This website (this “Site”) is provided by Elecera Solutions Corp. (“Elecera”), conditional on your acceptance of the Elecera Privacy Policy and the terms and conditions of use set forth below (collectively, the “Terms and Conditions”). By accessing, using or downloading messages, information, data, text, software, images or other materials from this Site (the “Content”), you agree, on your own behalf and on behalf of any entity on whose behalf you may act, to accept and abide by these Terms and Conditions for each use and each visit of this Site. If you do not agree to abide by these Terms and Conditions, you should not use this Site or download or use Content from it. These Terms and Conditions apply exclusively to your access to and use of this Site and do not alter the terms or conditions of any other agreement you may have with Elecera. In case of inconsistency between these Terms and Conditions and any other agreement you may have with Elecera, the other agreement shall prevail, but only to the extent of the inconsistency.
1. Changes to Terms & Conditions. Elecera has the right, in its sole discretion, to add to, remove, modify or otherwise change any part of the Terms and Conditions in whole or in part, at any time. Changes will be effective when notice of such change is posted at this Site. Please check these Terms and Conditions frequently for updates by checking the date of “Last Update” at the top of this document. If any change is not acceptable to you, you must discontinue your use of this Site immediately. Your continued use of this Site or downloading or use of Content from it after any such changes are posted will constitute acceptance of those changes.
2. Changes to this Site. Elecera may change, terminate, discontinue or suspend any part of this Site in whole or in part, including (i) changing the availability of any features at any time without notice or liability; (ii) changing or adding any fees or charges for use of the Site or any other Site-related services (the “Services”) or any features thereof; (iii) removing, adding, modifying or otherwise changing any Content on or from this Site; or (iv) imposing limits on certain features and Services or restricting your access to parts or all of this Site without notice or liability for any reason whatsoever. Elecera reserves the right but not the duty, in its sole discretion, to correct any errors or omissions in any portion of this Site at any time without notice.
3. Acceptable Use Policy. The Site may be used only for lawful purposes by individuals seeking information regarding the “services” and “solutions” described on this Site. You agree to use the Site only to request Content that is proper and related to the purpose of the Site.
Subject to these Terms and Conditions, Elecera grants you a non-exclusive, non-transferable, limited right to access, use and view this Site and the Content thereon, solely for your own personal or internal company use, provided, however, that you may not, nor may you allow others to, directly or indirectly: (a) remove from any copy of the Content downloaded, the copyright or other proprietary notices contained in the Content; (b) sell, reproduce, modify or attempt to modify the Content in any way or reproduce or publicly display, perform, or distribute or otherwise use such Content for any public or commercial purpose, including without limitation use of the Content on any other web site; (c) transfer the Content to any other person without the prior written consent of Elecera; (d) print or copy any of the HTML or other computer programs that may be accessible at this Site; (e) use this Site in any manner that could damage, disable, overburden or impair this Site; (f) interfere with the security of, or otherwise abuse, this Site or any services, system resources, accounts, servers or networks connected to or accessible through this Site or affiliated or linked sites; (g) disrupt or interfere with any other person’s use or enjoyment of this Site or affiliated or linked sites; (h) upload, post or otherwise transmit on this Site any materials that would negatively affect the functioning of the Site, including without limitation computer viruses, Trojan horses, worms, bots or other harmful, disruptive or destructive files or computer programs that impose an unreasonable or disproportionately large load on this Site’s infrastructure; (i) use any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from this Site or the Content in whole or in part; (j) use or attempt to use another’s account, password, service, system or other information without prior written authorization from Elecera; (k) create or use a false identity on this Site; (l) attempt to obtain unauthorized access to this Site or portions of this Site that are restricted from general access; (m) transmit on, to or from this Site spam, chain letters, junk mail or any other type of unsolicited mass e-mail; (n) harvest or otherwise collect information about others, except for the sole stated purposes provided by this Site, including e-mail addresses, without their consent; or (o) register an e-mail address that you do not own or for which you do not have the express permission of the owner to register.
In addition, you agree that you are solely responsible for actions and communications undertaken or transmitted in the course of your usage of this Site and that you will comply with all laws that apply or may apply to your use of or activities on this Site or in respect of the Content. Elecera will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
4. Password & Registration. You are solely responsible for maintaining the confidentiality of your registration information and password. You are solely responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify Eleera of any unauthorized use of your registration or password.
5. Proprietary Rights. Limited License and Copyright. This Site, including all Content, is protected by Canadian and worldwide copyright laws and treaties. You agree to comply with all copyright laws worldwide in your use of this Site and to prevent any unauthorized copying of the Content. Except as expressly provided herein, Eleera does not grant any express or implied right or license to you under any intellectual property right, including under any patent, trademark, copyright, trade secret, or confidential information of Elercera.
Trademarks. The Service names, company names and logos used on this Site are registered and/or unregistered trademarks of Elecera, including, but not limited to Elecera and Elecera Solutions. Such Service names, company names and logos of Elecera may not be copied, imitated or used, in whole or in part, without the prior written consent of Elecera. Other services and company names mentioned on this Site may be the trademarks of their respective owners.
Reservation of Rights. Elecera’s Services, methods and processes may be covered by one or more patents or other intellectual property rights, and are subject to trade secret and other proprietary rights. Elecera reserves all such rights.
6. Linking & Third Party Rights. Certain links on this Site, if any, may take you to other websites. Elecera provides these links only as a convenience. These linked sites are not necessarily under the control of Elecera. If you use these sites, you will leave this Site. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements.
Elecera is not responsible for the contents of any such linked page or any other page not under its control. Elecera makes no representation or warranty regarding, and does not endorse, any linked websites, the information appearing thereon or any of the products or services described. Links do not imply that Elecera sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through the links, or that any linked site is authorized to use any trademark, trade name, logo or copyright symbol of Elecera.
7. Disclaimer. You acknowledge that any use of or reliance on this Site or any Content shall be at your sole risk and expense. Elecera makes no representation or warranty of any kind regarding the Site and/or the Content, all of which are provided on an “AS IS” basis. Elecera EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. Elecera DOES NOT WARRANT THAT THIS SITE WILL CONTINUE TO OPERATE, OPERATE WITHOUT INTERRUPTIONS OR THAT IT WILL BE ERROR-FREE.
Without limiting the generality of the foregoing, the information provided on this Site is for general informational purposes only. Information provided on the Site with a by-line, identification of publication source, or any other sort of third-party identifier is provided by third parties on an “As Is” basis, and Elecera does not review it. Elecera and its third party consultants do not warrant or guarantee the truth, accuracy or completeness of this information. No lawyer-client, advisory, fiduciary or other relationship is created by accessing or otherwise using this Site.
Elecera does not guarantee, and makes no representations or warranties as to the truthfulness, accuracy, reliability, currency, veracity or completeness of the Content or about the results to be obtained using the Content. The use of the Site and the Content is at your sole risk.
8. Limitation of Liability. YOU AGREE THAT Elecera AND ANY THIRD PARTY MENTIONED ON THIS SITE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR HARM TO BUSINESS, LOSS OF INFORMATION OR PROGRAMS OR DATA, LOSS OF PROFIT, LOSS OF SAVINGS, LOSS OF REVENUE), ARISING FROM OR IN CONNECTION WITH THE USE OF OR ACCESS TO, OR THE INABILITY TO USE OR ACCESS, THIS SITE, ANY CONTENT PROVIDED OR ANY LINKED WEBSITE OF A THIRD PARTY, EVEN IF Elecera, OR SUCH A THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. In any event, you agree that Elecera’s aggregate liability for damages shall be limited to $100.00 Canadian Dollars.
The limitations of liability and disclaimers in these Terms and Conditions apply regardless of the form of action, whether in contract, warranty, civil liability, strict liability, negligence, or other tort and shall survive a fundamental breach or breaches, or the failure of the essential purpose of contract or the failure of an exclusive remedy.
9. Indemnification. You agree to defend, indemnify and hold harmless each of Elecera, its affiliates, and each of their officers, directors, employees and agents, including all third parties mentioned within the Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Site and the Content or your breach of these Terms and Conditions.
10. Choice of Law. This Site is controlled, operated and administered by Elecera from its offices within Canada. Elecera makes no representation or warranty that Content at this Site is appropriate or available for use at any locations outside Canada. If you access this Site from outside Canada, you are responsible for compliance with all local law. You may not export any of the Content accessible through this Site in violation of applicable export laws and regulations. These Terms and Conditions shall be interpreted, construed and governed by the laws in force in the Province of British Columbia, without reference to its conflict of laws principles, except where prohibited by mandatory provisions of the laws applicable in your jurisdiction. Except in respect of any matter relating to the enforcement of intellectual property rights and protection of confidential information and subject to the arbitration provisions hereof, the parties agree that any action, suit or proceeding arising out of or related to these Terms and Conditions shall be commenced in Vancouver, BC, Canada in the English language. Each party hereby agrees to submit to the jurisdiction of the courts of BC and to waive any objections based upon venue in any such action, suit or proceeding. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms and Conditions.
11. Arbitration. Any and all disputes arising out of these Terms and Conditions, its performance, breach, enforcement, existence or validity, including any failure of the parties to reach agreement with respect to matters provided for in these Terms and Conditions and all matters of dispute relating to the rights and obligations of the parties, which cannot be amicably resolved, even if only one of the parties declares that there is a difference, will be referred to and finally settled by private and confidential binding arbitration before a single arbitrator held in Vancouver, BC in English and governed by BC law pursuant to the Arbitration Act, 1991 (BC), as amended, replaced or re-enacted from time to time. The arbitrator shall be a person who is legally trained and who has experience in the information technology field in Canada and is independent of either party.
Notwithstanding the foregoing, each party may pursue the protection of intellectual property rights and confidential information through injunctive or other equitable relief through the courts in Vancouver, BC, Canada.
12. General. (a) These Terms and Conditions constitute the entire agreement between Elecera and you with respect to the subject matter hereof; (b) Any cause of action you may have with respect to your use of this Site or which is the subject of these Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises; (c) If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect; (d) The relationship of the parties is solely that of independent contractors and neither party shall have any authority to act for or bind the other party; (e) The waiver of any breach or default hereunder shall not constitute the waiver of any other or subsequent breach or default; (f) No changes to these Terms and Conditions shall be made except by a revised posting on this page.