USER AGREEMENT TERMS AND CONDITIONS
IT IS IMPORTANT THAT YOU READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE.
Welcome to Uniivaa.com (the Website). By visiting and using Uniivaa.com you acknowledge that you are entering into an agreement with Uniivaa Inc. on the basis of the following terms and conditions. This Agreement states the terms and conditions under which you may access and use the Website and all written and other materials displayed or made available through the Website, including, without limitation, text, images, computer software and code (the “Content”) and the Access Services (as hereinafter defined) to the Uniivaa.com database (the “Database”) offered by Uniivaa.com through the Website
Use of the Website
Uniivaa.com authorizes you to access and use the Website, the Content and the Database for your personal non-commercial use in accordance with the terms and conditions of this Agreement. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Website, the Content, the Database and the Access Services.
No Monitoring of Content
You acknowledge and agree that Uniivaa.com does not control the content of any interview or other Content disclosed to Uniivaa.com or posted on the Website and shall not have any obligation to monitor or verify such content for any purpose. All interview information or other Content provided by an Interviewee to Uniivaa.com or appearing on the Website is the sole responsibility of that Interviewee. Uniivaa.com does not make any representation or warranty as to the truthfulness or accuracy of any such content.
No Endorsement of Content
You acknowledge and agree that Uniivaa.com does not endorse the content of any interview or other Content contained on the Website, or in the Database, and is not responsible or liable for any content, even though it may be unlawful, harassing, libelous, privacy invading, abusive, threatening, discriminatory, harmful, vulgar, obscene, or otherwise objectionable, or that infringes or may infringe the intellectual property or other rights of any Person. You further acknowledge and agree that Uniivaa.com does not pre-screen all interview content or other Content, but that Uniivaa.com and its designees will have the right (but not the obligation) in their sole discretion to refuse, edit, move or remove any interview content or other Content that is publicly available via the Website.
Licence to Uniivaa.com for User Content
By submitting User Content to the Website, you grant a non-exclusive, royalty-free license in the User Content, including worldwide, translation, reprint and reproduction rights, and all electronic and online rights to modify (for purposes of formatting, maintenance, or Website administration only) and reproduce such User Content to Uniivaa.com. You also grant the right to distribute and publicly display such User Content for the purpose for which such User Content was submitted to the Website. This license will be in effect until such User Content is removed from the Website.DISCLAIMER OF WARRANTY
YOU AGREE THAT YOUR USE OF THE WEBSITE SHALL BE AT YOUR SOLE RISK AND LIABILITY. EVERYTHING ON THE WEBSITE IS PROVIDED TO YOU “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND, EXPRESSED OR IMPLIED, TO THE FULLEST EXTENT PERMITTED BY LAW. UNIIVAA INC., ITS AFFILIATED COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, VENDORS AND SUPPLIERS (THE “UN PARTIES”) DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. THE UN PARTIES ALSO DISCLAIM ALL WARRANTIES, TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR THE CONTENT PRESENT ON THE WEBSITE, INCLUDING BUT NOT LIMITED TO ANY MISTAKES, DEFAMATION, LIBEL, SLANDER, OMISSIONS, FALSEHOODS, OBSCENITY, PORNOGRAPHY OR PROFANITY YOU MAY ENCOUNTER ON THE WEBSITE. Uniivaa.com makes no representations, warranties, covenants or guarantees, express or implied, regarding the Website, the Content, the Database and the Access Services, including without limitation, any representation, warranty or covenant that (i) the Website, the Content, the Database or the Access Services will meet your needs of requirements; (ii) the Website, the Content, the Database or the Access Services will always be accurate, valid, complete, valid, current, reliable, or timely; (iii) that the operation of the Website will always be uninterrupted or error-free; (iv) that defects or errors in the Website, the Content, the Database or the Access Services, be it human or computer errors, will be corrected, (v) that the Website, the Content, the Database or the Access Services will be free from viruses, harmful components or any other contaminating or destructive properties; or (vi) that communications to or from the Website will be secure and/or not intercepted. You acknowledge and agree that no advice or information, whether oral or written, obtained by you from Uniivaa.com, its agents or representatives, or from the Website, the Content, the Database or the Access Services shall create any representation or warranty if not also expressly stated in this Agreement.
LIMITATION OF LIABILITY
In the event of a breach of this Agreement by Uniivaa.com, your exclusive remedy shall be payment for any actual and direct loss to a maximum amount equal to any fees you have paid to Uniivaa.com for use of the Website. Notwithstanding the foregoing, you agree that Uniivaa.com shall not be responsible or liable to you, to anyone claiming through you or to any third party for any loss, cost (including lawyers and court costs), damage, injury, liability, claim, penalty, fine, interest, or any cause of action whatsoever resulting howsoever from or in connection with this Agreement, the provision of the Access Services, or any interruption in the use of or access to the Website, the Content, the Database or the Access Services, howsoever caused, or resulting from the negligence of Uniivaa.com or its service providers, directors, officers, managers, employees, agents, subcontractors or representatives. For greater certainty and without limiting the foregoing, in no event shall Uniivaa.com be liable to you or any third-party for any indirect, special, incidental or consequential damages in connection with or arising out of the performance or non-performance of this Agreement howsoever caused including, without limitation, damages for loss of profits, goodwill, use, data or other intangible losses (even if Uniivaa.com has been advised of the possibility of such damages), resulting from (i) the use of or the inability to use the Access Services, the Database or the Website; (ii) the cost of getting substitute goods and services resulting from any products, data, information or Access Services purchased or obtained or messages received or transactions entered into through or from the Website; (iii) the download or upload of any material through the Website; (iv) unauthorized access to or alteration of your or an Interviewee’s data or transmissions; (v) statements or conduct of any Person using the Website, the Database or the Access Services; (vi) your reliance on or use of information, the Content, the Database or the Access Services provided under this Agreement or that result from mistakes, omissions, interruptions, deletion or corruption of files, defects, delays in preparation or transmission or any other failure of performance of the Website, the Content, the Database or the Access Services; or (vii) any other matter relating to the Website, the Content, the Database or the Access Services. You acknowledge and agree that your access to and use of the Website, the Content the Database and the Access Services is entirely at your own risk and liability.
You agree to indemnify and hold Uniivaa Inc. and its service providers, directors, officers, managers, employees, agents, subcontractors or representatives harmless from and against any loss, cost (including lawyers and court costs), damage, injury, liability, claim, penalty, fine, interest, or any cause of action whatsoever, including without limitation, the personal injury, death, property damage or other damage suffered by any Person resulting howsoever from: (a) your wrongful act or omission in connection with the use of the Access Services or the Website; (b) the infringement of any patent, copyright, trademark or design or unauthorized use of proprietary technical information by you in connection with the use of the Access Services or the Website; or (c) the content of any communications transmitted or received by you using the Access Services or the Website, including without limitation, in connection with claims of copyright infringement, defamation, passing off or acts of unfair competition.
Uniivaa.com assumes full ownership of its trademarked logo appearing on the Website. All text, images, graphics, animation, HTML, database coding, and other materials on the Website are subject to all copyright and other intellectual property rights of Uniivaa.com. These materials may not be reproduced, distributed, modified or reposted to other websites without the express written permission of Uniivaa.com.
Internet Links to Independent Websites
Internet links provided on the Website may lead to websites operated by independent website owners. You understand and agree that Uniivaa.com has no control or responsibility for the content of such independent websites and provides these links to you strictly for convenience purposes only and not as an endorsement by Uniivaa.com of any independent website or the content thereof. You further agree and understand that Uniivaa.com does not own, control or operate any independent website and makes no representation or warranty of any kind regarding any independent website, including, without limitation, (i) any representation, warranty or covenant regarding the legality, accuracy, validity, reliability, completeness, timeliness or suitability of any content on such independent websites; (ii) any representation, warranty or covenant regarding the merchantability, fitness for a particular purpose and/or non-infringement of any independent websites or material, content, software, goods, or services located at or made available through such independent websites; or (iii) any representation, warranty or covenant that the operation of such independent websites will be uninterrupted or error free, that defects or errors in such independent websites will be corrected, or that such independent websites will be free from viruses, harmful components or other contaminating or destructive properties. Neither Uniivaa.com nor its service providers, officers, directors, employees, agents, licensors, nor their respective successors and assigns, are responsible for any damages or losses caused by any delays, defects, or omissions that may exist in the services, information or other content provided in such independent website.
Governing Law and Jurisdiction
The Website is operated by Uniivaa.com from its offices in the City of Mississauga, in the Province of Ontario. You agree that this Agreement all matters relating to your access, or use of the Website and its Content shall be governed and construed in accordance with the domestic laws of the Province of Ontario and the laws of Canada applicable therein, without regard to conflict of laws principles. You agree that any litigation based on this Agreement or arising out of or in connection your access and use of the Website and the Content shall be brought and maintained exclusively in the courts located in Ontario and the appellate courts thereof and you hereby irrevocably attorn to the jurisdiction of such courts for the purpose of any such litigation and irrevocably agree to be bound by any judgment rendered thereby in connection with such litigation.
Uniivaa.com may, in its sole discretion, terminate or suspend your right to use the Website, any part of the Website, the Database or the Access Services, at any time without notice. In the event of such termination, or suspension, you are no longer authorized to access, view or use the Website, any part of the Website, the Database or the Access Services affected by such termination or suspension. The restrictions imposed on you by the disclaimers, indemnities and limitation of liability set forth in this Agreement, shall survive termination or suspension of this Agreement for any cause. Uniivaa.com shall not be liable to you, to anyone claiming through you or to any other party for such termination or suspension.
Modification to Website
Uniivaa.com reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website, any part of the Website, the Content, the Database or any part thereof, with or without notice. You agree that Uniivaa.com shall not be liable to you, to anyone claiming through you or to any third party for any modifications, suspension or discontinuance of the Website or any part thereof.
No Employment Relationship
Notwithstanding anything in this Agreement to the contrary, it is understood and agreed by the Parties that nothing in this Agreement shall be deemed to create any relationship of employment or agency between you and Uniivaa.com. It is further agreed and understood by the Parties that Uniivaa.com acts only as an intermediary to facilitate the relationship between you and an Interviewee. Accordingly, you agree and understand that you, and not Uniivaa.com are responsible for complying with any employment related legal obligations, including without limitation, the retention of payroll records, tax remittances, contributions to the Canada Pension Plan and any other obligations required under any statute, regulation, by-law or otherwise as a result of receipt by an Interviewee of any salary or other remuneration from you. You understand and agree that your use of the Website, the Database, the Content or the Access Services shall not constitute Uniivaa.com as your employee with respect to any services provided by Uniivaa.com in connection with this Agreement, including without limitation, your use of the Website, the Database, the Content or the Access Services. You further understand and agree that you shall not hold yourself out as the agent, representative, or employee of Uniivaa.com, nor shall you contract or incur obligations in the name of Uniivaa.com or otherwise act in any way that may result in the perception that you are an employee of Uniivaa.com.
In the event that any provision of this Agreement or part thereof shall be deemed void, invalid, illegal or unenforceable by a court or other lawful authority of competent jurisdiction, the Agreement shall continue in force with respect to the enforceable provisions and all rights accrued under the enforceable provisions shall survive any such declaration, and any non-enforceable provision, shall, to the extent permitted by law, be replaced by a provision which, being valid, comes closest to the intention underlying the invalid, illegal or unenforceable provision.
This Agreement and the rights, interests and obligations contained herein shall not be transferred, assigned or held in trust to the benefit of a third party by you without the prior written consent of Uniivaa.com. This Agreement shall be binding upon and enure to the benefit of each Party’s respective successors and assigns. Notwithstanding any assignment of this Agreement, the assigning Party shall remain bound by the provisions hereof.
Any failure on the part of Uniivaa.com to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision or of any other rights or provisions contained herein.
You acknowledge and agree that Uniivaa.com shall not be held liable for any loss, detention, damage, default or delay performing its obligations under this Agreement caused by or resulting from an “Event of Force Majeure”. For the purposes of this Agreement, “Event of Force Majeure” means any act or omission beyond the reasonable control of Uniivaa.com, and includes any acts of God, nature, war (declared or undeclared), act or omission of government or any regulatory body, enactment of law, governmental regulation, riots, civil disturbance, power outage, acts of sabotage or terrorism, epidemics, fire or any other similar event; and also includes labour disputes, earthquakes or any other cause beyond the control and without the fault or negligence of Uniivaa.com.
The use of headings in this Agreement is for convenience only and shall not affect its interpretation.
Each Party shall have a duty to act in good faith in the performance and enforcement of this Agreement.
Except as otherwise expressly provided in this Agreement, or as the context otherwise requires: (a) words in this Agreement that import the singular connotation shall be interpreted as plural, and words that import the plural connotation shall be interpreted as singular, as the identity of the parties or objects referred to may require; (b) unless expressly defined herein, words having well known technical or trade meanings shall be so construed; (c) all listings of items shall not be taken to be exclusive, but shall include other items, whether similar or dissimilar to those listed, as the context reasonably requires; (d) the term “Parties” refers to you and Uniivaa.com and the term “Party” has a corresponding meaning; (e) the term “Person” means any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, unincorporated organization, government or other agency or political subdivision thereof or any other entity; and (f) any reference to “Dollars” or “$” means Canadian dollars. Uniivaa.com is a subsidiary of Uniivaa Inc.
You acknowledge that you are aware of the your right to obtain independent legal advice before using the Website and entering this Agreement. You hereby acknowledge and agree that such advice has been obtained or that you do not wish to seek or obtain such independent legal advice. You acknowledge and agree that you have read this Agreement in its entirety and fully understand and agree to the terms of this Agreement and further agree that all such terms are reasonable and that you have entered this Agreement strictly voluntarily and without duress.