All content included on the Website (the “Content”), such as text, graphics, logos, images, audio clips, video clips, digital downloads, data compilations, and software, is the property of Rathco or its content suppliers and protected by Canadian, US and international copyright laws. Except as granted in the limited licence herein, any use of the Content, including modification, transmission, presentation, distribution, publication, reproduction or other exploitation of the Website or of any Content, whether in whole or in part, is prohibited without the express prior written consent of Rathco. Your use of the Website and/or any Content does not grant or transfer to you any ownership or other rights in the Website and/or any Content, and except as expressly provided, nothing herein or within the Website and/or any Content shall be construed as conferring on you or any other person or entity any license under or of any Rathco or any third party intellectual property or other rights. Any rights not expressly granted to you in this Agreement are expressly reserved.
- Limited licence
Subject to the terms and conditions of this Agreement, you are hereby granted a limited, fully revocable, non-transferable and non-exclusive licence to access, view and use the Website for your personal, non-commercial use. This limited license does not include any rights not specifically enumerated herein. For certainty, this limited license does not include any right to copy, reproduce, republish, upload, post, transmit, or distribute any of the Content. Your limited license to use the Website and the Content is automatically revoked upon termination or expiration of this Agreement (whichever occurs first). You agree that you will not use the Website or any Content for any purpose that is unlawful.
You are prohibited from contributing, posting or transmitting to the Website any infringing, unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane content or any content that could constitute or encourage conduct that would be considered a criminal offence, give rise to civil liability, or otherwise violate any law and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam.” You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of content. Rathco reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.
- Limitation of Liability
Subject to applicable law, in no event shall Rathco, or any of its partners, employees, consultants, representatives, officers, directors, agents, or licensors ("Rathco Released Parties") be liable for damages of any kind including, without limitation, any direct, special, indirect, punitive, incidental or consequential damages or any loss or damages in the nature of or relating to lost business, lost savings, lost data and/or lost profits, arising from your use of, reliance upon, or inability to use the Website and/or the Content, regardless of the cause and whether arising in contract (including fundamental breach), tort (including negligence), or otherwise. The foregoing limitation shall apply even if Rathco knew of or ought to have known of the possibility of such damages.
- Disclaimer of Warranties
Subject to applicable law, the Website and the Content is provided "as is" and "as available", without warranty or condition of any kind, either express or implied. Rathco expressly disclaims all warranties and conditions, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, title, quiet enjoyment, accuracy, completeness, or non-infringement in respect to the Website and the Content, to the fullest extent permissible under applicable law. Without limiting the generality of the foregoing, while Rathco endeavors to provide Content that is correct, accurate and timely, no representations or warranties are made regarding the Website and/or the Content including, without limitation, no representation or warranty that (i) the Website or the Content will be compatible with your computer, mobile or other device and/or software; (ii) the Website or the Content will be accurate, reliable, complete, current, timely or suitable for any particular purpose, (iii) that the operation of the Website will be uninterrupted or error-free, (iv) that defects or errors in the Website or the Content will be corrected, (v) that the Website or the Content will be free from viruses, Trojan horses, malware, worms or other harmful components, and (vi) that communications to or from the Website will be secure and/or not intercepted. You acknowledge and agree that you are using the Website and the Content, if applicable, at your own risk and liability.
- Release and Indemnity
To the fullest extent permissible under applicable law, you hereby agree to release each of the Rathco Released Parties from, and in no event shall any or all of the Rathco Released Parties be liable to you or any other person or entity, for any and all liabilities and damages (including any direct, indirect, special, exemplary or consequential damages, including lost profits) whatsoever or arising from your use of the Website (including any breach by you of this Agreement), the Content or otherwise relating to this Agreement and you agree that your sole remedy for any claim, loss, damage, costs or expenses is to cease using the Website and the Content. You will indemnify and hold each of the Rathco Released Parties harmless from and against any claims, losses, judgments, damages, costs and expenses (including without limitation, reasonable legal fees) incurred by any of them due to or resulting from your use of the Website, the Content or otherwise relating to this Agreement (including any breach by you thereof). You will also indemnify and hold the Rathco Released Parties harmless from and against any claims brought by third parties arising out of your use of Content from this Website. You agree that the applicable Rathco Released Party may assume the defense and control of any matter for which you are required to indemnify the Rathco Released Party and you agree to cooperate, at your cost, with our defense of these claims. You agree not to settle any matter without the prior written consent of the applicable Rathco Released Party.
- Security and Confidentiality
The transmission of data or information over the internet or other forms of networks may not be secure, and is subject to possible loss, interception or alteration while in transit. Rathco cannot guarantee security of any communication to or from the Website. Rathco does not assume any liability for any damage you may experience or costs you may incur as a result of any electronic transmissions over the internet, other forms of networks or otherwise while using the Website.
- Passwords and User IDs
Any passwords and user IDs used for the Website are for your individual use only. You will be responsible for the security of your password and user ID (if any). You further agree not to disclose your password or user ID to any other person and Rathco will not be responsible for the unauthorized use of your profile by any other person and are under no obligation to confirm the actual identity of any password or user ID. You agree to notify Rathco immediately upon becoming aware of any known or suspected unauthorized use(s) of the your password or user ID to gain access to your profile, or any breach of security, or if at any time your password or user ID is, or you believe it has been, lost, stolen, disclosed, or otherwise compromised. Rathco cannot and will not be liable for any loss or damage arising from your failure to comply with these provisions.
“Rathco” is a trade-mark of Rathco ENG Ltd. Other names, words, titles, phrases, logos, designs, graphics, icons and trademarks displayed on the Website may constitute registered or unregistered trade-marks of Rathco or third parties. Rathco trade-marks may be unregistered or registered in Canada, and in other countries as applicable. Any use of such trade-marks, except as expressly provided for herein, without the express written consent of the applicable owner is strictly prohibited. Nothing contained herein or on the Website (including, without limitation, the Content) may be construed as granting, by implication, estoppel, or otherwise, any license to use any trade-mark(s). You agree that you will not take any actions inconsistent with Rathco ownership of, or any third party's ownership of, the trade-marks. While certain trade-marks of third parties may be used by Rathco under licence, the display of third party trade-marks on the Website should not be taken to imply any relationship or licence between Rathco and the owner of said trade-mark or to imply that Rathco endorses the wares, services or business of the owner of the said trade-mark.
- Intellectual Property Concerns
If you are a copyright or trade-mark owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright or trade-mark, you agree to promptly report any alleged copyright or trade-mark infringements taking place on or through the Website by providing a written notice with the following information (i) identification of the copyrighted work or trade-mark that you claim has been infringed; (ii) identification of the allegedly infringing content, and information reasonably sufficient to permit Rathco to locate it; (iii) a statement by you that you have a good faith belief that the use of the content identified in your notice in the manner complained of is not authorized by the copyright/trade-mark owner, its agent, or the applicable law; (iv) a statement by you that you attest that the information in your notice is accurate and that you are the copyright/trade-mark owner or otherwise authorized to act on the owner's behalf; and (v) your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address). Deliver the notice to us at the following address:
Rathco ENG Ltd.
106-111 Farquhar Street
Guelph, Ontario, Canada
- Governing Law and Jurisdiction
Subject to applicable law, by accessing or using the Website, you agree that all matters relating to your access to, or use of, such Website and its Content shall be governed by the laws of the Province of Ontario and the federal laws of Canada, without regard to conflict of laws principles, and you agree and hereby submit to the non-exclusive jurisdiction of the courts of the Province of Ontario with respect to all matters relating to your access to and use of such Website..
Rathco may, in its sole discretion, cancel or terminate your right to use the Website, or any part of the Website, or any Content, at any time without notice. In the event of termination, you are no longer authorized to access the Website, the part of the Website, or Content affected by such cancellation or termination. The restrictions imposed on you with respect to both Content and the Website set out in this Agreement shall survive. Rathco shall not be liable to any party for such termination.
- Entire Agreement
- Changes to this Agreement
Rathco may revise this Agreement at any time by posting an updated Agreement to the Website. Use of the Website after such changes are posted will signify your acceptance of these revised terms. You should visit this page periodically to review this Agreement.
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. You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder. Rathco will not be considered to have waived any of its rights or remedies described in this Agreement unless the waiver is in writing and signed by the applicable Rathco entity. No delay or omission by Rathco in exercising its rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. The failure of Rathco to enforce the strict performance of any provision of this Agreement will not constitute a waiver of the right of Rathco to subsequently enforce such provision or any other provisions of this Agreement. The headings used in this Agreement are included for convenience only and have no legal or contractual effect.