PoolExpert heretoafter refered to as " the Site ".
1. GRANT OF LICENSE
Provided the User abides by each and every one of the provisions of this Agreement, PoolExpert shall grant to the User, personally, a non-exclusive and non-transferable license giving it the right to use the Site and related documentation.
1. GRANT OF LICENSE
In consideration for the above-mentioned license, the Licensee may use the site.
3. OBLIGATIONS OF THE USER
The User undertakes as follows in favour of PoolExpert:
- it shall use the Site in accordance with PoolExpert instructions;
- it shall inform PoolExpert forthwith of any defect or problem affecting the Site;
- it shall comply with the policies and procedures issued from time to time by PoolExpert with respect to the Site and its use;
- the User shall ensure that its employees, suppliers, associates and subcontractors, if any, in particular those relating to intellectual property and confidentiality;
- the User shall be solely responsible for the content of the computer equipment and any damage resulting from the use thereof;
- the User shall be solely responsible for the use of the computer equipment and any damage resulting from the absence of use thereof;
4. GENERAL PRINCIPLE
Unless there is an express provision to the contrary in this Agreement, all ownership rights as well as all Intellectual Property Rights, Titles and Interests in and to the Site, including, without limitation, all such rights in and to the following:
- all revised or updated versions of the Site;
- all new, expanded or improved versions of the Site;
- all error corrections, bug corrections, program patches and updates relating to the Site;
- all documentation regarding the site and its operation, regardless of the form or medium for such documentation; and
- all trademarks used in connection with the Site,
are and shall remain the exclusive property of PoolExpert and, if applicable, of third party developers having granted a license to PoolExpert for any portion of the Site. Nothing shall have the effect of granting or transferring, or be interpreted as granting or transferring to anyone whomsoever any Intellectual Property Right, Title or Interest in or to the Site, other than in accordance with the provisions of this Agreement.
The only rights conferred upon the Licensee pursuant to this Agreement shall be license rights.
This Site and all the information it contains, or may in the future contain, including, but not limited to, articles, memoranda, bulletins, reports, press releases, opinions, text, directories, guides, photographs, illustrations, trademarks, trade names, service marks and logos (collectively, the "Content"), is protected by international copyright and other intellectual property laws. The Content is owned by PoolExpert, its affiliates or third party licensors. Any use of the Content, including but not limited to, modification, distribution, reproduction, republication, transmission, posting, reposting, transfer, uploading, duplication or selling without the prior written permission of PoolExpert is strictly prohibited.
PoolExpert logo or products referenced or used herein are either trademarks or registered trademarks of PoolExpert The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
7. SPECIFIC UNDERTAKINGS OF THE USER
The User undertakes as follows in favour of PoolExpert:
- it shall not, directly or indirectly, contest, usurp or infringe any of the Intellectual Property Rights, Titles and Interests of PoolExpert or third party developers, nor shall it participate in or facilitate the commission of such acts;
- it shall not banish, delete or manipulate banner ads;
- it shall not copy or reproduce all or part of the Site in any manner whatsoever, nor shall it allow such copying or reproduction, unless it has obtained PoolExpert prior written consent;
- it shall not reverse engineer, decompile, disassemble, decode or decrypt all or part of the Site, nor shall it otherwise access its source code, and it shall not participate in, or promote the commission of any such act, unless it has obtained PoolExpert prior written consent, the whole except as permitted by any legislation allowing such actions notwithstanding the restrictions set forth herein;
- it shall not design or allow the design of similar or derivative site, nor shall it use the Site's specifications in order to design or allow the design of similar or derivative site;
- it shall not modify or alter the Site, correct errors in the Site, or develop or adapt the Site, unless it has obtained the prior written consent by PoolExpert;
- it shall not disable any characteristic or control function of the Site;
- as regards any part of the Site which was designed by a third party developer, it shall not use such part separately from the Site as a whole;
- it shall not sell, market, distribute, license or sub-license the Site or all or part of its Intellectual Property Rights, Titles and Interests in or to the Site, it shall not give a right to use same or give, assign or otherwise transfer same, except in accordance with the provisions of this Agreement;
- it shall not lease, lend or publish the Site, give access thereto or otherwise make same available to anyone whomsoever, except in accordance with the provisions of this Agreement;
- it shall respect all Intellectual Property Rights, Titles and Interests belonging to PoolExpert, third party developers and all other third parties;
- it shall comply with all applicable laws, regulations, treaties and restrictions, in particular those relating to the export of certain site;
- it shall comply with all of PoolExpert requirements and policies regarding the protection of the Intellectual Property Rights, Titles and Interests of PoolExpert or third party developers in and to the Site and the trademarks, as well as in and to any confidential information or materials;
8. CONSEQUENCES FOR FAILING TO COMPLY WITH UNDERTAKINGS
Subject to all PoolExpert other rights and recourses, PoolExpert shall be entitled to terminate this Agreement, without notice or demand, in any of the following cases:
- if the User does not comply with all or part of its undertakings as set forth hereinabove; or
- if the User does something or fails to do something such that the consequences of such commission or omission adversely affect or are likely to adversely affect the Intellectual Property Rights, Titles and Interests of PoolExpert, third party developers or other third parties.
9. MEMBER ACCOUNT, PASSWORD, AND SECURITY
To register for the service, you must complete the registration process by providing us with current, complete and accurate information as prompted by the Registration Form, including e-mail address (username) and password. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify PoolExpert immediately of any unauthorized use of your account or any other breach of security.
10. TECHNICAL SUPPORT
During the season, PoolExpert will provide technical support with respect to the Site, at no cost to the User. In particular, but without limiting the generality of the foregoing, PoolExpert will, within a reasonable deadline, correct any problem or defect affecting the the Site.
11. LIMITATION OF WARRANTY
The Site shall be provided "AS IS", without any express or implied warranty of any kind or scope whatsoever.
THE LICENSEE EXPRESSLY WAIVES THE RIGHT TO MAKE ANY WARRANTY CLAIM.
12. LIMITATION OF LIABILITY
- PoolExpert shall not be liable in any event for damages, whether direct or indirect, special or general, consequential or incidental, arising from the use of this Site.
- The Site contains links to other sites. Clicking on any of these links will take you away from the Site. PoolExpert is not responsible for the privacy practices or the content of such Web sites. Any personal information that you submit to these sites are subject only to the privacy policies that they offer. PoolExpert is not responsible for privacy breakdowns which occur on other sites.
UNDER NO CIRCUMSTANCES WILL PoolExpert (INCLUDING, IF APPLICABLE, ITS SUBSIDIARIES AND PARENT COMPANY, AND ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EXECUTIVES, EMPLOYEES, ASSOCIATES AND DEVELOPERS) BE HELD LIABLE TOWARDS THE USER OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY.
If all or part of any section, paragraph or provision of this Agreement is held invalid or unenforceable, it shall not have any effect whatsoever on any other section, paragraph or provision of this Agreement, nor on the remainder of the said section, paragraph or provision, unless otherwise expressly provided for in this Agreement.
The headings in this Agreement have been inserted solely for ease of reference and shall not modify, in any manner whatsoever, the meaning or scope of the provisions hereof.
15. NO WAIVER
Under no circumstances shall the failure, negligence or tardiness of a PoolExpert as regards the exercise of a right or a recourse provided for in this Agreement be considered to be a waiver of such right or recourse.
16. NUMBER AND GENDER
Where appropriate, the singular number set forth in this Agreement shall be interpreted as the plural number, and the gender shall be interpreted as masculine, feminine or neuter, as the context dictates.
17. GOVERNING LAW
This Agreement shall be construed and enforced in accordance with the laws in force in the province of Quebec, Canada.
18. MODIFICATIONS TO TERMS OF SERVICE AND OTHER POLICIES
PoolExpert reserves the right to change its terms of service policy at any time and to notify you by posting an updated version of the policy on this Web site. You are responsible for regularly reviewing the policy. Continued use of the service after any such changes shall constitute your consent to such changes.