Acceptance of the Website Terms and Conditions of Use
These websiteterms and conditions of use for www.morize.ca constitute a legal agreement andare entered into by and between you and Morize (”Company,” “we,” “us,” “our”).The following terms and conditions[, together with any documents and/oradditional terms they expressly incorporate by reference] ([collectively, ]these “Terms and Conditions”), govern your access to and use, including anycontent, functionality, and [services] offered on or through www.morize.us (the“Website”). [BY USING THEWEBSITE [OR BY CLICKING TO ACCEPT THE TERMS AND CONDITIONS], YOU ACCEPT ANDAGREE TO BE BOUND AND COMPLY WITH THESE TERMS AND CONDITIONS [AND OUR PRIVACYPOLICY, FOUND AT [INSERT LINK], INCORPORATED HEREIN BY REFERENCE].] [IF YOU DONOT AGREE TO THESE TERMS AND CONDITIONS [OR THE PRIVACY POLICY], YOU MUST NOTACCESS OR USE THE WEBSITE.] [By using thisWebsite, you represent and warrant that you are the legal age of majority underapplicable law to form a binding contract with the Company and meet all of theforegoing eligibility requirements. If you do not meet all of theserequirements, you must not access or use the Website.]
Modifications to the Terms and Conditions and to the Website
We reserve theright in our sole discretion to revise and update these terms and conditionsfrom time to time. Any and all such modifications are effective immediatelyupon posting and apply to all access to and continued use of the Website. Youagree to periodically review the terms and conditions in order to be aware ofany such modifications and your continued use shall be your acceptance ofthese. The informationand material on this Website, and the Website, may be changed, withdrawn, orterminated at any time in our sole discretion without notice. We will not beliable if, for any reason, all or any part of the Website is restricted tousers or unavailable at any time or for any period.
Your Use of the Website and Account Set-Up and Security
The security ofyour personal information is very important to us. We use physical, electronic,and administrative measures designed to secure your personal information fromaccidental loss and from unauthorized access, use, alteration, and disclosure. The safety andsecurity of your information also depends on you. Users are responsible forobtaining their own access to the Website. Users are required to ensure thatall persons who access the Website through a user’s internet connection areaware of these Terms and Conditions and comply with them. The Website,including content or areas of the Website, may require user registration. It isa condition of your use of the Website that all the information you provide onthe Website is correct, current, and complete. Unfortunately, thetransmission of information via the Internet is not completely secure. Althoughwe do our best to protect your personal information, we cannot guarantee thesecurity of your personal information transmitted to our Website. Any transmissionof personal information is at your own risk. We are not responsible forcircumvention of any privacy settings or security measures contained on theWebsite. Your provision ofregistration information and any submissions you make to the Website throughany functionality such as applications, chat rooms, e-mail, message boards,personal, or interest group web pages, profiles, forums, bulletin boards, and[other such functions/account forms, dashboard logins, and account logins(collectively, “Interactive Functions”) constitutes your consent to all actionswe take with respect to such information consistent with our Privacy Policy. Any username,password, or any other piece of information chosen by you, or provided to youas part of our security procedures, must be treated as confidential, and youmust not disclose it to any other person or entity. You must exercise cautionwhen accessing your account from a public or shared computer so that others arenot able to view or record your password or other personal information. Youunderstand and agree that should you be provided an account, your account ispersonal to you and you agree not to provide any other person with access tothis Website or portions of it using your username, password, or other securityinformation. You agree to notify us immediately of any unauthorized access toor use of your username or password or any other breach of security. You alsoagree to ensure that you logout from your account at the end of each session.You are responsible for any password misuse or any unauthorized access. We reserve theright at any time and from time to time, to disable or terminate your account,any username, password, or other identifier, whether chosen by you or providedby us, in our sole discretion for any or no reason, including any violation ofany provision of these Terms and Conditions. You are prohibitedfrom attempting to circumvent and from violating the security of this Website,including, without limitation: (a) accessing content and data that is notintended for you; (b) attempting to breach or breaching the security and/orauthentication measures which are not authorized; (c) restricting, disruptingor disabling service to users, hosts, servers, or networks; (d) illicitlyreproducing TCP/IP packet header; (e) disrupting network services and otherwisedisrupting Website owner’s ability to monitor the Website; (f) using any robot,spider, or other automatic device, process, or means to access the Website forany purpose, including monitoring or copying any of the material on theWebsite; (g) introducing any viruses, trojan horses, worms, logic bombs, orother material that is malicious or technologically harmful; (h) attacking theWebsite via a denial-of-service attack, distributed denial-of-service attack,flooding, mailbombing, or crashing; and (i) otherwise attempting to interferewith the proper working of the Website.
Intellectual Property Rights and Ownership
You understand andagree that the Website and its entire contents, features, and functionality,including, but not limited to, all information, software, code, data text,displays, graphics, photographs, images, video, audio, music, broadcast,design, presentation, website layout, selection, and arrangement, are owned bythe Company, its licensors, or other providers of such material and areprotected in all forms by intellectual property laws including withoutlimitation, copyright, trademark, patent, trade secret, and any otherproprietary rights. The Company name, MorizeFinancial and all related names, logos, product and service names, designs,images, and slogans are trademarks of the Company or its affiliates orlicensors. You must not use such marks without the prior written permission ofthe Company. Other names, logos, product and service names, designs, images,and slogans mentioned, or which appear on this Website are the trademarks oftheir respective owners. Use of any such property, except as expresslyauthorized, shall constitute an infringement or violation of the rights of theproperty owner and may be a violation of federal or other laws and couldsubject the infringer to legal action. You may only usethe Website for your personal and non-commercial use. You shall not directly orindirectly reproduce, compile for an internal database, distribute, modify,create derivative works of, publicly display, publicly perform, republish,download, store, or transmit any of the material on our Website, in any form ormedium whatsoever except: (a) your computer and browser maytemporarily store or cache copies of materials being accessed and viewed; (b) a reasonable number of copies forpersonal use only may be printed keeping any proprietary notices thereon, whichmay only be used for non-commercial and lawful personal use and not for furtherreproduction, publication, or distribution of any kind on any mediumwhatsoever;[/and] (c) one single user copy may be downloadedwith any proprietary notices intact, for your own personal, non-commercial use,conditional on your agreement to be bound by our end user license agreement forsuch downloads[./; and] (d) [in the event social media platform,Instagram, Facebook, google, and twitter, are linked to certain content on ourWebsite, you may take such actions as our Website and such third-party socialmedia platforms permit]. Users are notpermitted to modify copies of any materials from this Website nor delete oralter any copyright, trademark, or other proprietary rights notices from copiesof materials from this site. You must not access or use for any commercialpurposes any part of the Website or any services or materials available throughthe Website. If you print off,copy, or download any part of our Website in breach of these Terms andConditions, your right to use the Website will cease immediately and you must,at our option, return or destroy any copies of the materials you have made. Youhave no right, title, or interest in or to the Website or to any content on theWebsite, and all rights not expressly granted are reserved by the Company. Anyuse of the Website not expressly permitted by these Terms and Conditions is abreach of these Terms and Conditions and may infringe or violate copyright,trademark, and other intellectual property or other proprietary laws.
Conditions of Use and User Submissions and Site Content Standards
As a condition ofyour access and use, you agree that you may use the Website only for lawfulpurposes and in accordance with these Terms and Conditions. The followingcontent standards apply to any and all content, material, and information auser submits, posts, publishes, displays, or transmits (collectively, “submit”)to the website, to other users or other persons (collectively, “UserSubmissions”) and any and all Interactive Functions. Any and all UserSubmissions must comply with all applicable federal, provincial, local, andinternational laws, regulations, and terms of service. Without limitingthe foregoing, you warrant and agree that your use of the Website and any UserSubmissions shall not: (a) In any manner violate any applicablefederal, provincial, local, or international law or regulation including,without limitation, any laws regarding the export of data or software, patent,trademark, trade secret, copyright, or other intellectual property, legalrights (including the rights of publicity and privacy of others) or contain anymaterial that could give rise to any civil or criminal liability underapplicable laws or regulations or that otherwise may be in conflict with theseTerms and Conditions and our Privacy. (b) In any manner violate the terms of useof any third-party website that is linked to the Website, including but notlimited to, any third-party social media website. (c) Include or contain any material that isexploitive, obscene, harmful, threatening, abusive, harassing, hateful,defamatory, sexually explicit or pornographic, violent, inflammatory, ordiscriminatory based on race, sex, religion, nationality, disability, sexualorientation, or age or other such legally prohibited ground or be otherwiseobjectionable, such determination to be made in Company’s sole discretion. (d) Involve stalking, attempting to exploitor harm any individual (including minors) in any way by exposing them toinappropriate content or otherwise or ask for personal information asprohibited under applicable laws, regulations, or code. (e) Involve, provide, or contribute anyfalse, inaccurate, or misleading information. (f) Include sending, knowingly receiving,uploading, downloading, using, or reusing any material that does not complywith the User Submissions and Site Content Standards. (g) Impersonate or attempt to impersonatethe Company, a Company employee, another user, or any other person or entity(including, without limitation, by using email addresses, or screen namesassociated with any of the foregoing). (h) Transmit, or procure the sending of,any advertisements or promotions [without our prior written consent], sales, orencourage any other commercial activities, including, without limitation, any“spam”, “junk mail”, “chain letter”, contests, sweepstakes and other salespromotions, barter, or advertising or any other similar solicitation. (i) Encourage any other conduct thatrestricts or inhibits anyone’s use or enjoyment of the Website, or which, as determinedby us, may harm the Company or users of the Website or expose them toliability. (j) Cause annoyance, inconvenience, orneedless anxiety or be likely to upset, embarrass, or alarm any other person. (k) Promote any illegal activity, or advocate,promote, or assist any unlawful act. (l) Give the impression that they originatefrom or are endorsed by us or any other person or entity, if this is not thecase.
User Submissions: Grant of Licence
The Website maycontain Interactive Functions allowing User Submissions on or through theWebsite. None of the UserSubmissions you submit to the Website will be subject to any confidentiality bythe Company. By providing any User Submission to the Website, you grant us and[our affiliates and service providers, and each of their and] our [respective]licensees, successors, and assigns the right to a world-wide, royalty free,perpetual, irrevocable, non-exclusive licence to use, reproduce, modify,perform, display, distribute, and otherwise disclose to third parties any suchmaterial for any purpose and according to your account settings and/orincorporate such material into any form, medium or technology throughout theworld without compensation to you. You further waive any moral rights or otherrights of authorship as a condition of submitting any User Submission. By submitting theUser Submissions, you declare and warrant that you own or have the necessaryrights to submit the User Submissions and have the right to grant the licencehereof to us and [our affiliates and service providers, and each of their and]our [respective] licensees, successors, and assigns to the User Submissions andcomply with these Terms and Conditions. You represent and warrant that all UserSubmissions comply with applicable laws and regulations and the UserSubmissions and Site Content Standards set out in these Terms and Conditions. You understand andagree that you, not the Company [nor Company’s parent, subsidiaries, affiliatesnor their respective directors, officers, employees, agents, service providers,contractors, licensors, suppliers, or successors], are fully responsible forany User Submissions you submit or contribute, and you are fully responsibleand legally liable, including to any third party, for such content and itsaccuracy. We are not responsible or legally liable to any third party for thecontent or accuracy of any User Submissions submitted by you or any other userof the Website.
Site Monitoring and Enforcement, Suspension, and Termination
Company has theright, without provision of notice to: • Removeor refuse to post on the Website any User Submissions for any or no reason inour sole discretion.• At alltimes, take such actions with respect to any User Submission deemed necessaryor appropriate in our sole discretion, including, without limitation, forviolating the Website and User Submissions and Site Content Standards or Termsand Conditions.• Takeappropriate legal action, including, without limitation, referral to lawenforcement or regulatory authority, or notifying the harmed party of anyillegal or unauthorized use of the Website. Without limiting the foregoing, wehave the right to fully cooperate with any law enforcement authorities or courtorder requesting or directing us to disclose the identity or other informationof anyone posting any materials on or through the Website.• Terminateor suspend your access to all or part of the Website for any or no reason,including, without limitation, any violation of these Terms and Conditions. YOU WAIVE AND HOLD HARMLESS THE COMPANY [AND ITSPARENT, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS,EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES,SUPPLIERS, AND SUCCESSORS] FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTIONTAKEN BY THE COMPANY [AND ANY OF THE FOREGOING PARTIES] RELATING TO ANY,INVESTIGATIONS BY EITHER THE COMPANY [OR SUCH PARTIES] OR BY LAW ENFORCEMENTAUTHORITIES. We have noobligation, nor any responsibility to any party to monitor the Website or itsuse, and do not and cannot undertake to review material that you or other userssubmit to the Website. We cannot ensure prompt removal of objectionablematerial after it has been posted and we have no liability for any action orinaction regarding transmissions, communications, or content provided by anyuser or third party, subject to applicable laws.
No Reliance
The content on ourWebsite is provided for general information purposes only. It is not intendedto amount to advice on which you should rely. You must obtain more specific orprofessional advice before taking, or refraining from, any action or inactionon the basis of the content on our site. Although we makereasonable efforts to update the information on our Website, we make norepresentations, warranties, or guarantees, whether express or implied, thatthe content on our Website is accurate, complete, or up to date. Your use ofthe Website is at your own risk and [neither] the Company [nor its parent,subsidiaries, affiliates, and their respective directors, officers, employees,agents, service providers, contractors, licensors, licensees, suppliers, orsuccessors] [has no/have any] responsibility or liability whatsoever for youruse of this Website. This Website [may]include[s] content provided by third parties, including from other users andthird-party licensors. All statements and/or opinions expressed in any suchthird-party content, other than the content provided by the Company, are solelythe opinions and the responsibility of the person or entity providing thosematerials. Such materials do not necessarily reflect the opinion of theCompany. [The Company/Neither the Company nor its parent, subsidiaries,affiliates, and their respective directors, officers, employees, agents,service providers, contractors, licensors, licensees, suppliers, orsuccessors][has no/have any] responsibility or liability whatsoever to you, orany third party, for the content or accuracy of any third-party materials.
Geographic Restrictions
The owner of theWebsite is based in Toronto in Canada. We provide this Website for use only bypersons located in Canada. This Website is not intended for use in anyjurisdiction where its use is not permitted. If you access the Website fromoutside Canada, you do so at your own risk and you are responsible forcompliance with local laws of your jurisdiction.
Disclaimer of Warranties
YOU UNDERSTAND ANDAGREE THAT YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMSFOUND OR ATTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITSCONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE AREPROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES ORCONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITEDTO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULARPURPOSE, OR NON-INFRINGEMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THATCANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. NEITHER THECOMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVEDIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS,LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY,REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY,RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE WEBSITE ORITS CONTENTS. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ITSPARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS,EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES,SUPPLIERS, OR SUCCESSORS REPRESENT OR WARRANT THAT THE WEBSITE, ITS CONTENT, ORANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE WILL BE ACCURATE,RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OURWEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHERHARMFUL COMPONENTS. WE CANNOT AND DONOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THEINTERNET OR THE WEBSITE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOUARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE WEBSITE AND YOURCOMPUTER, INTERNET, AND DATA SECURITY. TO THE FULLEST EXTENT PROVIDED BY LAW,WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICEATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING,MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHERTECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT,COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THEWEBSITE OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE OR TOYOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
Limitation on Liability
EXCEPT WHERE SUCHEXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL THE COMPANY NORITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS,EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES,SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENTMISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGALTHEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, ORPUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN ANDSUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OFBUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA,AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, BREACHOF PRIVACY, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASONTO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, ORRELIANCE ON, THE WEBSITE, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTYWEBSITES, NOR ANY WEBSITE CONTENT, MATERIALS, POSTING, OR INFORMATION THEREONEVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW.
Indemnification
To the maximumextent permitted by applicable law, you agree to defend, indemnify, and holdharmless the Company, its parent, subsidiaries, affiliates, and theirrespective directors, officers, employees, agents, service providers,contractors, licensors, suppliers, successors, and assigns from and against anyclaims, liabilities, damages, judgments, awards, losses, costs, expenses, orfees (including reasonable attorneys’ fees) arising out of or relating to yourbreach of these Terms and Conditions or your use of the Website, including, butnot limited to, your User Submissions, third-party sites, any use of theWebsite’s content, services, and products other than as expressly authorized inthese Terms and Conditions.
Waiver
[Except asotherwise set forth in this Agreement, no/No] failure to exercise, or delay inexercising, any right, remedy, power, or privilege arising from these Terms andConditions operates, or may be construed, as a waiver thereof; and no single orpartial exercise of any right, remedy, power, or privilege hereunder precludesany other or further exercise thereof or the exercise of any other right,remedy, power, or privilege.
Severability
If any term or provision of these Terms and Conditions is invalid,illegal, or unenforceable in any jurisdiction, such invalidity, illegality, orunenforceability shall not affect any other term or provision of these Termsand Conditions or invalidate or render unenforceable such term or provision inany other jurisdiction.