Last Updated on
November 16, 2006
Please read
these Terms and Conditions carefully before using this Site.
This web site
(this "Site") is provided by MeshMinder Inc. ("MeshMinder"),
conditional on your acceptance of the terms and conditions of
use set forth below (the "Terms and Conditions"). By accessing,
using or downloading messages, information, data, text,
software, images or other materials from this Site (the
"Content"), or by sending messages, information, data, text,
software, images or other materials to this Site ("Materials"),
you agree on your own behalf and on behalf of any entity on
whose behalf you may act to accept and abide by these Terms and
Conditions for each use and each visit of this Site. If you do
not agree to abide by these Terms and Conditions, you should not
use this Site or download or use Content from it. These Terms
and Conditions apply exclusively to your access to and use of
this Site and do not alter the terms or conditions of any other
agreement you may have with MeshMinder. In case of inconsistency
between these Terms and Conditions and any other agreement you
may have with MeshMinder, the other agreement shall prevail, but
only to the extent of the inconsistency.
1. Changes
to Terms and Conditions
2. Changes
to this Site
3. Permitted
and Prohibited Uses
4. Registration
and Password
5. Proprietary
Rights
6. Links
and Third Party Materials
7. Linking
Agreement
8. Agreement
to Privacy Policy
9. Disclaimers
10.
Limitation of Liability
11.
Indemnity
12.
Choice of Law
13.
Arbitration
14.
General
15.
Additional Terms of Use
1. Changes to Terms and Conditions
MeshMinder has the right, in its sole
discretion, to add to, remove, modify or otherwise change any
part of these Terms and Conditions in whole or in part, at any
time. Changes will be effective when notice of such change is
posted at this Site. Please check these Terms and Conditions
frequently for updates by checking the date of "Last Update" at
the top of this document. If any change is not acceptable to
you, you must discontinue your use of this Site immediately.
Your continued use of this Site or downloading or use of Content
from it after any such changes are posted will constitute
acceptance of those changes.
2. Changes to this Site
MeshMinder may terminate, change, suspend or discontinue any
aspect of this Site, including (i)
changing the availability of any features at any time without
notice or liability; (ii) changing any fees or charges for use
of the Site, including instituting new or increased fees or
charges for the use of the Site or any other Site-related
services (the "Services") or any features thereof; (iii)
removing, adding, modifying or otherwise changing any Content on
or from this Site; or (iv) imposing limits on certain features
and Services or restricting your access to parts or all of this
Site without notice or liability for any reason whatsoever.
MeshMinder reserves the right but not the duty, in its sole
discretion, to correct any errors or omissions in any portion of
this Site at any time without notice.
3. Permitted and Prohibited Uses
The Site may be used only for lawful
purposes by individuals seeking players, referee or goalie
services ("sports services"). You agree to use the Site only to
send Materials and receive Content that are proper and related
to the purpose of the Site.
Subject to
these Terms and Conditions, MeshMinder grants you a
non-exclusive, non-transferable, limited right to access, use
and view this Site and the Content thereon, solely for your own
personal use, provided, however, that you may not, nor may you
allow others to, directly or indirectly: (i)
remove, from any copy of the Content downloaded, the copyright
or other proprietary notices contained in the Content; (ii)
sell, reproduce, modify or attempt to modify the Content in any
way or reproduce or publicly display, perform, or distribute or
otherwise use them for any public or commercial purpose,
including without limitation use of the Content on any other web
site; (iii) transfer the Content to any other person without the
written consent of MeshMinder; (iv) print or copy any of the
HTML or other computer programs that are accessible at this
Site; (v) use this Site in any manner that could damage,
disable, overburden or impair this Site; (vi) interfere with the
security of, or otherwise abuse, this Site or any services,
system resources, accounts, servers or networks connected to or
accessible through this Site or affiliated or linked sites;
(vii) disrupt or interfere with any other person's use or
enjoyment of this Site or affiliated or linked sites; (viii)
upload, post or otherwise transmit on this Site any Materials
that would negatively affect the functioning of the Site,
including without limitation computer viruses, Trojan horses,
worms or other harmful, disruptive or destructive files or
computer programs or that imposes an unreasonable or
disproportionately large load on this Site's infrastructure;
(ix) use any robot, spider or other automatic program or device,
or manual process to monitor, copy, summarize, or otherwise
extract information from this Site or the Content in whole or in
part; (x) use or attempt to use another's account, password,
service, system or other information without prior written
authorization from MeshMinder; (xi) create or use a false
identity on this Site; (xii) attempt to obtain unauthorized
access to this Site or portions of this Site that are restricted
from general access; (xiii) transmit on, to or from this Site
spam, chain letters, junk mail or any other type of unsolicited
mass e-mail; (xiv) harvest or otherwise collect information
about others, except for the sole stated purposes provided by
this Site, including e-mail addresses, without their consent; or
(xv) register an e-mail address that you do not own or for which
you do not have the express permission of the owner to register.
You may post
certain Materials to the Site. You may only post Materials for
the lawful, stated purposes of this Site. You agree, that in
posting Materials, you will not, nor will you allow others to,
directly or indirectly: (i) post any
incomplete, false or inaccurate information which is not your
own; (ii) delete or revise any material posted by any other
person or entity; (iii) post or transmit any Materials that are
unlawful, harmful, threatening, abusive, harassing, defamatory,
libellous, vulgar, obscene, or
tortuous or materials which infringe or violate any third
party's copyright, trademark, trade secrets, privacy or other
proprietary or property right or that could constitute a
criminal offence, give rise to civil liability or otherwise
violate any applicable law; (iv) impersonate any person or
entity, including without limitation a MeshMinder employee or
agent, an authorized user of MeshMinder's
Services, or otherwise misrepresenting your affiliation with any
person or entity.
In addition,
you agree that you are solely responsible for actions and
communications undertaken or transmitted in the course of your
usage of this Site, and that you will comply with all laws that
apply or may apply to your use of or activities on this Site or
in respect of the Materials and Content. MeshMinder will
investigate occurrences which may involve such violations and
may involve, and cooperate with, law enforcement authorities in
prosecuting users who are involved in such violations.
MeshMinder
reserves the right at all times to disclose any Materials
provided by you as necessary to satisfy any law, regulation or
governmental request, or to edit, refuse to post or remove any
Materials, in whole or in part, that in
MeshMinder's sole discretion is objectionable or in
violation of these Terms and Conditions.
4. Registration and Password
You are responsible for maintaining
the confidentiality of your registration information and
password. You shall be responsible for all uses of your
registration, whether or not authorized by you. You agree to
immediately notify MeshMinder of any unauthorized use of your
registration or password.
5.
Proprietary Rights
Limited License and Copyright. This Site, including all Content,
is protected by Canadian and worldwide copyright laws and treaty
provisions. You agree to comply with all copyright laws
worldwide in your use of this Site and to prevent any
unauthorized copying of the Content. Except as expressly
provided herein, MeshMinder does not grant any express or
implied right or license to you under any intellectual property
right, including under any patent, trademark, copyright, trade
secret, or confidential information, of MeshMinder.
Trademarks.
The Service names, company names and logos used on this Site may
be trademarks, including registered trademarks of MeshMinder.
Such Service names, company names and logos of MeshMinder may
not be copied, imitated or used, in whole or in part, without
the prior written consent of MeshMinder. Other services and
company names mentioned on this Site may be the trademarks of
their respective owners.
Reservation of Rights.
MeshMinder's Services, methods and
processes may be covered by one or more patents or other
intellectual property rights, and are subject to trade secret
and other proprietary rights. MeshMinder reserves all such
rights.
Software.
Any software, including calculator software, as well any files
or images generated by such software, code and data accompanying
such software (the "Software"), used or accessible through this
Site is the copyrighted work of MeshMinder or its licensors.
Unless provided for elsewhere, you are licensed to use the
Software on a non-exclusive basis for the purposes expressly
stated on this Site. Except as permitted by law, you may not use
the Software for any other purpose or attempt to decipher,
decompile, disassemble or reverse engineer any of the Software
comprising or in any way making up a part of the Site.
6. Links and Third Party Materials
Certain links on this Site may take you to other web sites.
MeshMinder provides these links only as a convenience. These
linked sites are not necessarily under the control of
MeshMinder. If you use these sites, you will leave this Site. If
you decide to visit any linked site, you do so at your own risk
and it is your responsibility to take all protective measures to
guard against viruses and other destructive elements.
MeshMinder is
not responsible for the contents of any such linked page or any
other page not under its control. MeshMinder makes no
representation or warranty regarding, and does not endorse, any
linked web sites, the information appearing thereon or any of
the products or services described. Links do not imply that
MeshMinder sponsors, endorses, is affiliated or associated with,
or is legally authorized to use any trademark, trade name, logo
or copyright symbol displayed in or accessible through the
links, or that any linked site is authorized to use any
trademark, trade name, logo or copyright symbol of MeshMinder.
7. Linking Agreement
MeshMinder welcomes links to its Internet web home page. If you
want to link to this Site, you may do so, provided you agree to
the link conditions (the "Link Conditions") described below. By
establishing a link to this Site, you will be deemed to have
agreed to these Link Conditions:
a.
A link
may be established to the following home page (the "Home Page")
of this Site: http://www.meshminder.com. Links may not be
established to any other pages on this Site without
MeshMinder's written permission.
b.
If you
link to this Site, MeshMinder grants you a limited,
non-exclusive, non-transferable, royalty-free license to use the
MeshMinder trademark and Internet icons, if available, (the
"Licensed Marks") solely for the purpose of serving as a link
from your web site to this Site. Except for the limited license
to use the Licensed Marks granted in this paragraph, you may not
use any of MeshMinder's trademarks
or service marks (the "Marks") for any reason without
MeshMinder's prior written
permission.
c.
You
acknowledge that all rights to the Marks, the content appearing
on the MeshMinder Website pages (the "Web Pages") and the "look
and feel" of the Web Pages belong to MeshMinder. You will not at
any time directly or indirectly contest or infringe these
rights.
d.
If you
link to this Site, your web site:
-
may not
create frames around any part of this Site or use other
techniques that alter the visual presentation of this Site;
-
may
not imply that MeshMinder is endorsing you or your products or
services.
-
may not
imply an affiliation between your company and MeshMinder without
the prior written consent of MeshMinder;
-
may not
misrepresent your relationship with MeshMinder or present false
or misleading impressions about MeshMinder's Services; and
-
may not
contain materials that may be interpreted as distasteful or
offensive and should be appropriate for all age groups;
e.
MeshMinder shall have no responsibility or liability for any
content appearing on your web site;
f.
MeshMinder may at any time, in its sole discretion, immediately
terminate your license to use the Licensed Marks and your right
to link to this Site, with or without cause. If MeshMinder
exercises this right, you will immediately remove all links to
this Site and cease using the Licensed Marks;
MeshMinder
may amend these Link Conditions at any time. You agree to abide
by these Link Conditions and other legal terms and conditions on
this Site, as amended from time to time.
8. Agreement to Privacy Policy
You agree to abide by the
MeshMinder privacy policy, a copy of which is accessible from the home page
of this Site.
9. Disclaimers
You acknowledge that any use of or
reliance on this Site or any Content shall be at your sole risk.
MeshMinder makes no representation or warranty of any kind
regarding the Site and/or the Content, including with respect to
the information provided by third party legal and other
consultants, all of which are provided on an "AS IS" basis.
MESHMINDER EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES
AND CONDITIONS, INCLUDING WITHOUT LIMITATION ANY IMPLIED
WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE
QUALITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE
AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A
COURSE OF DEALING OR USAGE OF TRADE. MESHMINDER DOES NOT WARRANT
THAT THIS SITE WILL CONTINUE TO OPERATE, OPERATE WITHOUT
INTERRUPTIONS OR THAT IT WILL BE ERROR-FREE.
Without
limiting the generality of the foregoing, the information
provided on this Site is for general informational purposes
only. Information provided on the Site with a by-line,
identification of publication source, or any other sort of
third-party identifier, including the Legal Q&A and other
columns, is provided by third parties on an "As Is" basis, and
MeshMinder does not review it. MeshMinder and its third party
consultants do not warrant or guarantee the truth, accuracy or
completeness of this information. No lawyer-client, advisory,
fiduciary or other relationship is created by accessing or
otherwise using this Site. The Ontario Legal Q&A and the Québec
Legal Q&A provide information only about the laws in force in
their respective provinces and do not provide information about
the laws in force in any other Canadian province or in any other
jurisdiction. It is not intended to be legal advice of any kind.
No one should act, or refrain from acting, based solely upon
this or other general information without first seeking
appropriate legal or other professional advice.
This Site
acts as a venue, among other things, for hockey players to post
their profiles and provide their services to requesting parties.
MeshMinder shall have no liability related to any disputes,
injuries or death occurring in a game scheduled in the Site.
MeshMinder does not charge any registration, commission or
subscription fees to users and is not liable, in any way, for
any financial transactions that may take place between a sports
service provider and requestor that come in contact through the
Site. MeshMinder is not responsible for user's the adherence to
any provincial, state and/or federal income laws. By registering
to the Site, users accept full responsibility for adhering to
the income laws applicable to their home state/province.
MeshMinder
does not screen or censor user profiles. As a result, MeshMinder
has no control over the quality, safety or legality of the
profiles posted or the truth or accuracy of the profiles. In
addition, there may be risks, including but not limited to risk
of physical harm of dealing with strangers, foreign nationals,
underage persons or people acting under false pretences. You
assume all risks associated with dealing with other users with
whom you come in contact through the Site.
Because user
authentication on the Internet is difficult, MeshMinder cannot
and does not confirm that each user is who they claim to be.
Because we do not and cannot be involved in user-to-user
dealings or control the behaviour of
participants on this Site, in the event that you have a dispute
with one or more users, you release MeshMinder (and our agents
and employees) from all claims, demands and damages of every
kind and nature, known and unknown, suspected and unsuspected,
disclosed and undisclosed, arising out of or in any way
connected with such disputes.
MeshMinder is
under no legal obligation to, and generally does not, control
the Materials provided by other users which is made available
through the Site. By its very nature, other people's information
may be offensive, harmful or inaccurate, and in some cases will
be mislabelled or deceptively
labelled. MeshMinder does not
guarantee, and makes no representations or warranties as to the
truthfulness, accuracy, reliability, currency, veracity or
completeness of the Content or about the results to be obtained
using the Content. The use of the Site and the Content is at
your own risk. Changes are periodically made to the Site and may
be made at any time.
This Site
contains materials, data and information which is provided,
posted or offered by third parties, including third party
provided content, advertisements and user content. You agree
that Meshminder shall have no
liability whatsoever for any such third party material, data or
information.
You
acknowledge and agree that you are solely responsible for the
form, content and accuracy of any profile information, posting
or other Materials placed by you, as applicable on the Site.
10. Limitation of Liability
YOU AGREE THAT MESHMINDER AND ANY THIRD PARTY MENTIONED ON THIS
SITE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES
WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, SPECIAL OR
CONSEQUENTIAL DAMAGES OR OTHER DAMAGES (INCLUDING WITHOUT
LIMITATION DAMAGES FOR PERSONAL PHYSICAL HARM, DISPUTES, DEATH,
LOSS OF INFORMATION OR PROGRAMS OR DATA, LOSS OF PROFIT, HARM TO
BUSINESS, LOSS OF SAVINGS, LOSS OF REVENUE, PERSONAL INCOME TAX
RESPONSIBILITES), ARISING FROM OR IN CONNECTION WITH THE USE OF
OR ACCESS TO, OR THE INABILITY TO USE OR ACCESS, THIS SITE, THE
MATERIALS, ANY CONTENT PROVIDED OR ANY LINKED WEBSITE OF A THIRD
PARTY, EVEN IF MESHMINDER, OR SUCH A THIRD PARTY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. In any event,
you agree that MeshMinder's
aggregate liability for damages shall be limited to $100.
The
limitations of liability and disclaimers in these Terms and
Conditions apply regardless of the form of action, whether in
contract, warranty, civil liability, delict,
quasi-delict, strict liability,
negligence, or other tort and shall survive a fundamental breach
or breaches, or the failure of the essential purpose of contract
or the failure of an exclusive remedy.
11. Indemnity
You agree to defend, indemnify and hold harmless each of
MeshMinder, its affiliates, and each of their officers,
directors, employees and agents, including all third parties
mentioned at the Site, from and against any and all claims,
actions or demands, including without limitation reasonable
legal and accounting fees, alleging or resulting from your use
of the Site and the Content or your breach of these Terms and
Conditions.
12. Choice of Law
This Site is controlled, operated and administered by MeshMinder
from its offices within Canada. MeshMinder makes no
representation or warranty that materials at this Site are
appropriate or available for use at any locations outside
Canada. If you access this Site from outside Canada, you are
responsible for compliance with all local law. You may not
export any of the Content accessible through this Site in
violation of applicable export laws and regulations. These Terms
and Conditions shall be interpreted, construed and governed by
the laws in force in the Province of Ontario, without reference
to its conflict of laws principles, except where prohibited by
mandatory provisions of the laws applicable in your
jurisdiction. Except in respect of any matter relating to the
enforcement of intellectual property rights and protection of
confidential information, the parties agree that any action,
suit or proceeding arising out of or related to these Terms and
Conditions shall be commenced in Toronto or, if no jurisdiction
exists, in the Province of Ontario. Each party hereby agrees to
submit to the jurisdiction of the courts of Ontario and to waive
any objections based upon venue in any such action, suit or
proceeding. The United Nations Convention on Contracts for the
International Sale of Goods does not apply to these Terms and
Conditions.
13. Arbitration
Any and all disputes arising out of these Terms and Conditions,
its performance, breach, enforcement, existence or validity,
including any failure of the parties to reach agreement with
respect to matters provided for in these Terms and Conditions
and all matters of dispute relating to the rights and
obligations of the parties, which cannot be amicably resolved,
even if only one of the parties declares that there is a
difference, will be referred to and finally settled by private
and confidential binding arbitration before a single arbitrator
held in Toronto, Ontario in English and governed by Ontario law
pursuant to the Arbitration Act, 1991 (Ontario), as amended,
replaced or re-enacted from time to time. The arbitrator shall
be a person who is legally trained and who has experience in the
information technology field in Canada and is independent of
either party.
Notwithstanding the foregoing, each party may pursue the
protection intellectual property rights and confidential
information through injunctive or other equitable relief through
the courts.
14. General
(i) Except as expressly provided in
additional terms of use for specific areas of the Site, a
particular legal notice, or an additional Agreement, these Terms
and Conditions constitute the entire agreement between
MeshMinder and you with respect to the subject matter hereof;
(ii) Any cause of action you may have with respect to your use
of this Site or which is the subject of these Terms and
Conditions must be commenced within one (1) year after the claim
or cause of action arises; (iii) If for any reason a court of
competent jurisdiction finds any provision of these Terms and
Conditions or portion thereof to be unenforceable, that
provision shall be enforced to the maximum extent permissible so
as to effect the intent of these Terms and Conditions, and the
remainder of these Terms and Conditions shall continue in full
force and effect; (iv) The relationship of the parties is solely
that of independent contractors and neither party shall have any
authority to act for or bind the other party; (v) The waiver of
any breach or default hereunder shall not constitute the waiver
of any other or subsequent breach or default; (vi) No changes to
these Terms and Conditions shall be made except by a revised
posting on this page.
15. Additional Terms of Use
Certain areas of this Site may be
subject to additional terms of use. By using such areas, or any
part thereof, you agree to be bound by the additional terms of
use applicable to such areas.
