content posted, uploaded or submitted by you may not be disclosed properly and therefore you hereby irrevocably waive all moral rights in any such User Content posted, uploaded or submitted by you, including without limitation the right to exercise any claim or action against VAPZ due to such foreseeable effect.

4.2. VAPZ is under no obligation to review any of Your Content submitted, posted or otherwise displayed on the Site and assumes no responsibility or liability whatsoever relating to any of Your Content. You may not imply that any part of Your Content or any other’s Content is in any way sponsored or endorsed by VAPZ.

4.3. VAPZ reserves the right, to refuse to post or to remove at any moment that it may consider convenient or by any reason whatsoever and without any cost or responsibility, any of Your Content at VAPZ’s sole and absolute discretion.

5. Account Availability

5.1. From time to time and without prior notice to you, we may change, expand and improve the accounts on the Site. We may also, at any time, cease to continue operating part or all of the accounts on the Site or selectively disable certain aspects or portions of the accounts on the Site. Any modification or elimination of the accounts will be done in our sole and absolute discretion and without an ongoing obligation or liability to you, and your registration and maintenance of your Account does not entitle you to the continued provision or availability of your Account. The Account holder hereby acknowledges that the Site shall continue operating until VAPZ, at its sole and absolute discretion may determine to be in the best interest of the Program to discontinue operation of the Site.

6. Connections and Interactions with other Users

6.1. You agree that by registering an Account you agree to make information related to yourself available for viewing by users. You further agree to receive communication from other users. [NTD: VAPZ to confirm wording – is this applicable / correct?]

7. Termination

7.1. You are under no obligation to register or continue to maintain your Account and may at any time temporarily or permanently terminate your Account. To terminate your Account, you must close your Account pursuant to section 2.6.

7.2. We may, at any time in our sole discretion, (i) suspend or terminate your access to and use of your Account or any of their features in response to a breach of the Terms of Use, or for any other reason; (ii) move, edit, delete or destroy any information, data or materials that you provide or deliver in registering and maintaining your Account; (iii) access, preserve, or disclose any information, data or materials that you provide or deliver related to your Account; (iv) close your Account; or (v) take any other remedial action available at law in response to a breach of the Terms of Use.

8. Indemnification

8.1. You agree to indemnify and hold VAPZ, its members, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party due to or arising out of (i) your access to or use of the Site, (ii) your violation of the Registration Terms and Conditions, or (iii) the infringement by you, or any third party using your Account, of any intellectual property or other right of any person or entity. VAPZ reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us and you agree to cooperate with our defence of these claims. You agree not to settle any matter without the prior written consent of VAPZ. VAPZ will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

9. Warranty Disclaimer and Limitation of Liability

9.1. VAPZ shall have no liability whatsoever related to your Account or to Your Content, including without limitation to the registration, operation, use, availability and closing of your Account, whether by you or by third parties or related to the refusal to permit registration or re-registration of an account.

10. Miscellaneous

10.1. Amendment. We reserve the exclusive right to modify, supplement, amend or replace the terms of these Registration Terms and Conditions, effective as provided for in section 2.1. You may terminate and close your Account at any time as provided for herein.

10.2. No Injunctive Relief. In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Site or of your Account. Your sole right shall be limited to register and use your Account until revoked by VAPZ at its sole and absolute discretion.

10.3. Language. Where we may provide you with a translation of the English language version of these Registration Terms and Conditions or any other documentation, you agree that the translation may be provided solely for your convenience and that the English language versions of the Registration Terms and Conditions and any other documentation will govern the Registration Terms and Conditions and your relationship with VAPZ and the Program. The parties have required that the Terms of Use and all related documents be drawn up in English. Les parties ont demandé que ces modalités et conditions ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.

10.4. Governing Law. These Registration Terms and Conditions and all actions contemplated by the same and by the Terms of Use and Privacy Policy shall be governed by and construed and enforced in accordance with the internal laws of the Province of Ontario, Canada, and of Canada, if applicable, including the principles of conflict of laws thereof. All acts involving the registration, use or operation of any Account or of the Site shall be deemed as accessed, entered, received, perfected or finally accepted, at the place of the location of VAPZ’s headquarters. All acts shall be considered as lastly accepted and perfected by VAPZ and at VAPZ’s headquarters.

Posting Date: November 1st, 2014