Terms & Conditions

Last updated on May 19th, 2016

 

Welcome to AGNT!

These terms and conditions (“Terms”) apply to your use of our Services (defined below).  By using our Services, you are agreeing to these Terms.  Please read them carefully, as they contain important information regarding your legal rights, remedies and obligations.

 

About us

The Services are provided by AGNT Inc. having an address at [447-308 Ambleside Link, Edmonton, AB - Canada, T6W0V3] (“AGNT”, “we”, “us” or “our”).  

AGNT offers a means to connect performing artists (“Artists”) with event organizers (“Organizers”).  The services we provide may be provided through our websites (including www.agnt.com) or through the use of one or more applications that you download and install (“Applications”).  When we refer to the “Services” in these Terms, we mean our websites, the Applications, and all products and services we provide to you by means of these websites and Applications.  When we refer to “Users” in these Terms, we mean the Artists, Organizers and others who access or use the Services, including you.  

 

Our contract with you

These Terms are a binding legal agreement between you and AGNT.  By using the Services, you agree to be legally bound by these Terms, regardless of whether or not you become a registered user of the Services.  

If you are registering or using the Services on behalf of or for the benefit of a legal entity (e.g. a company you own or work for), you represent that you are authorized to enter into, and bind the entity to, these Terms.  These Terms will be binding on both you (in your personal capacity) and the entity, and any references to “you” or “your” in these Terms will include both you and the entity, as applicable.  You represent that you are of legal age to enter into a binding contract.

 

Changes to the Services and these Terms

We are constantly changing and improving our Services.  We may add or remove functionalities or features, and we may suspend or stop providing a Service altogether.

You can stop using our Services at any time.  We may suspend or terminate your access to the Services at any time without notice, for any reason or for no reason at all; including if we believe you have violated these Terms.

We may modify these Terms at any time. If we modify these Terms, we will post the modification on our website or via our Applications, or provide you with notice of the modification.  We will also update the “Last updated” date at the top of these Terms.  By continuing to use the Services, you are indicating that you agree to be bound by the modified Terms.  If the modified Terms are not acceptable to you, you must stop using the Services.

 

The Services

The Services provide a platform that allows, among other things, (a) Artists to advertise their services to Organizers, (b) Organizers to search for Artists based on the nature of the services provided by the Artist, (c) Organizers to book the services of an Artist for a specific event, and (d) Organizers to make payments to Artists for the services provided by Artists.  The services provided by Artists to Organizers are referred to in these Terms as the “Artist Services”, and an agreement between an Organizer and an Artist relating to the provision of Artist Services is referred to in these Terms as a “Booking”.  

  

Your relationship with us and with other users

We do not provide, receive or contract for Artist Services, and we are neither an Artist nor an Organizer.  We only act as a facilitator between Artists and Organizers.  We have no control over the conduct of any Users, and we disclaim all liability in this regard to the maximum extent permitted by law.  

The Services may allow you to enter into a legally binding contract with other Users (for example, if you are an Artist, you may enter into a contract with an Organizer, and vice-versa), but we will never be a party to such a contract, and no joint venture, partnership, employment or agency relationship exists or will exist between you and us.  

We are not responsible for any damage or harm resulting from your interactions with other Users, and we do not endorse, guarantee or make any representations about any Users, or their ability to perform or pay for the Artist Services.  We therefore recommend that you always exercise due diligence and care when deciding whether to contract with or have any interactions with another User, and take appropriate precautions, especially if you are meeting in person.

Any legal remedy or liability that you seek to obtain for actions or omissions of Users or other third parties will be limited to a claim against the particular User or third party who caused you harm, and you may not attempt to impose liability on or seek any legal remedy from us with respect to such actions or omissions.

If you are an Artist and you choose to contract or subcontract any portion of the Artist Services to another person or entity, or engage employees or others to assist with performing the Artist Services, you will ensure that they comply with these Terms, and you will be responsible for all of their actions and omissions and breaches of these Terms, as if those actions, omissions or breaches were your own.  

 

Fees, Payments and Service Charges

Fees (Artists)

If you are an Artist, you will be responsible for setting the fees applicable to the Artist Services you provide, and for collecting and remitting any applicable taxes that you are required by applicable law to collect and remit.  We have no obligation to calculate, collect or remit any taxes on your behalf.   

The Service may allow you to select a cancellation policy that will apply to a Booking (see “Cancellations” below).  Depending on the cancellation policy you select, the fees may be payable in full by the Organizer at the time the Booking is made, or may be paid in installments.  However, we will not deposit any fees into your account until after the scheduled date of the applicable event.  After such date, we will attempt to deposit the fees (less applicable Service Charges) into the account we have on record for you.  We will usually deposit fees within one to two business days after the event, but it may take a few additional days until the amounts appear in your account.  

If an Organizer informs us that they are disputing any of your fees or the performance of the Artist Services, we may withhold all or a portion of your fees until the dispute is resolved (see “Dispute resolution between Users” below).

You are responsible for ensuring that your payment information is kept up to date at all times, and we will not be responsible for any fees that are not paid to you as a result of incorrect payment information.  

You may collect payments for the Artist Services only by using the payment facilities made available through the Services.  If we believe that you have breached this obligation (for example by receiving payments directly from an Organizer), we may suspend or terminate your access to the Services.

Fees (Organizers)

If you are an Organizer, the fees applicable to a Booking will be specified on the order screen at the time you make the Booking.  The fees specified on the order screen will include all applicable taxes and Service Charges.  Unless otherwise specified, all Bookings are final and all fees are non-refundable.

At the time you make the Booking, the order screen will specify the schedule for the payment of the fees (for example, in some cases the fees may be payable in full at the time the Booking is made, while in other cases, the fees will be payable in installments).  We will attempt to withdraw the fees from your account or credit card in accordance with the payment schedule.  If we are unable to withdraw all or any portion of the fees (for example, due to incorrect account information or insufficient funds in your account), you will be deemed to have cancelled your Booking and you will not be entitled to a refund of any amounts you have already paid (see “Cancellations – Cancellations by the Organizer” below).

You may make payments for the Artist Services only by using the payment facilities made available through the Services.  If we believe that you have breached this obligation (for example by making payments directly to an Artist), we may suspend or terminate your access to the Services.

Payment Processors

The Service may allow Users to make payments using a variety of payment options, such as credit cards, PayPal and Google Wallet.  You authorize us to use third-party payment processors and mobile payment platforms (“Payment Processors”) to process payments or credits in connection with the Services. The processing of payments or credits, as applicable, in connection with your use of the Services will be subject to the terms, conditions and privacy policies of the Payment Processors in addition to these Terms.  We are not responsible for any errors made by the Payment Processors.  You acknowledge that the Payment Processors may charge fees in connection with the services they provide (see “Service Charges” below).  

In connection with your use of the Services, we will obtain certain transaction details, which we will handle in accordance with our Privacy Policy, and which may be disclosed to our Payment Processors.

Service Charges

Certain service charges and processing fees will apply to each Booking (collectively, “Service Charges”).  For example, if you are an Organizer, Service Charges may be added to the fees you are required to pay in connection with a particular Booking, and if you are an Artist, Service Charges may be deducted from any amounts that are paid to you.

 The Service Charges may include amounts that we charge, as well as amounts charged by third parties that we engage, such as Payment Processors.  

 You also acknowledge that additional fees may be charged by your bank or credit card company, and that foreign currency conversion costs or fees may apply if your bank account or credit card account is not denominated in the currency of payment.

 Unless otherwise specified, Service Charges are non-refundable.  If a Booking is cancelled by either the Artist or the Organizer, the Service Charges applicable to the Booking will not be refunded, and additional Service Charges may apply in connection with any amounts that are refunded or credited as a result of the cancellation.    

 

Cancellations

Cancellations by the Organizer

If you are an Artist, the Services will provide you with a number of cancellation policies for you to choose from, that will apply if the Organizer cancels a Booking.  If the Organizer cancels a Booking, depending on the cancellation policy, you may be entitled to all or a portion of the fees already paid by the Organizer.  If so, we will usually deposit the fees within one to two business days after the cancellation, but it may take a few additional days until the amounts appear in your account.   

If you are an Organizer, the cancellation policy that will apply to a particular Booking will be specified on the order screen when you make the Booking.  

A description of the current cancellation policies is available hereand may also be made available through the Application.  However, as this description is revised from time-to-time, different policies may apply to Bookings made at an earlier date.  

Cancellations by the Artist

If the Artist cancels a Booking and notifies us using the tool provided through the Service before we initiate any payments to the Artist, the Organizer will be credited with 100% of the fees applicable to the Booking, less the applicable Service Charges.  The credit can be applied to another Booking or refunded, at the Organizer’s election.  If the Artist cancels a Booking, but fails to notify us in the prescribed manner (or only notifies us after we have initiated a payment to the Artist), we may not be able to provide a credit to the Organizer, and the Organizer will need to seek a refund directly from the Artist.  

 

Dispute resolution between Users

If you have a dispute with another User of the Services relating to any Booking or the provision of or payment for any Artist Services, you should attempt to resolve this dispute directly with the other User before contacting us.  

If you are unable to resolve the dispute with the other User, you may request that we adjudicate the dispute by sending an email to [disputes@agnt.com] or by using a specific dispute notification tool provided through the Service.  We will generally only adjudicate disputes between Organizers and Artists if we receive notice of a dispute in the prescribed manner before we initiate the deposit of the applicable fees into the Artist’s account.  If you would like us to adjudicate a dispute you should therefore notify us promptly.   

We are not required to adjudicate any disputes between Users, but if we elect to do so, you acknowledge and agree that:

  • we will only adjudicate a dispute between Users if both Users provide consent;
  • we will have sole discretion to set the process that will apply to the adjudication of the dispute;
  • you will promptly provide us with any information relating to the dispute that we request;
  • if you provide any information to us relating to the dispute, we may provide that information to the other User and give them an opportunity to respond;
  • we are not your lawyer and will not provide you with any legal advice relating to the dispute, and will have no duties to you (fiduciary or otherwise) in connection with our adjudication of the dispute; and
  • the dispute resolution process may compromise other legal rights that you may have against the other User.

In all cases where we are notified of a dispute, we may in our sole discretion elect to take one or more of the following actions, without obtaining the consent from any User:

  • withhold payment to the Artist of all or a portion of any fees we have received;
  • pay to the Artist all or a portion of any fees we have received (after deducting applicable Service Charges); or
  • refund to the Organizer all or a portion of any fees we have received (after deducting applicable Service Charges).

If we elect to adjudicate a dispute between Users, we will notify both Users once we have made a decision.  If we decide that all or a portion of the fees should be refunded to the Organizer, we may initiate such refund (after deducting applicable Service Charges) without any further consent from either User.   

Any decision we make will be final.  If you do not agree with our decision, you may be able to make a claim against the other User using a different process (e.g. by initiating a lawsuit), but you will have no rights or claims against us relating to the dispute or our adjudication of the dispute.  However, if you make such a claim or otherwise challenge or dispute our decision, you acknowledge that we may decide to suspend or terminate your access to the Services.     

We disclaim any liability and responsibility relating to any disputes between Users (including any attempts we make or do not make to resolve or adjudicate such disputes), and you hereby release and forever discharge us, our affiliates and each of our respective officers, directors, employees, attorneys and agents of and from all actions, suits and claims of any kind that you ever had, how have, or may in the future have, by reason of or in any way relating to any dispute between Users (including any attempts we make or do not make to resolve or adjudicate such dispute).

 

Your use of the Services

Subject to your compliance with these Terms, we grant you a limited non-exclusive, non-transferable, revocable license to (a) download and install a copy of the Application on a single mobile device that you own or control, (b) run that copy of the Application, and (c) access and use the Services using such Application and our website, in each case for the sole purpose of using the Services in accordance with these Terms.

You may not misuse our Services and may use the Services only in the manner intended.  This includes the following requirements:  

You will at all times:

  • Use the Services in accordance with these Terms.
  • Keep your account password secure and confidential.
  • Comply with all applicable laws, regulations and rules that may apply to your use of the Services.

You may not at any time:

  • Use the Services except for your own internal use.  For example, you may not license, sublicense, distribute, sell, resell or assign the Services to others.
  • Use the Services for any unlawful or fraudulent purpose.
  • Use another User’s account, or allow others to access your account.
  • Use the Services with an incompatible or unauthorized device.
  • Reverse engineer the Services, modify or make derivative works based on the Services, or access the Services in order to design or build a competitive product or service, or a product or service that uses similar ideas, features, functions or graphics as the Service.
  • “Frame” or “mirror” the Services on any other server or wireless or Internet-based device.
  • Take any action that impairs the proper operation of the Services, or launch any automated program or script (such as web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms), or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Services.
  • Interfere with or disrupt the integrity or performance of the Services or the data contained in them.
  • Attempt to gain unauthorized access to the Services or any related systems or networks.
  • Send spam or otherwise duplicative or unsolicited messages.
  • Send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material that is harmful to children or violates third party privacy rights.
  • Cause nuisance, annoyance or inconvenience to other Users.

 

We may monitor your access to and use of the Services to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.  

Your representations

In addition to the other representations, warranties and covenants in these Terms, you also represent, warrant and covenant to us, at the time you agree to these Terms and at all other times, that:

 

  • Any information you provide to us in connection with your use of the Services or registration for the Services is accurate and complete.
  • You comply and will continue to comply with all applicable laws and regulations.
  • You hold, comply and will continue to hold and comply with all permits, licenses and other governmental authorisations necessary for conducting your activities (including the performance of the Artist Services, if you are an Artist).
  • If you are an Artist, you have and will maintain appropriate insurance of such types and in such amounts as are considered market practice or are otherwise reasonably necessary to protect against anticipated risks, damages and losses related to the services being delivered (including the Artist Services), and not less than the minimum coverage amounts required by applicable law.  
  • You, your employees, contractors and subcontractors are covered by workers’ compensation insurance, if required by applicable law.
  • If you are an Artist, you have the expertise and experience to provide the Artist Services you offer using the Services, and the Artist Services will be provided and supported by appropriately qualified individuals in a professional manner, acting with due skill, care and diligence.
  • You are not located in a country that is subject to a U.S. or Canadian Government embargo, or that has been designated by the U.S. or Canadian Government as a “terrorist supporting” country and you are not listed on any U.S. or Canadian Government list of prohibited or restricted parties.

Reviews

You and other Users may be allowed to submit reviews, comments, ratings and feedback (collectively, “Reviews”) relating to the Services, the Artist Services or other Users.  These include Reviews that other Users may submit relating to you or the services you provide.    

 

We have the right to post these Reviews publicly in the Services, and on any websites, applications and other platforms that we own, manage, control or use.  We may post some, all or no Reviews, and may edit, sort or present the Reviews in our sole discretion.  

 

We disclaim any liability and responsibility for the content and consequences of posting, not posting or editing any Reviews, and you release any and all claims that you may have against us  relating to Reviews (including without limitation any claims for libel or defamation).

 

Intellectual property

We alone (and our licensors, where applicable) own all right, title and interest, including all related intellectual property rights, in and to the Services.  No licenses or rights under any intellectual property are granted to you by implication or otherwise, except for the licenses and rights expressly granted in these Terms.  

Any suggestions, ideas, enhancement requests, feedback and recommendations you provide relating to the Services, including any and all intellectual property rights in them, will be owned by us, and you assign and agree to assign all of your right, title and interest in them to us.

 

Content in the Services

In these Terms, when we refer to “Content” we mean all content of every kind and nature that is posted to, or is accessible using, the Services, including any such content that we provide, that you provide, or that is provided by other Users.  This includes text, graphics, photographs, images, videos, music and other materials, including Reviews.  When we refer to “your Content” we mean any Content that you upload, submit or send in connection with your use of the Services, and when we refer to “User Content” we mean any Content that Users upload, submit or send in connection with their use of the Services (including your Content).

Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to view any Content to which you are permitted access.  You may also save or print copies of any documents that are made available through the Service that you reasonably need to save or print for your own record-keeping purposes (e.g. order confirmations and invoices).  You may not use any Content (other than your Content) for any other purposes.  For example, you may not modify, distribute, license, sell, perform, stream or broadcast any Content (other than your Content).  

We will not be continuously monitoring your Content or any other User Content.  We may, at any time and without prior notice, remove access to any User Content for any reason, including without limitation if we believe the User Content may violate these Terms.  

 

Your Content

You will retain ownership of any intellectual property rights that you hold in your Content.  

However, you give us (and those we work with) a non-exclusive, perpetual, irrevocable, royalty-free, license to use, copy, host, store, adapt, modify, create derivative works from, distribute, disclose, sub-license, publicly display, publicly perform, reproduce, transmit, stream, broadcast and otherwise exploit your Content, to the extent reasonably required in connection with our operation of the Services (as they may evolve), and any other products and services we may offer.  This license will continue even if you stop using the Services.  

You represent and warrant that your Content (including without limitation any music clips or videos you upload to the Services) (a) does not infringe, misappropriate or violate any intellectual property rights, rights of privacy or personality rights, (b) is not obscene, threatening, defamatory, disparaging, offensive, crude or objectionable, and (c) complies with all applicable laws. Furthermore, you represent and warrant that you have the right to grant the above license in respect of your Content.  

 

Third party interactions

The Service may link to websites, or incorporate content from services, that are owned and controlled by third parties.  These websites, content and services are beyond our control, and may have their own separate terms and conditions as well as a privacy policy.  You use them at your own risk.

 

App Store sourced Application  

The following terms apply if you download an Application from the Apple App Store or access the Services using an Application on an iOS device or downloaded from the Apple App Store:

  • You and AGNT acknowledge that these Terms are concluded between you and AGNT, and not with Apple, and Apple is not responsible for the App Store Sourced Application and the content thereof.
  • The license granted to you for the App Store Sourced Application is limited to a non-transferable license to use the App Store Sourced Application on any Apple mobile device that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service.
  • You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application, and AGNT shall be solely responsible for any maintenance and support services, to the extent they are required by applicable law.
  • In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application (if any).  To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty (whether express or implied by law, to the extent not effectively disclaimed) will, as between Apple and AGNT, be AGNT’s sole responsibility.
  • You and AGNT acknowledge that, as between AGNT and Apple, AGNT, not Apple, is responsible for addressing any claims you or any third party may bring relating to the App Store Sourced Application or your possession and/or use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
  • You and AGNT acknowledge that, in the event of any third party claim that the App Store Sourced Application or the end-user’s possession and use of the App Store Sourced Application infringes that third party’s intellectual property rights, as between Apple and AGNT, AGNT, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
  • You and AGNT acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of the Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary thereof.

 

Our warranties and disclaimers

IF YOU CHOOSE TO ACCESS OR USE THE SERVICES YOU DO SO AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED.  

WITHOUT LIMITING THE FOREGOING WE EXPRESSLY DISCLAIM ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS (A) OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, (B) ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, (C) THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS, (D) REGARDING THE QUALITY OF THE SERVICES OR REGARDING OTHER USERS OF THE SERVICES, OR (E) THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICES WILL CREATE ANY REPRESENTATION, WARRANTY OR CONDITION NOT EXPRESSLY MADE IN THESE TERMS.

WE EXPRESSLY DISCLAIM ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY ORGANIZER, ARTIST, USER OR OTHER THIRD PARTY.

 

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU.  

NEITHER WE, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES, WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, PROPERTY DAMAGE, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH (A) THESE TERMS, (B) THE USE OF OR INABILITY TO USE THE SERVICES, OR (C) ANY COMMUNICATIONS OR INTERACTIONS WITH OTHER PERSONS AS A RESULT OF YOUR USE OF THE SERVICES, IN EACH CASE WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL OUR AGGREGATE LIABILITY FOR ANY CLAIMS UNDER THESE TERMS OR RELATING TO THE SERVICES EXCEED THE AMOUNT OF THE SERVICE CHARGES THAT WE COLLECTED IN CONNECTION WITH YOUR USE OF THE SERVICES.  

WE RECOGNIZE THAT IN SOME COUNTRIES YOU MAY HAVE LEGAL RIGHTS AS A CONSUMER.  IF YOU ARE USING THE SERVICES FOR A PERSONAL PURPOSE, THEN NOTHING IN THESE TERMS OR ANY ADDITIONAL TERMS LIMITS ANY CONSUMER LEGAL RIGHTS WHICH MAY NOT BE WAIVED BY CONTRACT.

THE ABOVE LIMITATIONS AND RESTRICTIONS ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU.

 

Indemnification

You will defend, indemnify and hold us, our affiliates, our licensors, and each of our respective officers, directors, other users, employees, attorneys and agents  harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys' fees and costs) arising out of or in connection with (a) your access to or use or misuse of the Services, including any claims made by third parties that arise as a result of your access to or use or misuse of the Services, (b) your violation or breach of these Terms or any applicable law or regulation, whether or not referenced in these Terms, (c) your violation of any rights of any third party, and (d) your Content, including any allegations that your Content infringes, misappropriates or otherwise violates the intellectual property or other rights of others.

 

Disclosure of information

In case of a complaint, dispute or conflict between you and another User or in other appropriate instances where a legitimate reason for disclosure exists (for example, if we receive a subpoena or warrant requesting information), we may, but will not be required to – to the extent permitted by applicable laws and regulations – provide the other User and the relevant authorities with your relevant data (including personal data), without any obligation to notify you.  

 

Privacy policy

We may collect and process certain personal information relating to you, and may in certain circumstances disclose this information to third parties, such as other Users and our Payment Processors.  Please see our Privacy Policy for details regarding our collection and processing of this information.   

 

Copyright policy

If you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide us with the following information:  

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  • a description of the copyrighted work that you claim has been infringed;
  • a description of where the material that you claim is infringing is located on the Service (and such description must be reasonably sufficient to enable us to find the alleged infringing material, such as a url);
  • your address, telephone number and email address;
  • a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  • a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Notice of claims of copyright infringement should be provided to us at the following address:

447-308 Ambleside Link
Edmonton, AB
T6W0V3
Canada

It is our policy to terminate in appropriate circumstances the accounts of Users who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.

 

How to contact us; how we will contact you

For information about how to contact us, please visit our Contact page. 

We may give notice to you by means of a general notice on the Services or by electronic mail or regular mail to the address we have on record for you.

 

Dispute Resolution

All disputes arising out of or in connection with these Terms or your use of the Services, or in respect of any legal relationship associated with or derived from these Terms, shall be arbitrated and finally resolved, with no right of appeal, even on questions of law, pursuant to the Simplified Arbitration Rules of the ADR Institute of Canada, Inc.  The place of arbitration shall be Edmonton, Alberta, Canada.  The language of the arbitration shall be English.  You acknowledge and agree that you and AGNT are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding. Further, unless both you and AGNT otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. This “Dispute Resolution” section will survive any termination of these Terms.

Notwithstanding the foregoing, each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights, or any ongoing breach of these Terms.

 

Other terms and conditions

If any term of these Terms is not enforceable, it will not affect any other terms.

You may not assign or transfer any of your rights under these Terms, by operation of law or otherwise, without our prior written approval.  Any attempt by you to assign or transfer these Terms, without such consent, will not be effective.  We may assign or transfer these Terms, in our sole discretion, without restriction.

If we fail to enforce any right or provision of these Terms it will not constitute a waiver of future enforcement of that right or provision.  The waiver of any such right or provision will be effective only if in writing and signed by one of our duly authorized representatives.  Except as expressly specified in these Terms, any remedies specified in these Terms will not limit any other remedies that may be available.

These Terms are subject to the laws of the province of Alberta, Canada, without giving effect to conflicts of laws principles.  

We may provide translations of these Terms in other languages, but if there is any discrepancy between the English text and a translation into a foreign language, the English text will prevail.

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