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1. Acceptance of Terms of UseTHIS IS A LEGAL AGREEMENT BETWEEN you (“You”) and Electronic Time Capsule.com (“ETC or “Us”). IT IS IMPORTANT THAT YOU READ ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY. Clicking “I Agree” indicates your acceptance to be bound by the terms and conditions of this agreement. If you do not accept these terms and conditions, you must not access or use this website (the “Website”) or the SHARE IT FORWARD ELECTRONIC TIME CAPSULE service (the “Service”).ETC may revise this Agreement from time to time. ETC will advise you of changes to this agreement (in accordance with the terms and conditions of this agreement). Your continued use of the Website and the Service after notification of such changes will signify your agreement to any revised terms.2. Who May Use The ServiceWhile the Service may be used for the benefit of minors (those under the age of 18), only those who can form legally binding contracts under applicable law are entitled to create accounts. If you are a minor and you wish to use the Service, (i) you must have an adult create and operate an account on your behalf; (ii) you may access and use any account created for you only in conjunction with and under the supervision of an adult.ETC reserves the right to refuse to provide the Service to anyone at any time without notice for any reason. The provision of the Service is void where prohibited by law.To use the Service you must create an account (“Your Account”) using the registration process provided on the Website. If you are creating an account for the benefit of someone else (particularly a minor) it is your responsibility to ensure that You have the required permission to do so. Once Your Account is created, you can review and update specific information regarding Your Account any time, by signing into Your Account and clicking on “Membership Information” (located under the “Account Manager”).When You create Your Account, You agree (i) to provide true, accurate, current and complete information about yourself as prompted by the registration form; and (ii) to maintain and promptly update the information You provide to keep it true, accurate, current and complete. If we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to limit, suspend, or terminate Your Account or your use of the Service (or any portion thereof). It is important that you keep your contact information (particularly your e-mail address) up-to-date. Failure to advise us of changes in your contact information may mean that you will not receive important notifications from us about your Account and the Service.4. PasswordsTo access and use the Service, You will need a user name and password. It is your responsibility to protect your user name and password. You are responsible for all activity that occurs under Your Account. You agree to notify ETC immediately of any unauthorized use of your password or account or any other breach of security relating to Your Account. We cannot and will not be liable for any loss or damage arising from your failure to protect your password or account information.5. PrivacyWe respect your privacy. Any personal information collected by ETC regarding your use of the Website and the Service is subject to our privacy policy, the terms of which are incorporated herein. Please review our privacy policy to understand our practices.6. Content of the ServiceThe Service allows You to create an account for the creation, storage, and future delivery of electronic messages (including messages in text, audio, and video formats) (“Messages”). The Service also allows You to create a personalized “home page” for Your Account using template materials provided by ETC (or other materials You upload or post to Your Account). You can grant third parties (“Writers”) access to post Messages to Your Account for release at a specified date. Please note that You shall have sole responsibility for the granting of access to Your Account to Writers and determining the suitability of Writers to whom You grant access privileges. We do not screen or verify the identity of any Writers to whom You grant access to Your Account.ETC considers your use of the Service (including the content of the Messages and materials posted or uploaded to Your Account) to be private. ETC does not regularly review any Messages or materials uploaded or posted to Your Account (including Messages posted by any Writer). You may find Messages or materials posted to your account by Writers to be offensive, objectionable, or inappropriate. It is Your responsibility to review and control the content of any Messages or materials posted to Your Account. ETC shall have no responsibility or liability to you in respect of any Messages or materials posted to Your Account. In the event that you find the content of any Messages or materials posted or uploaded to Your Account to be offensive, inappropriate, or objectionable, you may delete the Message or ask the Writer to edit it.Notwithstanding anything in this Agreement (including in our Privacy Policy), to the maximum extent permitted by law, ETC reserves the right from time, and at any time, to access, read, preserve, and disclose any information, Messages or materials posted or uploaded to Your Account (or otherwise transmitted through or using the Website or the Service) it reasonably believes necessary to (i) satisfy any applicable law, regulation, legal process or government request; (ii) enforce this agreement, including investigation of potential violations hereof; (iii) detect, prevent, or otherwise address fraud, security, or technical issues; or (iv) protect the rights, property, or safety of ETC, its users, and the public.7. OwnershipWe do not claim ownership of the Messages or materials posted or uploaded to Your Account. Except as otherwise set out herein, (i) the copyright in all Messages or materials uploaded or posted to Your Account belong to the creator of such Messages or materials (or the party indicated as the owner of such Messages or materials), (ii) all other materials (including without limitation all text, graphics, computer software and code displayed or otherwise accessible through the Website) are protected under Canadian and foreign copyright or other laws, and are owned by ETC, its licensors or the party accredited as the provider of the Content. It is your responsibility to ensure that you have the rights to post or upload any Messages or materials to Your Account or to the accounts of others.EXCEPT AS EXPRESSLY SET OUT HEREIN, ANY USE, REPRODUCTION, ALTERATION, MODIFICATION, PUBLIC PERFORMANCE OR DISPLAY, UPLOADING OR POSTING ONTO THE INTERNET, TRANSMISSION, REDISTRIBUTION OR OTHER EXPLOITATION OF THE WEBSITE OR OF ANY MATERIALS AVAILABLE THROUGH THE WEBSITE OR THE SERVICE, WHETHER IN WHOLE OR IN PART, IS PROHIBITED WITHOUT THE EXPRESS WRITTEN PERMISSION OF ETC.8. Limited License / Back-UpWhen You register for the Service, you are granted a personal, limited, non-exclusive, revocable to license to access and make use of the Service and the tools available through the Website for operating the Service. This license shall continue for so long as Your Account is not limited, suspended, cancelled or terminated.You are entitled once each year during the term of this agreement to download and save the contents of Your Account for the purpose of archiving the Messages and materials in Your Account. Except as expressly provided herein, you may not download (other than page caching) or modify the Website or any portion of it.9. Restrictions on Use of the ServiceThe Service is designed for Your personal, non-commercial use. You may not use the Service in any way that is against the law or which violates the rights of others. Without limiting the generality of the foregoing, you may not (i) use the Service or the Website to post or transmit any unlawful, threatening, abusive, libellous, defamatory, obscene, vulgar, pornographic, profane or indecent information of any kind, including, without limitation, any Messages or materials constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any local, state, provincial, national or international law or regulation; (ii) use the Website or Service to post or transmit any Messages or materials which violates or infringes upon the rights of others, including material which may be an invasion of privacy or publicity rights or which is protected by copyright, patent, trade secret, trademark or other proprietary rights without first obtaining permission from the owner of the rights in such Messages or materials; (iii) use the Website or Service to post or transmit any Messages or materials that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual, which could be harmful to minors, harasses or advocates harassment of another person, or which provides instructional information about illegal activities; (iv) use the Website or Service to post or transmit any Messages or materials which contains a virus or other harmful code; (v) impersonate any other person or forge headers or otherwise manipulate identifiers in order to disguise the origin of any Messages or materials; (vi) use the Website or Service to interfere with or disrupt (or attempt to interfere with or disrupt) the operation the Website and/or the Service or in any manner which, in the sole discretion of [*] and/or its service provider(s), places an undue burden on the computer or network equipment upon which the Website or the Service is hosted or offered.Violation of any of the foregoing may result in limitation, suspension, or termination of this Agreement and your right to use the Service, and may subject you to other legal consequences.10. Termination / Cancellation of the ServiceYou may cancel your subscription to the Service at any time, with or without cause. To cancel your subscription to the Service, click “Manage Your Account” in your “Account Manager”, click “Membership Information”, and follow the instructions. Your cancellation of the Service will not change your obligation to pay all fees charges made in respect of the Service prior to your cancellation or entitle you to a refund of any fees paid to us.We may limit, suspend, or terminate Your right to use the Service at any time if You are in breach of any of the terms and conditions of this agreement, if you fail to pay any fees relating to the Service when they are due or if we believe in our sole discretion, that your actions may cause financial loss or liability for us). Such limitation, suspension, or termination may be without notice. Upon limitation, suspension, cancellation or termination of the Service, your right to use the Service stops immediately (in whole, or to the extent specified in any notice of limitation, suspension, cancellation or termination).Once your right to use the Service has been limited, suspended, or terminated, Your Account will become inactive (in whole or in part) and You will no longer be granted access to Your Account or any of the Messages or materials posted or uploaded to Your Account. We will use reasonable commercial efforts to maintain the Messages and materials posted or uploaded to Your Account for six (6) months from the date of limitation, suspension, or termination of Your Account. In the event that any limitation or suspension of Your Account is lifted, or in the event that your right to use the Service is reinstated, access to the Messages and materials posted in Your Account will be reinstated. You may be required to pay late fees or reinstatement charges to reactivate Your Account. We shall have no liability to you in the event that messages and materials posted to Your Account are not retained or retrievable following the limitation, suspension, cancellation or termination of Your right to use the Service.If we cancel the Service in its entirety, without cause, we will refund to you, on a pro-rata basis, the amount of your annual payment corresponding to the portion of your service remaining immediately before such cancellation.11. PricingThe Service is provided on an annual subscription fee basis. The price of the Service excludes all taxes and any charges you may incur in accessing the service (including, but not limited to, any phone charges, internet service provider charges or currency exchange fees). Please note that we may change the price of the Service from time to time. We will provide notification to you in accordance with the terms and conditions of this agreement prior to any such change in pricing. If you subscribe to the Service using a specific price set out in any offer, that price will remain in force for the time stated in the offer. The use of the Service after such time, however, will be charged at the standard price. All charges for the Service are non-refundable, unless otherwise provided by law.12. Free TrialsWe encourage the evaluation of the Service through free trials. Free trials are only available to first time customers and cannot be combined with any other offer. Your free trial entitles You, during the term of your free trial, to a Service similar to the one available to paying members. Your trial account is kept active for a period of thirty (30) days. While your trial account will enable You to customize Your Account and to create messages, Messages will not be sent until Your Account is activated by subscribing to the Service.13. PaymentYou authorize us to charge the credit card You designate in your registration for the amount of the fees indicated in your registration form and in any form for renewal of your subscription to the Service. You represent and warrant to us that you are authorized to use the credit card indicated in your account registration or renewal. If you provide for alternative payment methods, we will activate Your Account or renew your subscription once we have received payment. Annual fees for the Service are payable each year in advance, upon the anniversary date of the creation of Your Account. Please note that we may limit, suspend or terminate your ability to use the Service if you fail to pay any fees due in respect of the Service when they are due. We may also assess a late fee or reinstatement charge if you do not pay on time or if we limit, suspend or terminate your access to the Service. You must pay these late fees and reinstatement charges when we bill you for them. The late charge will be the lesser of one percent (1%) of the unpaid amount each month, or the maximum rate that is permitted by law.14. BillingWe will provide you with an on-line invoice prior to the expiry of your annual subscription to the Service and an online billing statement. If we make an error on your invoice or statement, we will correct it promptly after You tell us and we investigate the charge. You must tell us within one hundred twenty (120) days after an error first appears on your invoice or statement. You release us from all liability and claims of loss resulting from any error that you do not report to us within one hundred and twenty (120) days after the error first appears on your invoice or statement. If You do not tell us within this time, we will not be required to correct the error. We can correct billing errors at any time.15. Disk Space QuotaThe [ETC Standard Package] includes 50 MB of storage space for Your Account. This is the total space available for the storage of files (including text, photo, video, audio and other files) that may be posted or uploaded by You or by Writers to Your Account. Each year, upon the anniversary date of the creation of Your Account, we will provide you, at no additional cost, an additional 50MB of storage space for Your Account. If, at any time, Your Account exceeds the allocated disk space limit, we will send You a request to purchase additional storage space. Such storage space can be purchased at the rates set out on the Website. If you do not purchase such additional storage space, we may remove Messages or materials from Your Account. You will not be able to add additional material to Your Account until the storage space is increased.16. NoticeWe may provide information to you (i) by e-mail at the e-mail address you specified when you created Your Account; or (ii) by posting messages in Your Account. Notice provided to you by e-mail or by posting to Your Account will be deemed given and received on the transmission date of such e-mail.17. English LanguageIt is the express wish of the parties that this document and any related documents be drawn up and executed in English. Les parties aux présentes ont expressément demandé que ce document et tous les documents s’y rattachant soient rédigés et signés en anglais.18. TrademarksSHARE IT FORWARD, and SHARE IT FORWARD ELECTRONIC TIME CAPSULE, are trademarks of ETC. Other names, words, titles, phrases, logos, designs, graphics, icons and trademarks displayed on the Website may constitute registered or unregistered trademarks of ETC or third parties. Nothing contained on the Website should be construed as granting you any license or right to use any trademark logo or design of ETC or any third party, without the written permission of ETC or the respective owner of any third-party trademark.19. DISCLAIMER OF WARRANTIESTHE WEBSITE AND THE SERVICES ARE PROVIDED “AS IS”, “WITH ALL FAULTS”, AND “AS AVAILABLE”. NO REPRESENTATIONS, WARRANTIES, GUARANTEES, OR CONDITIONS ARE MADE IN RESPECT OF THE SERVICE. BY ACCESSING AND USING THE WEBSITE AND THE SERVICE YOU ACKNOWLEDGE AND AGREE THAT USE OF THE WEBSITE AND THE SERVICE IS ENTIRELY AT YOUR OWN RISK. WHILE ETC MAKES REASONABLE EFFORTS TO ENSURE THE WEBSITE AND THE SERVICE IS ACCESSIBLE AND FULLY FUNCTIONAL AT ALL TIMES (BUT FOR SCHEDULED MAINTENANCE DOWNTIMES) AND THAT MESSAGES AND MATERIALS POSTED TO YOUR ACCOUNT ARE NOT LOST OR CORRUPTED, [•] MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE WEBSITE OR THE SERVICE INCLUDING, WITHOUT LIMITATION, NO REPRESENTATION OR WARRANTY; (I) THAT THE WEBSITE AND THE SERVICE WILL BE FULLY ACCESSIBLE AND FULLY FUNCTIONAL AT ALL TIMES; (II) THAT MESSAGES OR MATERIALS POSTED OR UPLOADED WILL NOT BE LOST OR CORRUPTED; (III) THAT THE WEBSITE AND THE SERVICE WILL BE OF MERCHANTABLE QUALITY FIT FOR A PARTICULAR PURPOSE AND NON-INFRINGING; (IV) THAT OPERATION OF THE WEBSITE AND THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; (V) THAT DEFECTS OR ERRORS IN THE WEBSITE OR SERVICE WILL BE CORRECTED; (VI) THAT THE WEBSITE WILL BE FREE FROM VIRUSES OR HARMFUL COMPONENTS; (VII) THAT COMMUNICATIONS TO OR FROM THE WEBSITE WILL BE SECURE AND NOT INTERCEPTED.ETC EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS OR CONDUCT OF ANY THIRD-PARTY USER OF THE WEBSITE OR THE SERVICE. UNDER NO CIRCUMSTANCES SHALL [*] (OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR OTHER RESPECTIVE SUCCESSORS AND ASSIGNS), BE LIABLE FOR ANY INJURY, LOSS, OR DAMAGE (INCLUDING SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES) OR EXPENSES ARISING IN ANY MANNER WHATSOEVER FROM THE ACTS, OMISSIONS OR CONDUCT OF ANY THIRD-PARTY USER OF THE WEBSITE OR SERVICE.[NAME] ALSO MAKES NO REPRESENTATION OR WARRANTY CONCERNING THE USE OR OPERATION OF ANY THIRD PARTY SERVICES OFFERED THROUGH THE WEBSITE (INCLUDING PAYMENT SERVICES) OR THROUGH SUCH THIRD PARTY WEBSITES.20. LIMITATION OF LIABILITYSUBJECT TO APPLICABLE LAW, IN NO EVENT SHALL ETC, OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, BE LIABLE FOR ANY OF THE FOLLOWING, WHETHER ARISING IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, WHETHER OR NOT SUCH DAMAGES WERE FORESEEABLE, OR WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES: (A) SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY LOSS OR DAMAGES IN THE NATURE OF OR RELATING TO LOST DATA; (B) DIRECT DAMAGES IN EXCESS OF C$100.00.IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION TO BE UNENFORCEABLE, THEN LIABILITY WILL BE LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY APPLICABLE LAW.21. GeneralAny consent by ETC to, or waiver of, a breach of this agreement which You have committed, whether express or implied, shall not constitute a consent to, or waiver of, any other, different or subsequent breach. You may not assign or transfer this agreement or any right or obligation hereunder. [*] may assign its rights and obligations under this agreement freely. If any term or provision of this agreement is held by a court of competent jurisdiction to be invalid, it shall be severed and the remaining provisions shall remain in full force without being invalidated in any way. This agreement is not intended to create a partnership, joint venture, or agency relationship between the parties, and You shall not assume the function of agent for [*], or make statements or contract obligations on behalf of ETC. Except for any agreements with [*] that expressly reference this Agreement, this is the entire agreement between You and [*] relating to the matters contained herein.22. IndemnityYou agree to indemnify, defend and hold harmless [*] and its officers, directors, employees, agents, licensors and their respective successors and assigns, from and against any and all claims, demands, liabilities, costs or expenses whatsoever, including, without limitation, legal fees and disbursements resulting directly or indirectly from or relating to : (i) Your breach of any of the terms and conditions of this agreement; (ii) the posting or uploading of any Messages or materials to Your Account (or the failure to post or deliver any Messages or materials to Your Account), (iii) Your posting or uploading of any Messages or materials (or the failure to post or deliver any Messages or materials) the accounts of others , or (iii) your violation of any law or regulation.23. Governing Law and JurisdictionYou agree that all matters relating to Your access to, or use of, the Website and/or the Service shall be governed by the laws of the Province of Ontario and the laws of Canada, without regard to the conflict of laws principles thereof. You agree and hereby submit to the exclusive jurisdiction of the Federal Court of Canada and/or the courts of the Province of Ontario with respect to such matters. You agree that the provisions of the United Nations Convention on Contracts for the International Sale of Goods shall not apply.24. Contacting UsPlease direct any questions or comments regarding the Website or the Service to us |