1. Terms and Conditions of Use
The following are terms of a legal agreement between you and K.R. Moeller Associates Ltd. on its behalf and on behalf of its subsidiaries and affiliates ("KRM"). By accessing, browsing and/or using this site, you acknowledge that you have read, understood and agree to abide by and comply with all terms, conditions and notices contained in or referenced by these Terms and Conditions of Use. Please read them carefully. You further agree to be governed by any additional terms and conditions that may apply to you arising out your accessing, browsing and/or using of this site, whether contained on this site or in a separate agreement with KRM. In the event of any conflict between these Terms and Conditions of Use and such additional terms and conditions, such additional terms and conditions shall govern to the extent of the conflict. KRM reserves the right, in its discretion, to update or revise these Terms and Conditions of Use and to post such updated or revised Terms and Conditions of Use on this site. If you do not agree to these Terms and Conditions of Use, please do not use this site. Please check the Terms and Conditions of Use periodically for changes. Your continued use of this site following the posting of any changes to the Terms and Conditions of Use constitutes acceptance of those changes.
3. Third Party Information and Links
Any dealings with third parties conducted through the site or Linked Sites, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the third party. KRM shall not be responsible or liable for any part of any such dealings.
4. Your Use Obligations
In consideration of your use of any services provided on this site, you agree to: (a) provide true, accurate, current and complete information about yourself where prompted by this site (such information being the "Personal Data"); and (b) maintain and promptly update the Personal Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or KRM has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, KRM has the right to suspend or terminate any services provided to you by KRM and refuse any and all current or future use of KRM services (or any portion thereof).
You are responsible for all activities undertaken by you using any service provided by KRM, including, without limitation, access to materials on the Internet (whether at a password protected site or not) and use of email. All such activities are at your own risk. You shall not use, nor permit others to use, this site or any KRM services provided through this site in a manner or for a purpose contrary to these Terms and Conditions of Use. In the event that you access other networks or computing resources, you agree to abide by their respective usage policies. You are responsible for all activities that occur under your password or account, and will keep your password(s) confidential. You will immediately notify us of any unauthorized use of your password or account or any other breach of security. You will not disrupt the functioning of the site, solicit another user's password, or otherwise act in a way that interferes with other users' use of the site. Nor may you post or distribute any computer program that damages, detrimentally interferes with, surreptitiously intercepts, or expropriates any system, data, or personal information. When you visit this site or send e-mails to KRM, you are communicating with KRM electronically, and you consent to receiving communications from KRM electronically. KRM will communicate with you by e-mail or by posting notices on this website. You agree that all agreements, notices, disclosures and other communications that KRM provides to you electronically satisfy any legal requirement that such communications be in writing. Any feedback that you provide shall be deemed to be non-confidential.
KRM does not claim ownership of the materials you provide to KRM in any way. However, by posting, uploading, inputting, providing or submitting any such materials, you are granting KRM and any necessary sublicensees permission to use your submitted materials in connection with the operation of its business, including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your submitted material; and to publish your name and any contact information you approve of in connection with your submitted material. No compensation will be paid with respect to the use by KRM of your submitted material, as provided herein. KRM is under no obligation to post or use any material you may provide and KRM may remove any such material at any time in its sole discretion. By posting, uploading, inputting, providing or submitting your material you warrant and represent that you own or otherwise control all of the rights to your material(s) as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the material(s). Notwithstanding the foregoing, any suggestions, improvements or modifications to KRM products and services ("Enhancements") made by you or anyone acting on your behalf, including your employees, will be the property of KRM without any further consideration to you, whether or not such Enhancements are incorporated into KRM products and services.
5. Prohibited Uses
You may not use this site and/or KRM services in any manner which could damage, disable, overburden, or impair this site and/or any KRM services (or the network(s) connected to such site or services) or interfere with any other party's use and enjoyment of this site and/or KRM services. You may not attempt to gain unauthorized access to this site and/or any KRM service, other accounts, computer systems or networks connected to this site, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available to you through this site.
KRM reserves the right at all times to disclose any information as KRM deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in KRM's sole discretion.
6. Non-Commercial Use
Access to this site is for personal use only. 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 this site for any public, business or commercial purpose, without KRM's express prior written consent.
7. International Use
As this site may be accessed globally, if you choose to access this site from locations other than the United States or Canada, you do so on your own initiative and you are responsible for compliance with all applicable local use controls, laws and regulations, including those relating to the transmission of technical data exported from or imported to Canada or the country in which you reside. Notwithstanding the foregoing, KRM makes no representation that materials on this site are appropriate or available for use in locations outside the United States or Canada, as applicable, and accessing them from territories where their contents are illegal is prohibited.
All content and software (if any) that is made available to view and/or download in connection with this site, including without limitation text, audio, graphics, user interfaces, visual interfaces, photographs, images, trade-marks, logos, sounds, music, artwork and computer code, but excluding content and/or software that may be made available by end-users through a Communication Service, ("Software") is owned, controlled, or licensed by or to KRM, and is the copyrighted work of KRM and/or its suppliers and is protected by copyright laws and international treaty provisions. Your use of the Software is governed by the terms of the software license agreement, if any, which accompanies or is included with the Software ("License Agreement"). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms.
In the event that any Software is not accompanied by a license agreement, it shall be governed by the terms of KRM's Software License Agreement.
You further agree that you will not download any content or software without complying with all applicable use controls, laws and regulations, and you warrant that you will not download any content or software where such downloading is prohibited by local laws.
By making any purchase from KRM through this site, you agree to abide and be bound by the terms and conditions of KRM's End-User Agreement or KRM's Terms and Conditions of Purchase, as applicable, along with any other terms and conditions that you agree to in the course of making your purchase. You further agree that you will not make any purchase from this site without complying with all applicable laws and regulations, and you warrant that you will not make any purchases through this site where such purchase is prohibited by local laws. You acknowledge that all purchases made by you through this site are for your internal or personal use only, and are not for resale or export, unless you are a duly authorized distributor of KRM.
10. Disclaimer of Warranties
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND OTHER CONTENT CONTAINED IN THIS SITE, OR OBTAINED FROM A LINKED SITE IS PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY OR ACCURACY. KRM HAS MADE REASONABLE EFFORTS TO POST CURRENT AND ACCURATE INFORMATION ON THIS SITE; HOWEVER, KRM ASSUMES NO RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES WHATSOEVER IN THE INFORMATION PROVIDED IN THIS SITE. UNDER NO CIRCUMSTANCES WILL KRM BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THIS SITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ANY INFORMATION PROVIDED, AND USE OF THIS SITE IS SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
11. Limitation of Liability
YOU SPECIFICALLY AGREE THAT KRM SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH THIS SITE.
IN NO EVENT SHALL KRM BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, (INCLUDING WITHOUT LIMITATION, THOSE RESULTING FROM: (1) RELIANCE ON THE MATERIALS PRESENTED, (2) COSTS OF REPLACEMENT GOODS, (3) LOSS OF PROFITS, (4) DELAYS OR BUSINESS INTERRUPTIONS, (5) AND ANY THEORY OF LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE THIS SITE, WHETHER OR NOT KRM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Upon reasonable request by KRM, you agree to defend, indemnify, and hold harmless KRM and its employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney's fees, that arise from your use or misuse of this site, your connection to this site and/or KRM services, your non-compliance with these terms and conditions of use, or your violation of any third-party rights. KRM reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with KRM in asserting any available defenses.
13. Content Submitted to KRM by You
By posting, uploading, inputting, providing or submitting any information to this site, you consent to KRM's collection of such information, and you grant KRM, its affiliated companies and necessary sublicensees permission and a worldwide royalty-free license to use such submitted information in connection with the operation of this site and its business, including, without limitation, the worldwide, royalty-free rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your submitted information; and to publish your name any contact information you approve of in connection with your submitted information. No compensation will be paid with respect to the use of your submitted information. KRM is under no obligation to post or use any information you may provide and KRM may remove any such information at any time in its sole discretion. For greater certainty, KRM does not claim ownership to any information that you may provide to KRM, unless otherwise expressly provided. Notwithstanding the foregoing, any Enhancements made by you or anyone acting on your behalf, including your employees, will be the property of KRM without any further consideration to you, whether or not such Enhancements are incorporated into KRM products and services.
14. Intellectual Property Rights
LogiSon, Archoustics, Scamp, AccuMask and Acoustic Comfort are registered trademarks of 777388 Ontario Limited and used under license by KRM. All other trademarks, service marks and logos used and displayed on this site are registered and unregistered trademarks of KRM. The above noted trademarks and trade dress may not be used in connection with any product or service that has not been authorized by KRM, or in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits 777388 Ontario Limited or KRM. All other trade-marks not owned by 777388 Ontario Limited or KRM that appear on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by 777388 Ontario Limited or KRM.
Neither you nor anyone acting on your behalf, including your employees, acquire any intellectual property or other proprietary rights, including patents, designs, trademarks, copyright or trade-secrets, relating to the contents of this site, including without limitation, software and information, except as otherwise expressly specified in an appropriate license or other mutually agreed upon, written agreement that you may have with KRM. Any grants not expressly granted herein are reserved. All contents of this site are copywrited by KRM. All rights reserved.
15. Modifications to Services Provided
KRM reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, any services (including email services) provided through this site (or any part thereof) with or without notice, or in accordance with the terms of your separate written agreement with KRM. You agree that KRM shall not be liable to you or to any third party for any modification, suspension or discontinuance of such services.
All demands, notices, communications and reports required under these terms and conditions of use, including any notice of infringement of your copyright, shall be in writing and shall be either sent by facsimile transmission with confirmation to the number specified below or personally delivered or sent by reputable overnight courier services (delivery charges prepaid) to KRM at the address specified below:
3-1050 Pachino Court
Burlington, Ontario, L7L 6B9, Canada
17. General Provisions
This agreement is governed by the laws of the Province of Ontario, Canada, without regard to conflict of laws provisions, and you agree to submit to the exclusive jurisdiction of the courts located in the Province of Ontario, Canada. The parties expressly agree that neither the United Nations Convention on Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act shall apply to these terms and conditions of use or to any contracts relating to goods or services obtained through this site. No joint venture, partnership, employment, or agency relationship exists between you and KRM as a result of this agreement or use of this site and/or KRM services. KRM's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of KRM's right to comply with governmental, court and law enforcement requests or requirements relating to your use of this site, KRM services or information provided to or gathered by KRM with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between you and KRM with respect to this site and KRM services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and KRM with respect to this site and KRM services. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express will of the parties that this agreement and all related documents have been drawn up in English. C'est la volonté expresse des parties que la présente convention ainsi que les documents qui s'y rattachent soient rédigés en anglais.