Each time you use the Website you signify your acceptance and agreement, and the acceptance and agreement of all persons you represent, without limitation or qualification, to be bound by this Agreement, and you represent and warrant that you have the legal authority to agree to and accept this Agreement on behalf of yourself and all persons you represent. If you do not agree with each provision of this Agreement, or you are not authorized to agree to and accept this Agreement on behalf of the person you purport to represent, you may not access or use the Website.
USE OF SITE AND CONTENT
You may use the Website only if you are a resident of Canada or the United States, have reached the age of majority where you live and you can form legally binding contracts under applicable law. You may not use the Website if you live in a jurisdiction where access to or use of the Website or any part of it may be illegal or prohibited. It is solely your responsibility to determine whether your use of the Website is lawful, and you must comply with all applicable laws.
The information provided on the Website is for the purpose of sales and marketing and should be used only for your personal or your company's general business purposes and not in competition with Rileys. Neither the Website nor its content may be, in whole or in part, copied, reproduced, republished, uploaded, posted, transmitted or distributed without the written permission of Rileys, except that you may download, display and print the content presented on the Website for your personal, non-commercial use only. Unauthorized use of the Website and/or the content contained on the Website may violate applicable copyright, trademark or other intellectual property laws or other laws. You must retain all copyright and trademark notices, including any other proprietary notices, contained within the content on this Website. The use of that content on any other website or in any environment of networked computers is prohibited. You are not permitted to engage in any resale or commercial use of the Website or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of the Website or its contents; any downloading or copying of account information from the Website for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools on the Website.
You are prohibited from contributing, posting or transmitting to the Website any infringing, unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane content or any content that could constitute or encourage conduct that would be considered a criminal offence, give rise to civil liability, or otherwise violate any law and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam." You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content. Rileys reserves the right (but not the obligation) to remove or edit such content.
In its sole discretion, in addition to any other rights or remedies available to Rileys and without any liability whatsoever, Rileys at any time and without notice may terminate or restrict your access to any component of the Website.
PROTECTED/SECURE ACCESS AREAS
Access to and use of password-protected or secured areas of the Rileys Website are restricted to authorized users only. You will be asked to provide accurate and current information on all registration forms on the Website. If you use password-protected or secured areas of the Rileys Website, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account. You will not misuse or share your username or password, misrepresent your identity or your affiliation with an entity, impersonate any person or entity, or misstate the origin of any materials you are exposed to through the Website. You must immediately notify Rileys of any unauthorized use of your user name or password, or if you know or suspect that your user name or password has been lost or stolen, has become known to any other person, or has been otherwise compromised.
OWNERSHIP AND COPYRIGHT
The Website (including all content, text, images, icons, graphics, artwork, photographs, videos, logos, trademarks, design, user interfaces, visual interfaces, sounds, music, architecture, structure, arrangements, software, applications, data, computer code and the overall "look and feel") are the property of Rileys and are protected by Canadian and international copyright, trademark and other laws. Your use of the Website does not transfer to you any ownership or (except as expressly provided in this Agreement) other rights in the Website or its content.
The Website and its content may not be copied, imitated, reproduced, republished, uploaded, posted, transmitted, modified, indexed, catalogued, mirrored or distributed in any way, in whole or in part, without the express prior written consent of Rileys. You may not reproduce, copy, duplicate, sell, or resell any part of the Website or access to the Website. You may not use any of the software that is used in the operation or provision of the Website except while you are using the Website in accordance with this Agreement.
"Rileys" and the Rileys logo are trademarks, service marks, trade names or logos owned or licensed Rileys. Other product and company names and logos appearing on the Website may be registered or unregistered trademarks, service marks, trade names and logos of their respective owners. Any use of the trademarks, service marks, trade name or logos display on the Website (collectively, "Marks"), except as expressly provided in this Agreement, is strictly prohibited. Nothing appearing on the Website or elsewhere will be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Marks.
Although Rileys is not obligated to do so, it will have the right to review your communications on this Website to determine whether you comply with this Agreement. Rileys will not have any liability or responsibility for the content of any communications you post to Website, or for any errors or violations of any laws or regulations by you. Rileys will comply with any court order in disclosing the identity of any person posting communications on Website.
LINKS TO OTHER SITES
The Website may contain links to third party websites, resources and businesses operated by other persons (collectively, "Other Sites"). These Other Sites are independent from Rileys and are provided as a convenience to you. Rileys has no responsibility or liability for or control over these Other Sites, their businesses, goods, services or content. Your use of Other Sites and your dealings with the owners or operators of Other Sites is at your own risk, and you will not make any claim against Rileys arising from, connected with, or relating to your use of Other Sites or your dealings with the owners or operators of Other Sites. As between you and Rileys, the provisions of this Agreement under the sections headed "Limitations of Liability" and "Indemnity" apply, with all necessary modifications, to your access to and use of any Other Sites and their business, goods, services and content.
NO LINKING, FRAMING, MIRRORING, SCRAPING, DATA-MINING
Links to the Website without the express written permission of Rileys are strictly prohibited. To request permission to link to the Website, please send an email to email@example.com. Rileys may in its discretion cancel and revoke any permission it may give to link to the Website at any time and without any prior notice or liability to you or any other person.
The framing, mirroring, scraping or data-mining of the Website or any of its content in any form and by any method is strictly prohibited. You may not use any collaborative browsing or display technologies in connection with your use of the Website or to post comments, communications, or any other data of any kind to or on the Website with the intention that such postings may be viewed by other users of the Website.
If you send any unsolicited ideas, suggestions or other materials, including ideas for new advertising campaigns, new promotions, new or improved goods, services or technologies, product enhancements, processes, materials, marketing plans, or new product names, (collectively "Submissions") to Rileys or the Website you automatically grant (or warrant that the owner of the Submissions grants) to Rileys and its successors and assigns a perpetual, royalty-free, fully-paid, irrevocable, unrestricted, non-exclusive, world-wide, assignable, sub-licensable, right and license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display and otherwise exploit the Submissions or any ideas, concepts, know-how or techniques associated with the Submissions for any purpose whatsoever, commercial or otherwise, using any form, media or technology now known or later developed, without providing compensation to you or any other person, without any liability whatsoever, and free from any obligation of confidence or other duties on the part of Rileys or its successors and assigns, and you agree, represent and warrant that all moral rights in the Submissions are waived in favour of Rileys and its successors, assigns, and licensees.
CHANGE OF THE AGREEMENT
Rileys reserves the right, in its sole discretion, to change, modify, add or remove portions of this Agreement, at any time, without any prior notice or liability to you or any other person, by posting the revised Agreement on the Website. You may not change, supplement, or amend this Agreement in any manner. When you use the Website you should check the date of this Agreement and review any revisions since the last version. You should also bookmark this page and periodically review this Agreement to ensure that you are familiar with the most current version.
By using the Website after this Agreement has been revised, you signify your acceptance and agreement, and the acceptance and agreement of all persons you purport to represent, without limitation or qualification, to be bound by the revised Agreement, and you represent and warrant that you have the legal authority to agree to and accept the revised Agreement on behalf of yourself and all persons you purport to represent. If you do not agree with each provision of the revised Agreement, or you are not authorized to agree to and accept the revised Agreement, you may not continue to use the Website.
GOVERNING LAW AND DISPUTE RESOLUTION
The Website is controlled by Rileys from Calgary, Alberta. This Agreement and all related matters are governed solely by the laws of Alberta, Canada and applicable federal laws of Canada, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws. The United Nations Convention On Contracts For The International Sale Of Goods does not apply. Any dispute between you and Rileys or any other person arising from, connected with or relating to the Website, this Agreement, or any related matters ("Disputes") must be resolved before the Courts of Alberta sitting in the City of Calgary, Alberta, Canada, and you hereby irrevocably submit and attorn to the original and exclusive jurisdiction of those courts in respect of all Disputes. Proceedings regarding Disputes must be commenced in a court of competent jurisdiction in the City of Calgary, Alberta, Canada within six (6) months after the Dispute arose, after which time any and all proceedings regarding the Dispute are barred.
LIMITATION OF LIABILITY
Except as explicitly provided in this Agreement as amended from time to time, Rileys make no representations or warranties of any kind, express or implied, regarding the Website and/or any content, products or services provided on the Website, all of which are provided on an "as is" and "as available" basis. Rileys does not warrant the accuracy, completeness, currency, reliability or suitability of the operation of the Website, or any of the content or data found on the Website, and expressly disclaims all warranties and conditions in respect of the Website, its content or data, and any products or services offered for sale on the Website, including implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement, and those arising by statute or otherwise in law or from a course of dealing or usage of trade.
Rileys is not responsible for late, lost, incomplete, illegible, misdirected or stolen messages or mail, unavailable network connections, failed, incomplete, garbled or delayed computer transmissions, on-line failures, hardware, software or other technical malfunctions or disturbances or any other communications failures or circumstances affecting, disrupting or corrupting communications.
Rileys assumes no responsibility, and will not be liable for, any damages to, or any viruses affecting your computer equipment or other property on account of your access to, use of, or browsing on the Website or your downloading of any materials, data, text, images, video or audio from the Website.
In no event will Rileys be liable for any injury, loss, claim, damage, or any special, exemplary, punitive, direct, indirect, incidental or consequential damages of any kind (including, but not limited to economic loss, lost profits or lost savings), whether based in contract, tort, strict liability, or otherwise, which arises out of or is in any way connected with any use of the Website or its content, the operation of this website or any failure or delay in the operation of this Website or any of the products or services offered on the Website, even if advised of the possibility of damages.
The exclusion of certain warranties and the limitation of certain liabilities is prohibited in some jurisdictions. These statutory prohibitions may apply to you, and Rileys acknowledges that in that case, parts of this Agreement will not be binding upon you.
You will indemnify and save harmless Rileys and its respective officers, directors, employees, consultants, representatives and agents from and against any claim, cause of action or demand, including without limitation reasonable legal, accounting and other professional fees, brought as a result of your use of the Website.
If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of this Agreement and shall not affect the validity and enforceability of any remaining provisions.
This Agreement enures to the benefit of and is binding upon each of Rileys and its successors and assigns and related persons, and you and your heirs, executors, administrators, successors, and personal representatives, and all persons you represent and their respective heirs, executors, administrators, personal representatives, successors, assigns and related persons. You and the persons you represent may not assign this Agreement or the rights and obligations under this Agreement without Rileys' prior written consent, which consent may be withheld in Rileys' discretion. Rileys may assign this Agreement and its rights and obligations under this Agreement without your consent or the consent of any persons you represent.
No consent or waiver by Rileys to or of any breach of this Agreement will be:
deemed or construed to be a consent to or waiver of a continuing breach or default or any other breach or default; or
effective unless in writing and signed by Rileys.
Any rights not expressly granted by this Agreement are reserved to Rileys.
This Agreement is subject to change by Rileys without notice.
In this Agreement:
headings are for reference only and do not define, limit or enlarge the scope or meaning of this Agreement or any of its provisions;
"persons" includes individuals, corporations, partnerships, joint ventures, associations, trusts, unincorporated organizations, societies and all other legal entities;
words importing the singular number only include the plural and vice versa;
"including" and "includes" mean including or includes (as applicable) without limitation or restriction;
whenever the words "discretion", "option" or any variations thereof are used with respect to person they mean that person's sole, absolute and unfettered discretion or option.
We welcome any inquiries regarding our Terms of Service.
Rileys Enterprise Solutions Inc.
3200 - 114 Avenue SW
Calgary, AB T2Z 3V6
1 (800) 563.1542