Terms and Conditions of Use

The Self Serve Digital Dining app is the property of Triclinium Digital Inc. (the “Corporation”).

These Terms and Conditions of Use (the “Terms of Use”) apply to the Self Serve Digital Dining mobile application and the Self Serve Digital Dining website found at www.selfservedigital.com (collectively the “Platforms”). Any reference herein to the “Platforms” shall as applicable mean either the mobile application or the Self Serve Digital Dining website found at www.selfservedigital.com, or both.

1. Acceptance of Terms

BY USING THE PLATFORMS, YOU AGREE TO AND ACCEPT THESE TERMS OF USE, WHETHER OR NOT YOU CREATE AN ACCOUNT ON THE PLATFORMS. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS SET OUT IN THESE TERMS OF USE, YOU MUST IMMEDIATELY CEASE USING AND ACCESSING THE PLATFORMS AND ANY CONTENT, SERVICES OR PRODUCTS CONTAINED IN OR AVAILABLE FROM THE PLATFORMS.

The Corporation reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time by posting such changes on the Platforms It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Platforms following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms of Use, the Corporation grants you a personal, non-exclusive, non-transferable, limited, and revocable privilege to enter and use the Platforms.

By creating an account on the Platforms, you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by emailing the Corporation at Info@onenineventures.com with “Cancel” in the subject line. To view and retain a copy of this disclosure, you will need (i) a device (such as a computer or mobile phone) with a web browser and Internet access and (ii) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, email the Corporation at Info@onenineventures.com with contact information and the address for delivery.

2. Intellectual Property

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content“), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Platforms is owned by the Corporation, clients of the Corporation or former clients of the Corporation, and is protected by trade dress (distinguishing guise), copyright, and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as expressly provided in these Terms of Use, you agree not to copy, reproduce, republish, upload, post, publicly display, encode, translate, adapt, alter, modify, rent, lease, loan, sell, reverse-engineer, transmit or distribute any part of Platforms or any Content in any way (including “mirroring”) to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without the owner’s express prior written consent.

You may use Downloadable Information about the Corporation’s products and services (including, but not limited to, case studies, sample work, and similar materials) purposely made available by the Corporation for downloading from the Platforms, provided that you agree to (1) not remove any proprietary notice language in all copies of such Downloadable Information, (2) use such Downloadable Information only for your personal, non-commercial informational purpose and do not copy or post such Downloadable Information on any networked computer or broadcast it in any media, (3) make no modifications to any Downloadable Information, and (4) not make any additional representations or warranties relating to such Downloadable Information.

3. Your Use of the Platforms

You agree not to attempt to gain unauthorized access to any portion or feature of the Platforms, or any other systems or networks connected to the Platforms or to any of the Corporation’s servers, or to any of the services offered on or through the Platforms, by hacking, password “mining” or any other illegitimate means.

You agree not to probe, scan, or test the vulnerability of the Platforms or any network connected to the Platforms, nor breach the security or authentication measures on the Platforms or any network connected to the Platforms. You agree not to reverse look-up, trace, or seek to trace any information on any other user of or visitor to the Platforms, or any other customer of the Corporation, including any account not associated with you, to its source, or exploit the Platforms or any service or information made available or offered by or through the Platforms, in any way for any purpose, including, but not limited to, revealing personal identification or information, other than your own information, as provided for by the Platforms.

You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Platforms or the Corporation’s systems or networks, or any systems or networks connected to the Platforms or to the Corporation.

Any of the Platforms, regardless of how or where it is downloaded, is licensed, not sold, to you for use only under these Terms of Use. The Corporation reserves all rights not expressly granted to you.

4. Accounts, Passwords, and Security

The Platforms may require you to open an account (including setting up a user identification and password). You agree to provide truthful information when requested. By accessing the Platforms

you explicitly agree to the Platforms’ Terms of Use and Privacy Policy, including any amendments made to the Platforms from time to time. You agree you are entirely responsible for maintaining the confidentiality of the information you hold for your account, including your password, and for any and all activity that occurs under your account. You agree to notify the Corporation immediately of any unauthorized use of your account or password, or any other breach of security. You agree to be held liable for losses incurred by the Corporation or any other user of the Platforms due to someone else using your user identification, password, or account as a result of your failing to keep your account information secure and confidential.

You agree not to use anyone else’s identification, password, or account at any time without the express permission and consent of the holder of that identification, password, or account. You agree that the Corporation will not be liable for any loss or damage arising from your failure to comply with these obligations.

5. Your Conduct

You agree that all content, including, but not limited to information or data of any kind, whether text, software, code, music or sound, photographs or graphics, video or other materials, made available to the Platforms shall be under the sole responsibility of the person providing the content or the person whose user account is used. You agree that the Platforms may expose you to content that may be objectionable or offensive. The Corporation shall not be responsible to you in any way for the content that appears on the Platforms, nor for any error or omission.

By using the Platforms, or any services provided thereby, you explicitly agree that you shall not:

  • a) Provide any content or conduct yourself in any way that may be or may be construed as: unlawful; illegal; threatening; harmful; abusive; harassing; stalking; tortious; defamatory; libelous; vulgar; obscene; offensive; objectionable; pornographic; designed to interfere or interrupt the Platforms, or any service provided therein; infected with a virus or other destructive or deleterious programming routine; giving rise to civil or criminal liability; or in violation of an applicable local, national, or international law;
  • b) Impersonate or misrepresent your association with any person or entity; forge or otherwise seek to conceal or misrepresent the origin of any content provided by you;
  • c) Collect or harvest any data about other users, except as provided for in the Platforms;
  • d) Except as provided for in the Platforms, provide or use the Platforms for the provision of any content or service in any commercial manner, or in any manner that would involve junk mail, spam, chain letters, pyramid schemes, or any other form of unauthorized advertising, without the Corporation’s prior written consent;
  • e) Provide any content that may give rise to civil or criminal liability of the Corporation, or that may constitute or be considered a violation of any local, national, or international law, including, but not limited to, laws relating to intellectual property including copyright, trademark, patent, or trade secrets;
  • f) Post, transmit, link to or otherwise distribute any materials, information, or content constituting, advocating, or encouraging conduct that would constitute a criminal offense or give rise to civil liability or otherwise use the Platforms in a manner which is contrary to law or would serve to restrict or inhibit any other person from using or enjoying the Platforms;
  • g) Defame, abuse, stalk, harass, threaten, or otherwise violate the legal rights of others, including, but not limited to rights relating to privacy and publicity;
  • h) Post, transmit, link to, or otherwise distribute any information, materials, or content, including, for greater certainty, software, which contains a virus, cancelbot, Trojan horse, worm, or other harmful or disruptive component;
  • i) Cause any nuisance, annoyance, or inconvenience to the Platforms, the Corporation or other users of the Platforms;
  • j) Submit any information or material which is defamatory, offensive, menacing, or obscene to the Platforms or which may cause nuisance, annoyance, damage or offence, or inconvenience to the Platforms, the Corporation or any other person or which is illegal. The Corporation may remove such material from the Platforms at any time without notice to, or consent by, you;
  • k) Use any device, software or routine to interfere or attempt to interfere with the proper working of the Platforms or any transaction being conducted on the Platforms, or with any other person’s use of the Platforms;
  • l) Forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to the Corporation on or through the Platforms or any service offered on or through the Platforms. You agree not to impersonate any other individual or entity; and
  • m) Use the Platforms or any Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of the Corporation or others.

6. Privacy

The Corporation’s Privacy Policy applies to use of the Platform, and its terms and conditions are incorporated into these Terms of Use by reference. Additionally, by using the Platform, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send to the Platforms may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.

You agree that the Platforms and the Corporation may communicate with you, including by sending information, correspondence, and notices to you. These communications may be sent via email, messages, push notification, phone, or otherwise through the contact information associated with your account.

7. Links to Other Sites and Social Networking

The Platforms may contain links to other independent third-party web sites (“Linked Sites”). These Linked Sites are provided solely as a convenience to you and we do not necessarily support or endorse the information. Such Linked Sites are not under the Corporation’s control, and the Corporation is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You agree to make your own independent judgment regarding your interaction with these Linked Sites.

The contents of each Linked Site should be used in compliance with the terms of use stated therein. This includes social networking sites whose content is partially or entirely contributed to by the Corporation or the Platforms.

The Corporation makes and gives no representations, guarantees, conditions or warranties as to the accuracy or any other aspect of the information contained on the Linked Sites, including the goods or services sold or made available therein. The Corporation disclaims all liability and responsibility for the content of the Linked Sites. Furthermore, any link to a Linked Site should not be construed as a suggestion, recommendation, or encouragement by the Corporation of that third party website, or as an endorsement of the products, services, or company described therein. Furthermore, any such link should not be construed as meaning that a special relationship, such as a business partnership, exists between the Platforms or the Corporation and the party running the third party website. Nothing in these Terms of Use grants you any rights or authorizations with respect to any Linked Sites. Any personal information about you or any other individual collected, used, or disclosed by or in connection with the Linked Sites will be subject to the privacy policies of the owners or operators of such Linked Sites, and not of the Platforms or the Corporation.

8. Disclaimers, Limitations of Liability and Indemnification

THE CORPORATION DOES NOT PROMISE THAT THE PLATFORMS OR ANY CONTENT, SERVICE OR FEATURE OF THE PLATFORMS WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE PLATFORMS WILL PROVIDE SPECIFIC RESULTS. THE PLATFORMS AND THEIR CONTENT ARE DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. IF YOUR MOBILE DEVICE OR COMPUTER DO NOT SUPPORT RELEVANT TECHNOLOGY INCLUDING ENCRYPTION, YOU MAY NOT BE ABLE TO USE CERTAIN SERVICES OR ACCESS CERTAIN INFORMATION ON THE PLATFORMS. ALL INFORMATION PROVIDED ON THE PLATFORMS IS SUBJECT TO CHANGE WITHOUT NOTICE. THE CORPORATION CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE PLATFORMS WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. THE CORPORATION DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE CORPORATION DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE PLATFORMS AND/OR ANY OF THE CORPORATION’S SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE PLATFORMS AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST THE CORPORATION FOR DISSATISFACTION WITH THE PLATFORMS OR ANY CONTENT IS TO STOP USING THE PLATFORMS OR ANY SUCH CONTENT.

The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.

The Corporation reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Platforms, or any portion of the Platforms, for any reason; (2) to modify or change the Platforms, or any portion of the Platforms, and any applicable policies or terms; and (3) to interrupt the operation of the Platforms, or any portion of the Platforms, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Except where prohibited by law, in no event will the Corporation be liable for any indirect, consequential, exemplary, incidental, special, compensatory, aggravated, or punitive damages; damages for economic loss, loss of income, loss of business profits, business interruption, loss of data or business information, loss of or damage to property, or failure to realize expected revenues, savings or other results of any kind; claims of third parties; or, other pecuniary loss, arising out of or related to these Terms of Use, the Privacy Policy, the Platforms, or any Linked Site.

Notwithstanding the other provisions of these Terms of Use, the Corporation’s cumulative liability shall in no event exceed the total of any fees, subscription or similar payment made to the Corporation with respect to any feature of or on the Platforms made prior to the date of the initial

claim made against the Corporation (but not including amounts paid for creative, development, consultation, project management or similar services, or any amounts paid for software licenses, goods, materials or similar fees related to projects outside the scope of the Platforms).

You agree to indemnify and hold the Corporation, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries, affiliates, related parties, independent contractors, advertisers, partners, and co-branders harmless from any and all demands, loss, liability, claims or expenses (including legal fees on a solicitor-own client basis), made against the Corporation by any third party due to or arising out of or in connection with your use of the Platforms, your provision of content, your violation of these Terms of Use, or any other violation of the rights of another person or party.

9. Vendors and Contractors
You understand that the Corporation provides a technology platform connecting you with independent food service providers who wish to offer their services and wares on the Platforms (the “Vendors”), and independent third-party contractors who provide delivery services (the “Contractors”). You acknowledge and agree that the Corporation does not itself prepare or serve food or offer delivery services and has no responsibility or liability for the acts or omissions of any Vendor or any Contractor. Through the Platforms, the Corporation provides a technology platform facilitating the transmission of orders and payment by users of the Platforms to Vendors for the purposes of dine-in service of for pickup or delivery by Contractors. The Corporation will not assess or guarantee the suitability, legality or ability of any Contractor or Vendor. You agree that the Corporation is not responsible for the Vendors’ food preparation, food presentation, description or images of the food, or the safety of the food, and does not verify the Vendors’ compliance with applicable laws or regulations. The Corporation has no responsibility or liability for acts or omissions by any Vendor or Contractor.

You understand that the Corporation provides a technology platform connecting you with independent food service providers who wish to offer their services and wares on the Platforms (the “Vendors”), and independent third-party contractors who provide delivery services (the “Contractors”). You acknowledge and agree that the Corporation does not itself prepare or serve food or offer delivery services and has no responsibility or liability for the acts or omissions of any Vendor or any Contractor. Through the Platforms, the Corporation provides a technology platform facilitating the transmission of orders and payment by users of the Platforms to Vendors for the purposes of dine-in service of for pickup or delivery by Contractors. The Corporation will not assess or guarantee the suitability, legality or ability of any Contractor or Vendor. You agree that the Corporation is not responsible for the Vendors’ food preparation, food presentation, description or images of the food, or the safety of the food, and does not verify the Vendors’ compliance with applicable laws or regulations. The Corporation has no responsibility or liability for acts or omissions by any Vendor or Contractor.

All users of the Platforms, Vendors and Contractors are required to register on the Platforms and use their full legal name and contact information. You consent to the Corporation’s use on or in connection with the Platforms of your name, likeness, photograph, biographical information and other personal information provided by you to the Platforms or publicly available about you.

Any opinions, advice, or information expressed by the Vendors or the Contractors using the Platforms are those of the business or individual alone and such opinions, advice, or information does not necessarily reflect the opinions of the Corporation.

The inclusion of the Vendors and Contractors on the Platforms do not imply recommendation or endorsement of such Vendors or Contractors nor is such information intended as a tool for verifying the credentials, qualifications, or abilities of any Vendors or Contractors contained therein.

The opinions, advice, and information provided by the Vendors is provided on an “as-is” basis and the Corporation disclaims all warranties, either express or implied, and the Corporation shall in no event be liable to you or to anyone for any decision made or action taken by any party in reliance on information about or from the Vendors on the Platforms.

Descriptions of the Vendors’ products and services advertised on the Platforms are provided by the Vendors or other referenced third parties. The Corporation is not responsible for any claims associated with the description of the products and services of the Vendors.

You agree you are solely responsible for your direct interactions with the Vendors and Contractors. To the extent permitted under applicable laws, you hereby release the Corporation from any and all claims or liability related to any product or service of a Vendor or Contractor, regardless of whether such product or service is available through the Platforms, any action or inaction by a Vendor or Contractor, including, but not limited to, any harm caused to you by action or inaction of a Vendor or Contractor, a Vendor’s or Contractor’s failure to comply with applicable law and/or any other product or service purchased or obtained by you from the Vendor or Contractor, and any conduct, speech or content, whether online or offline, of any other third party.

10. Payment

You agree that:

  • a) The prices for the products and services offered on the Platforms may differ from the prices offered by the Vendors on their own or third party websites and that such prices may not be the lowest prices at which the products and services are sold;
  • b) The Corporation has no obligation to itemize its costs, profits or margins when publishing such prices;
  • c) The Corporation reserves the right to change such prices at any time, at its discretion; and
  • d) All payments made under the Platforms are processed by third party payment services provides as the Corporation may choose from time to time (the “Providers”). The Corporation may share with the Providers any required financial information, banking details, and transaction details related to your use of the Providers’ services and the Platforms.

You are liable for all transaction taxes, including goods and services/harmonized sales taxes, for any goods and services purchased through the Platforms (other than taxes based on the Corporation’s income). Payment will be processed by the Corporation using the preferred payment method designated in your account on the Platforms.

Charges paid by you for completed and delivered orders are final and non-refundable. The Corporation has no obligation to provide refunds or credits and shall only grant them in the Corporation’s sole discretion.

11. Communications and Advertisements

You agree to grant the Platforms and the Corporation the right (1) to communicate with you, (2) to provide advertising and other information to you, and (3) to allow our Partners to do the same. In any part of the Platforms, the Content you view, including its selection and placement, may be influenced by commercial considerations, including, but not limited to, agreements with Partners and third parties.

12. Violation of These Terms of Use

You agree that the Corporation may disclose any information we have about you (including your identity) without notice or consent if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Platforms, or to protect the Corporation’s rights or property, or the rights or property of visitors to or users of the Platforms, including the Corporation’s customers. The Corporation reserves the right at all times to disclose any information that the Corporation deems necessary to comply with any applicable law, regulation, legal process or governmental request. The Corporation may disclose your information without notice or consent when the Corporation determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.

You acknowledge and agree that the Corporation may preserve any transmittal or communication by you with the Corporation through the Platforms or any service offered on or through the Platforms, and may also disclose, without consent or notice, such data if required to do so by law or the Corporation determines that such preservation or disclosure is reasonably necessary to (1) comply with legal process, (2) enforce these Terms of Use, (3) respond to claims that any such data violates the rights of others, or (4) protect the rights, property or personal safety of the Corporation, its employees, users of or visitors to the Platforms, and the public.

You agree that the Corporation may, in its sole discretion and without prior notice, terminate your access to the Platforms and/or block your future access to the Platforms, for cause, which includes, but is not limited to (1) we determine that you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Platforms, (2) requests by law enforcement or other government agencies, (3) a request by you (self-initiated account deletions), (4) discontinuance or material modification of the Platforms or any service offered on or through the Platforms, or (5) unexpected technical issues or problems. You also agree that any

violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to the Corporation, for which monetary damages would be inadequate, and you consent to the Corporation obtaining any injunctive or equitable relief that the Corporation deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies the Corporation may have at law or in equity.

If the Corporation initiates any legal action against you as a result of your violation of these Terms of Use, the Corporation will be entitled to recover from you, and you agree to pay, all reasonable legal fees and costs of such action, in addition to any other relief granted to the Corporation. You agree that the Corporation will not be liable to you or to any third party for termination of your access to the Platforms.

13. App Stores

You acknowledge and agree that the availability of the Self Serve Digital Dining mobile application is dependent on the third party from which you received the Self Serve Digital Dining mobile application license (“App Store”). You acknowledge and agree that this Agreement is between you and the Corporation and not with the App Store. Except as otherwise provided in these Terms of Use, the Corporation is solely responsible for the Self Serve Digital Dining mobile application, the content thereof, maintenance, support services and warranty therefor, and addressing any claims relating thereto. In order to use the Self Serve Digital Dining mobile application, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Self Serve Digital Dining mobile application. You agree to comply with, and your license to use the Self Serve Digital Dining mobile application is conditioned upon your compliance with, all applicable third-party terms of agreement when using the Self Serve Digital Dining mobile application. You represent and warrant that you are not located in a country that is subject to a Canadian Government, or that has been designated by Canadian Government as a “terrorist supporting” country, and you represent and warrant that you are not listed on any Canadian Government list of prohibited or restricted parties. You acknowledge and agree that each App Store (and its affiliates) is an intended third-party beneficiary of this Agreement and has the right to enforce the terms and conditions of this Agreement.

14. Feedback and Ratings and Reviews

Any feedback or information you provide at or through the Platforms in any way (the “Feedback”) shall be deemed to be non-confidential, and you agree that any submission of Feedback is at your own risk and that the Corporation has no obligations with respect to such Feedback. The Corporation shall be free to use such information on an unrestricted basis, and you hereby grant the Corporation a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, fully sublicenseable right and license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works, distribute and/or otherwise use such Feedback.

To the extent that you are asked to rate and post reviews of Vendors or Contractors (“Ratings” and “Reviews”), such Ratings and Reviews shall be governed by these Terms of Use. Ratings and Reviews are not endorsed by the Corporation and do not represent the views of the Corporation or its affiliates. The Corporation shall have no liability for Ratings and Reviews or for any claims for economic loss resulting from such Ratings and Reviews. Because we strive to maintain a high level of integrity with respect to Ratings and Reviews posted or otherwise made available through the Platforms, you agree that: (i) you will base any Rating or Review on first-hand experience with the Vendors or Contractors; (ii) you will not provide a Rating or Review for any Vendor for which you have an ownership interest, employment relationship or other affiliation or for any of that Vendor’s competitors; (iii) you will not submit a Rating or Review in exchange for payment, free food items, or other benefits from a Vendor; and (iv) your Ratings and Reviews will comply with the terms of these Terms of Use. If we determine, in our sole discretion, that any Rating or Review could diminish the integrity of the Ratings and Reviews or otherwise violates these Terms of Use, we may remove such Ratings and Reviews without notice.

15. Governing Law; Dispute Resolution

You agree that all matters relating to your access to or use of the Platforms, including all disputes, will be governed by the laws and courts of Alberta without regard to its conflicts of laws provisions, and you agree to waive any objection to such jurisdiction or venue. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and legal fees. In the event of any controversy or dispute between the Corporation and you arising out of or in connection with your use of the Platforms, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.

16. Void Where Prohibited

The Corporation administers and operates the Platforms from a location in Canada; other apps or websites owned of the Corporation may be administered and operated from various locations outside Canada. The Corporation reserves the right to limit, at its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Platforms is void where prohibited. If you choose to access the Platforms from outside Canada, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

17. Miscellaneous

You agree not to use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Platforms, in violation of any applicable laws or regulations, including without limitation Canadian export laws and regulations.

18. Severability

If any of the provisions of these Terms of Use are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms of Use, so that these Terms of Use shall remain in full force and effect. These Terms of Use constitute the entire agreement between you and the Corporation with regard to your use of the Platforms and any and all other written or oral agreements or understandings previously existing between you and the Corporation with respect to such use are hereby superseded and cancelled. The Corporation will not accept any counter-offers to these Terms of Use, and all such offers are hereby categorically rejected. The Corporation’s failure to insist on or enforce strict performance of these Terms of Use shall not be construed as a waiver by the Corporation of any provision or any right it has to enforce these Terms of Use, nor shall any course of conduct between the Corporation and you or any other party be deemed to modify any provision of these Terms of Use. These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties.

19. Assignment

These Terms of Use, and any rights and licenses granted hereunder, may not be assigned by you without the prior written consent of the Corporation. The Corporation shall be entitled to assign these Terms of Use without restriction.

20. Binding Effect

The rights and obligations under these Terms of Use shall accrue to and be binding upon the affiliates and subsidiaries of the parties hereto, and the successors and permitted assigs of the parties hereto.

21. Entire Agreement

These Terms of Use constitutes the entire agreement between you and the Corporation relating to the subject matter hereof. No promises or understandings, either expressed or implied, exist between you and the Corporation with respect to the subject matter hereof unless contained in these Terms of Use.