Terms
End-user License Agreement
October 2020
Neweb Labs Inc. – All rights reserved.
INTRODUCTION
This product (the “WEBSITE”) is owned by NEWEB LABS inc. (“NEWEB LABS”), a Quebec company, which is located at 5524 Saint-Patrick St., Suite 320, Montréal, Québec, H4E 1A8.
This End-user license agreement (the “Agreement”) is an agreement between you and NEWEB LABS and applies to all users of this WEBSITE. If you have any questions relating to the Agreement or the WEBSITE, they can be sent at this address info@neweblabs.com
PLEASE READ THIS AGREEMENT CAREFULLY. THROUGH YOUR CONTINUED USE OF THIS WEBSITE, YOU AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT.
In this Agreement, “you” or “your” means any person or entity using this WEBSITE, and your parent or legal guardian, in the case of minors. Unless otherwise stated, “NEWEB LABS”, “we” or “our” refers to NEWEB LABS and its successors and assigns.
You acknowledge that this Agreement is supported by reasonable and valuable consideration, the receipt and adequacy of which are hereby acknowledged. Without limiting the generality of the foregoing, you acknowledge that such consideration includes your use of the WEBSITE and receipt of data, materials and information available at or through the WEBSITE.
2. AMENDMENTS
We may amend or supplement this Agreement, including our Privacy Policy noted below, at any time. When we make changes to this Agreement or the Privacy Policy, we will post the revised version on our WEBSITE and indicate the revision date. Please review the Agreement and Privacy Policy particularly if they have been updated since your last access to the WEBSITE. If you do not agree to the current Agreement and/or Privacy Policy, you may not continue to access or use this WEBSITE. Any other posted guidelines or rules applicable to any individual use of this WEBSITE will form part of this Agreement.
We shall have the right at any time to change the WEBSITE, including eliminating or discontinuing any content or feature of the WEBSITE. Such changes, modifications, additions, or deletions shall be effective immediately upon implementation. We may or may not provide notice, in such form that we determine appropriate, including, but not limited to, posting a notice on the WEBSITE, or sending a notice by electronic mail. Your use of the WEBSITE after any changes shall be deemed to constitute your acceptance of such changes, modifications, additions, or deletions.
3. PRIVACY POLICY
We may collect, use and share certain information about you, in accordance with our published Privacy Policy, when you visit this WEBSITE or contact us. We take all reasonable steps to protect any personal or confidential information sent to us or which we otherwise collect. If you voluntarily provide personal or confidential information by using this website, by email, or by subscribing to our newsletter or blog, you consent to the collection, storage and use of this information by NEWEB LABS and its information technology providers for the purpose of addressing and responding to your query or request. We will not disclose any of your personal or confidential information to third parties without your consent, except as specifically authorized or required by law, including applicable privacy legislation and regulations, as the case may be. Please note that the confidentiality of electronic communications through this website cannot be guaranteed. Should you need to contact us or send us documents, or an urgent or confidential basis, we recommend that you call diff using the number indicated below. In addition, please note that certain information is automatically shared between your computer and our server when you access our site. For example, the following information can be gathered at the time of access: your Internet service provider’s domain name, the type of browser and operating system you are using to access our site, the date and time of access, as well as the pages you visited. We may use such information for analysis and statistical purposes to help us improve this website, user experience and our service offering. For more information about how we process and protect your information, please refer to our Privacy Policy, included herein by reference to form an integral part hereof for all legal purposes.Our Privacy Policy (the “Privacy Policy”) is incorporated into this Agreement by reference and provides additional terms related to our collection, use and disclosure of your personal information.
4. RESTRICTIONS ON USE OF MATERIALS
The WEBSITE contains material which is protected, nationally and internationally, by copyright and trademark laws. No material (including without limitation all graphics, images, audio, video, animations, html code, buttons, and text) from any WEBSITE owned, operated, licensed or controlled by us and/or by our affiliates and no software (including without limitation any images or files incorporated in or generated by the software or data accompanying such software) (individually and collectively the “Materials”) may be copied, reproduced, republished, uploaded, downloaded, posted, transmitted, or distributed in any way or decompiled, reverse engineered or disassembled, except that you may download one copy of only such Material which is expressly so designated, and in such event, only on for your personal, non-commercial use only, provided you keep intact any and all copyright and other proprietary notices. Modification of the Materials or use of the Materials for any other purpose is a violation of our and/or one or more third party’s copyright, trademark and/or other proprietary rights.
If you download software from the WEBSITE, the software, including any files and/or images incorporated in or generated by the software, and data accompanying the software (collectively, the “Software”) are licensed to you by us. We do not transfer rights to the Software to you. You own the medium on which the Software is recorded, but we retain full and complete rights to the Software, including all intellectual property rights therein. You may not re-sell, decompile, reverse engineer or disassemble the Software.
5. THIRD PARTY SITES
We may provide links and pointers to websites maintained by others (“third party sites”). We have not reviewed all of the third party sites which may be linked to the WEBSITE and are not responsible for the contents of or any products or services offered in such third-party sites and we make no representations or warranties about the content, completeness, or accuracy of those third party sites. Information you submit at a third party site accessible from this WEBSITE is subject to the terms of that site’s privacy policy, and we have no control over how your information is collected, used, or otherwise handled by those third parties.
6. THE WEBSITE
You may not:
Sell, rent, lease, license, distribute or otherwise transfer this WEBSITE, or any copies of this WEBSITE, without our express prior written consent.
Reverse engineer, derive source code, modify, decompile, disassemble, or create derivative works of this WEBSITE, in whole or in part.
Remove, disable or circumvent any proprietary notices or labels contained within the WEBSITE.
Export or re-export this WEBSITE or any copy or adaptation in violation of any applicable laws or regulations.
Take advantage of a bug or exploit an oversight in WEBSITE design or development in order to gain free access to content that would normally have to be purchased.
Use third-party software in the WEBSITE to gain free access to content that would normally have to be purchased.
Communicate about a bug or WEBSITE design or development oversight that can grant free access to content that would normally have to be purchased.
You understand that if you break these rules, your account could be suspended or banned from in-WEBSITE features or the WEBSITE OR your account could be deleted outright without warning.
7. IN WEBSITE PURCHASE
From time to time, You may purchase goods or services in the WEBSITE (“Items”). With respect to these Items, You understand that except for the right to use such Items in the WEBSITE, You have no other right or title in or to any such Items. We may control, modify, discontinue, manage, change the prices or otherwise regulate these Items at any time and for any reason. NEWEB LABS reserves the right to discontinue Items, restrict sale of some Items and reject, correct, cancel or refuse orders. NEWEB LABS may revise or modify Items at any time including prior to NEWEB LABS’s acceptance of your order, without prior notice to you.
Once an order for Items is accepted by NEWEB LABS, no returns, refunds, exchanges, substitutions or cancellations are permitted except as required under applicable law.
While every effort is made to ensure that descriptions of Items and prices are accurate, occasionally errors may occur. NEWEB LABS reserves the right to correct errors in the description of Items and/or pricing at any time, prior to accepting an order already placed.
8. JURISDICTIONAL ISSUES
This WEBSITE is owned by NEWEB LABS in Quebec, Canada. NEWEB LABS’s offices are located in Montreal, Canada. If you choose to access and use this WEBSITE from another location, country or jurisdiction you are responsible for compliance with local laws, if and to the extent local laws are applicable. This Agreement shall exclusively be governed by and construed in accordance with the laws of the Province of Quebec and of Canada, without giving effect to any principles of conflicts of law. You agree that, except as set forth below, any action at law or in equity arising out of or relating to this Agreement shall be filed in the competent Court of Canada, located in Montreal, Quebec, Canada, and you hereby consent and submit to the exclusive jurisdiction of such courts for the purposes of litigating any such action. The language of any proceedings arising under this Agreement shall be French or English.
This clause does not prevent the consumer from applying the law of his place of residence and from accepting the jurisdiction of his place of residence if this is imposed by national or international laws. Nothing in this Agreement shall be deemed to affect any statutory or other consumer rights that you may have under local laws which cannot be or have not been altered, limited or waived by this Agreement.
9. TERMINATION
This Agreement is effective until terminated by either party. You may terminate this Agreement at any time by destroying all copies and installations of the WEBSITE, all Materials and all related documentation in your possession, whether made under the terms of this Agreement or otherwise. This Agreement will terminate immediately without notice if, in our sole discretion, you fail to comply with any term or provision of this Agreement. Upon termination, you must destroy all copies and installations of the WEBSITE, all Materials and all related documentation in your possession.
10. INDEMNIFICATION
YOU HEREBY AGREE TO INDEMNIFY AND HOLD NEWEB LABS HARMLESS FROM AND AGAINST ANY LOSS, LIABILITY, CLAIM, DEMAND, DAMAGES, COSTS AND EXPENSES, INCLUDING ALL LEGAL FEES, WHICH NEWEB LABS MAY INCUR IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RESULTING FROM: (I) ANY BREACH BY YOU OF THIS AGREEMENT; (II) YOUR USE OF THIS WEBSITE; AND/OR (III) ANY VIOLATION BY YOU OF ANY LAW OR THE RIGHTS OF ANY THIRD PARTY. YOU MUST USE YOUR BEST EFFORTS TO COOPERATE WITH NEWEB LABS IN THE DEFENSE OF ANY CLAIM. WE RESERVE THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU.
11. LIMITATION OF LIABILITY
Your use and browsing of the WEBSITE is at your own risk. If you are dissatisfied with any of the Materials contained in the WEBSITE, or with any provision(s) of this Agreement, your sole and exclusive remedy is to discontinue accessing and using the WEBSITE. We do not warrant that the functions contained in the materials will be uninterrupted or error-free, and/or that defects will be corrected. We do not warrant or make any representations regarding the use or the results of the use of the materials in this WEBSITE in terms of their correctness, accuracy, reliability, or otherwise. You specifically acknowledge and agree that we and/or our affiliates are not liable for any defamatory, offensive or illegal conduct of any user.
IN NO EVENT SHALL WE, OUR AFFILIATES, LICENSORS, SUPPLIERS OR ANY OTHER PARTY INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF THE WEBSITE BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, RELIANCE, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO YOUR ACCESS TO, OR USE OF, OR INABILITY TO USE THE WEBSITE OR THE MATERIALS CONTAINED WITHIN THE WEBSITE, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION DAMAGES FOR HARM TO BUSINESS, LOST PROFITS, LOST SAVINGS OR LOST REVENUES, HOWEVER SUCH DAMAGES ARE CAUSED AND WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY OF LIABILITY. THE FOREGOING LIMITATIONS SHALL APPLY WHETHER OR NOT WE, OUR AFFILIATES, LICENSORS, SUPPLIERS OR ANY OTHER PARTY INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF THE WEBSITE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
WE, OUR AFFILIATES, LICENSORS, SUPPLIERS AND ALL OTHER PARTIES INVOLVED WITH THE CREATION, PRODUCTION OR DELIVERY OF THE WEBSITE SHALL NOT BE RESPONSIBLE FOR DAMAGE RESULTING FROM UNAUTHORIZED ACCESS BY THIRD PARTIES TO OTHER PARTY’S TRANSMISSION FACILITIES OR PREMISE EQUIPMENT OR FOR UNAUTHORIZED ACCESS TO OR ALTERATION, THEFT, LOSS OR DESTRUCTION OF NETWORK SYSTEMS, APPLICATIONS, DATA FILES, PROGRAMS, PROCEDURES OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES OR ANY OTHER METHOD UNLESS SUCH DAMAGE IS CAUSED BY AN INTENTIONAL ACT OF US, OUR AFFILIATES, LICENSORS, SUPPLIERS OR THIRD PARTIES INVOLVED WITH THE CREATION, PRODUCTION OR DELIVERY OF THE WEBSITE. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN SHALL APPLY EVEN IF WE OR OUR AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages so the above limitation or exclusion may not apply to you. However, in no event shall our total liability to you if any for all damages, losses, and causes of action, whether in contract, tort (including without limitation negligence), or otherwise exceed the amount paid by you to us, if any.
IN THE EVENT YOU TRANSMIT, INTRODUCE, OR OTHERWISE CAUSE ANY TECHNICAL DISRUPTION OF OUR WEBSITE OR THE SERVICES TRANSMITTING OUR WEBSITE TO YOU, YOU AGREE TO BE RESPONSIBLE FOR ANY AND ALL LIABILITIES AND COSTS (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING FROM ANY AND ALL CLAIMS BROUGHT BY THIRD PARTIES BASED UPON SUCH TECHNICAL DISRUPTIONS. FOR PURPOSES OF THIS AGREEMENT, “TECHNICAL DISRUPTION” MEANS DISTRIBUTION OF UNSOLICITED ADVERTISING OR CHAIN LETTERS, PROPAGATION OF COMPUTER WORMS, VIRUSES OR OTHER HARMFUL CODE, AND/OR USING THE WEBSITE TO MAKE UNAUTHORIZED ENTRY TO ANY OTHER MACHINE ACCESSIBLE VIA THE WEBSITE. YOU ARE FURTHER SOLELY RESPONSIBLE FOR THE CONTENT OF ANY TRANSMISSIONS USING THE WEBSITE AND AGREE NOT TO UPLOAD, POST OR OTHERWISE MAKE AVAILABLE ON THE WEBSITE ANY MATERIAL PROTECTED BY A PROPRIETARY RIGHT OF A THIRD PARTY WITHOUT FIRST OBTAINING THE EXPRESS PERMISSION OF THE OWNER OF SUCH PROPRIETARY RIGHT. YOU SHALL BE SOLELY LIABLE FOR ANY DAMAGES, LOSSES COSTS OR EXPENSES (INCLUDING REASONABLE ATTORNEYS FEES) ARISING OUT OF INFRINGEMENT OF PROPRIETARY RIGHTS OR ANY OTHER HARM ARISING FROM THE UPLOADING, POSTING OR OTHER SUBMISSION OF MATERIALS BY YOU.
12. GENERAL PROVISIONS
This is the entire Agreement between the parties relating to the subject matter herein and shall not be modified except in writing. If any provision of this Agreement is found to be illegal, void or unenforceable, then: (i) such provision (or portion thereof as applicable) will be deemed to be restated to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law, and (ii) the remaining terms, provisions, covenants and restrictions of this Agreement will remain in full force and effect. Notwithstanding the foregoing, if any provision of this Agreement which is held null, void or otherwise ineffective or invalid by an arbitrator or a court of competent jurisdiction cannot be restated by such arbitrator or court to reflect as nearly as possible the original intentions of the Parties, then that provision shall be deemed severable from this Agreement. Your use of this WEBSITE is not intended and shall not be deemed to create any agency, joint venture or other legal relationship of any kind between you and NEWEB LABS. This Agreement may not be assigned by you.
Our failure to comply with this Agreement because of an act of God, war, fire, riot, terrorism, earthquake, actions of federal, state or local governmental authorities or for any other reason beyond our reasonable control shall not be deemed a breach of this Agreement.
This Agreement, together with those items made a part of these terms by reference, make up the entire agreement between us relating to the WEBSITE, and replaces any prior understandings or agreements (whether oral or written) regarding the WEBSITE. IF YOU DO NOT AGREE TO THE FOREGOING AGREEMENT OR ARE NOT AUTHORIZED TO ENTER INTO THIS AGREEMENT, PLEASE STOP USING THE WEBSITE.
This Agreement take effect as an agreement and separately as a notice which limits the basis on which NEWEB LABS makes the WEBSITE available. No waiver of any provision of this Agreement by us shall be deemed a further or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. In this Agreement, the word “including” is used illustratively, as if followed by the words “but not limited to.” The headings in this Agreement are for your convenience and reference and do not limit or affect this Agreement.