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TERMS OF SERVICE

CanadaDev Software Engineers Ltd. (“we” or “us”) operates a membership-based group of software developers (the “Group”), the canadadev.com website, and all related subdomains (the “Website”), and organizes certain events such as meet-ups, workshops (the “Events”, and collectively with the Group and the Website, the “Services”). By using the Website in any way, you (“you” or the “User”) accept these terms and conditions of use (the “Terms”). If you do not wish to be bound by the Terms, do not use the Website or any of the Services. Please read these carefully before you start to use the Services.

(1) ACCEPTANCE OF TERMS

1.1. The Terms comprise an electronic contract that establishes the legally binding terms you must accept to use Services. The Terms include our Privacy Policy.

1.2. By accessing or using the Website, you accept the Terms and agree to the terms, conditions and notices contained or referenced herein and consent to have the Terms and all notices provided to you in electronic form. The Terms may be modified by us from time to time, such modifications to be effective upon being posted on the Website. We shall notify you of changes to the Terms through notices on the Website or by email, or both. To withdraw your consent, you must cease using the Services and terminate your Group membership (a “Membership”).

1.3. By accessing the Website and agreeing to the terms and conditions of this Agreement, the User further agrees to the terms of our Privacy Policy.

1.4. If you breach any provision of the Terms, your right to access and use the Services shall cease immediately.

1.5. By agreeing that the User has read and accepted, the terms and conditions contained herein, the User represents and warrants that:

a) the User is at least 19 years of age and competent to contract on his or her behalf and bind him or her; and

b) the information furnished by the User in the User Registration Form is accurate, true and complete, and that the User will maintain and update such information during the term of this Agreement so that it will remain true, accurate, current and complete.

(2) OUR SERVICE

2.1. We are a company that has created the Group to allow Users to access certain benefits, workshops, and events for the purposes of furthering their software development skills, knowledge and career.

2.2. We are not an educational organization and all information provided through the Services (“Content”) is provided for informational purposes only. The Services are meant to compliment your current software development skills and are in no way meant to replace a well-rounded professional development strategy.

2.3. We do not endorse or recommend any products, benefits, potential employment opportunities, or other services, opportunities, or information provided through the Services, and such resources are provided for informational purposes only.

2.4. We shall have no obligation to provide you with any support or maintenance in connection with the Website or the Services.

(3) PERMITTED USE

3.1. We grant you a non-transferable, non-exclusive, revocable, limited licence to use and access the Services solely for your own personal, non-commercial use. Access to and use of the Services other than for your personal, non-commercial purposes is strictly prohibited.

3.2. You are not permitted to use the Services:

a) in any unlawful, fraudulent, or commercial manner, or any other manner prohibited by the Terms;

b) to upload, transmit, or distribute to or through the Website any computer viruses, worms, or any software intended to damage or alter a computer system or data;

c) to utilize, in any manner, the Website or Group to send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;

d) to use the Website or Group to harvest, collect, gather or assemble information or data regarding other Users, including e-mail addresses, without their consent;

e) to interfere with, disrupt, or create an undue burden on servers or networks connected to the Website, or violate the regulations, policies or procedures of such networks;

f) to attempt to gain unauthorized access to the Website (or to other computer systems or networks connected to or used together with the Website), whether through password mining or any other means;

g) to harass or interfere with any other users’ use and enjoyment of the Services;

h) to use software or automated agents or scripts to produce multiple Memberships or accounts, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Website;

i) to tamper with, modify, copy without express permission, amend, make derivative or reverse engineer any part of the Website or Content; or

j) to licence, sell, rent or lease any part of the Website or Content.

(4) USER’S RESPONSIBILITIES

4.1. The User warrants and declares that while using the Services, you will act according to the all rules as we may reasonably put in place, and agrees to the following:

a) the User will be solely and fully liable for all information submitted under the User’s user name and password;

b) the User will treat all other users, members, and third parties associated with the Group or CanadaDev in a respectful and professional manner;

c) the user will have the sole responsibility of verifying the source and accuracy of all information received through the Services;

d) the User will have the sole responsibility to verify any potential employer or benefit provider’s identity, qualifications, credentials, and biographic information; and

(5) USER INFORMATION, NAME AND PASSWORD

5.1. Concurrently with the creation of your Membership, you will create a password. You will be entirely responsible for maintaining the confidentiality and security of this password, the email address and mailing address associated with your Membership, your user name and any other security information related to your Membership. You will be responsible for all activities that occur under your Membership.

5.2. You further agree not to use the Membership, username or password of another individual at any time.

5.3. You will immediately notify us of any unauthorized use of your Membership password, user name, e-mail, or any other breach of security. We encourage you to change your password at least once a month.

5.4. We will not be liable for any loss incurred by you as a result of any breach of Membership security.

5.5. You agree to indemnify us for any loss incurred by us as a result of any breach of your Membership security.

5.6. We may, in appropriate circumstances and at its discretion, terminate your Membership or your access to the Services if you infringe our intellectual property rights or those of any other user, or breach any other provision set out herein.

(6) THIRD PARTY LINKS

6.1. We may provide links through the Website to the websites or applications of third parties. These websites are owned and operated by third parties over whom we do not have control. We have not reviewed all such linked platforms and accept no responsibility for the contents of third party websites or applications. The inclusion of any link does not imply endorsement by us of such platform. Use of any such linked platform is at your own risk. Any links to third party websites or applications are provided for your interest and convenience only. We are not responsible or liable for any loss or damage you may suffer or incur in connection with your use of any third party website or application or for any acts, omissions, errors or defaults of any third party in connection with their services.

(7) INTELLECTUAL PROPERTY

7.1. We own and retain all proprietary rights in the Website, and in all content, trademarks, trade names, service marks and other intellectual property rights related thereto. The Website contains copyrighted material, trademarks, and other proprietary information owned by us. You agree to not copy, modify, transmit, create any derivative works from, make use of, or reproduce in any way any copyrighted material, trademarks, trade names, service marks, or other intellectual property or proprietary information accessible through the Website or the Services. You agree to not remove, obscure or otherwise alter any proprietary notices appearing on any content, including copyright, trademark and other intellectual property notices.

7.2. Any third party trademarks, service marks or other intellectual property displayed on the Website are used with the authorization of the owner of the intellectual property, subject to their guidelines for use. We cannot authorize you to use, reproduce or modify any third party intellectual property on the Website, and are not responsible for any loss or damage you may suffer or incur in connection with your use of any third party intellectual property for your own purpose.

(8) DISCLAIMERS

8.1. You agree that:

a) if you use the Services, you do so at your own and sole risk. The Services are provided on an “as is” and “as available” basis. We expressly disclaim all warranties of any kind, whether express or implied, including, without limitation, implied warranties of merchantability, and fitness for a particular purpose, title and non-infringement;

b) if you access or transmit any content through the use of the Website or the Group, you do so at your own discretion and your sole risk. You are solely responsible for any loss or damage to you in connection with such actions;

c) we are not responsible for any incorrect or inaccurate Content provided through the Services, regardless of the source of such Content;

d) we are not responsible for the conduct, whether online or offline, of any member of the Group or third party involved in the provision of the Services; and

e) we assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, Content or user communications.

8.2. We do not warrant that:

a) The Services will meet your requirements;

b) access to the Website will be uninterrupted, timely, secure, or error-free;

c) the quality or reliability of the Website will meet your expectations;

d) any information you provide or we collect will not be disclosed to third parties; or

e) third parties will not use your confidential information in an unauthorized manner.

7.3. Under no circumstances will we be responsible for any loss or damage, including personal injury or death, resulting from anyone’s use of the Services or any conduct or interactions between users of the Services, whether online or offline.

(9) LIABILITY

9.1. You agree that we will not be liable for any damages whatsoever, including direct, indirect, incidental, punitive, special, consequential or exemplary damages arising from, relating to or connected with:

a) any Content provided through the Services;

b) the use or inability to use the Website or the Services;

c) disclosure of, unauthorized access to or alteration of your Membership;

d) actions or inactions of other users of the Services or any other third parties for any reason; or

e) any other matter arising from, relating to or connected with the Website, the Events or the Services.

9.2. We will not be liable for any failure or delay in performing under the Terms where such failure or delay is due to causes beyond our reasonable control, including natural catastrophes, governmental acts or omissions, laws or regulations, terrorism, labor strikes or difficulties, communication system breakdowns, hardware or software failures, transportation stoppages or slowdowns or the inability to procure supplies or materials.

9.3. You acknowledge and agree that the disclaimers of warranties above and these limitations of liability are an agreed upon allocation of risk between you and us. You acknowledge and agree that if you did not agree to these limitations of liability you would not be permitted to access the Services. You acknowledge and agree that such provisions are reasonable and fair.

(10) INDEMNITY

10.1. You agree to defend, indemnify and hold us, and our subsidiaries, parents, affiliates, and each of our and their directors, officers, managers, partners, agents, other representatives, employees and customers (each an “Indemnified Party” and collectively, the “Indemnified Parties”), harmless from any claim, demand, action, damage, loss, cost or expense, including without limitation, lawyers’ fees and costs, investigation costs and settlement expenses, incurred in connection with any investigation, claim, action, suit or proceeding of any kind brought against any Indemnified Party arising out of your use of the Services, any alleged or actual infringement of the intellectual property rights of any party, any injury or damage to property or person, any act by you in connection with any user of the Services or any other third party, or alleging facts or circumstances that could constitute a breach by you of any provision of these Terms and/or any of the representations and warranties set forth above.

(11) PRIVACY

11.1. We are committed to protecting your privacy. We process your information in line with our Privacy Policy. By using the Services, you agree to the way in which we process and deal with your personal information.

(12) TERM AND TERMINATION

12.1. The Terms will remain in full force and effect while you use the Services and/or have a Membership.

12.2. You acknowledge and agree that we may, at our sole discretion, terminate your access to the Services for any reason, including, without limitation, any breach by you of the Terms. You understand and agree that we are not required, and may be prohibited, from disclosing to you the reason for termination of your access to the Website or any of the Services.

12.3. You acknowledge and agree that any termination of your access to the Services, or any part thereof, may be effected without prior notice, and further acknowledges and agrees that we may immediately deactivate or terminate your Membership and bar any further access to the Services.

12.4. You acknowledge and agree that we will not be liable to you or any third party for any costs or damages of any kind for or resulting from any termination of your access to the Services, or any part thereof, and that upon termination, your information may be deleted or kept as necessary.

(13) PAYMENT

13.1. We will use reasonable efforts to process any payment made by you in accordance with the terms of your membership agreement.

13.2. Our billing system, and any system used by parties that facilitate such billing system, is not fault-free or flexible, as such you agree to release us from any liability resulting from any problems, miscalculations or malfunctions in processing the payments made by you.

13.3. You will not be entitled to a refund of any fees charged for any reason, except as provided under the terms of your membership agreement.

13.4. If you believe that a mistake with regard to any payment has occurred, you send your complaint to hello@canadadev.com and we will make reasonable efforts to resolve such complaint.

(14) ADVERTISING

14.1. A promotion advertised on the Website is subject to availability and is not an indication of availability. We reserve the right to amend, modify, extend or cancel any promotion without advance notice to the public.

(15) FEEDBACK

15.1. If you provide us with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to us all rights in such Feedback and agree that we shall have the right to use and fully exploit such Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us as Feedback any information or ideas that you consider to be confidential or proprietary.

(16) MISCELLANEOUS

16.1. Nothing in the Terms shall be construed as making either party the partner, joint venture, agent, legal representative, employer or employee of the other. Neither party shall have, or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound.

16.2. You shall not assign your rights and obligations according to the Terms, in whole or in part, whether voluntarily or by operation of law, without our prior written consent. Any purported assignment by you without the appropriate prior written approval will be null and void and of no force or effect.

16.3. These Terms shall be interpreted only in accordance with the laws of the province of British Columbia, Canada and any legal proceeding arising out these Terms will occur exclusively in the courts located in British Columbia.

16.4. The Terms will be binding and will ensure to the benefit of the legal representatives, successors and assigns of the parties hereto.

16.5. The Terms (and the policies referenced herein and incorporated by reference) constitutes the entire agreement between the parties with respect to the subject matter contained herein, and you have not relied upon any promises or representations by us with respect to the subject matter except as set forth herein.

16.6. No amendment to the Terms will be effective unless made in writing.

16.7. The paragraph headings herein are solely for the sake of convenience and will not be applied in the interpretation hereof.

16.8. If any provision of the Terms is held by a court of competent jurisdiction to be illegal, invalid, unenforceable, or otherwise contrary to law, the remaining provisions of these Terms will remain in full force and effect.

(17) CONTACT

17.1. If you have any questions or concerns about these Terms, you may contact us at hello@canadadev.com.