Members & Responders Agreement
This is an agreement (this “Agreement”) between Admit an Attraction Inc. (“Provider” or “Admit” or “us” or “We”) located at www.admitanattraction.com and Customer (as above) to provide the Services.
1. Background & Privacy:
By accessing and using the Services, Customer (sometimes referred to as “you”) agrees to Provider’s Terms of Use and Privacy Policy as they are amended from time to time by Provider and located at the following URL: Terms of Use, Privacy Policy. It is Customer’s duty to access and read these documents as they are amended. Without limiting the generality of this Agreement, You acknowledge that (a) Provider cannot ensure the privacy or security of information you provide through the Internet including email messages, and you release us from any and all liability in connection with the use of such information by other parties; (b) Provider cannot assume any responsibility for the content sent or posted by other customers of the Service and you release us from any and all liability in connection with any said content; ( c ) Provider cannot control the use by others of any content which you post or provide on the Service and you should use care in caution and you release us from any and all liability in connection with said content and (d) Provider cannot guarantee and assume no liability for verifying the accuracy of content provided by others including information which we may provide directly to you but which has been posted or provided to us by other users of the Service.
The Service may include from time to time content from advice columnists who respond to “relationship” questions from a Customer. Any such content is provided for entertainment purposes only and is not intended and should not be taken as specific advice in any particular circumstances and do not constitute counseling of any kind. A Customer with personal problems or who may be seeking professional advice applicable to their personal are advised to consult with a qualified counsellor with respect to such issues. Customer agrees to release Provider from any and all liability in connection with said content.
Schedule “A”
Payment For Services
Customer will pay for services provided in advance by credit card
(2) Members may purchase Attraction Tickets which are mailed out at Provider’s expense as follows:
(a) Packs of 12 Attraction Tickets cost $28.00 CAD (plus applicable taxes) or $24.50 USD
(b) Packs of 24 Attraction Tickets cost $48.00 CAD (plus applicable taxes) or $42.15 USD
(3) Attraction Tickets are non-refundable. Attraction Tickets do not expire. Unused access code will be regenerated by the database after 999 billion access codes are generated.
(4) Provider may change the fees and charges in effect for using the Services, or add new fees or charges, by posting new fees or charges on the site from time to time.
(5) Customer is responsible for any fees or charges incurred to access the Services through an Internet Service Provider (“ISP”) or other third party service, including but not limited to telephone charges;
(6) Customer is responsible for paying any amounts billed to your credit card by a third party, which were not authorized by Customer.
2. Right to Use Services
When you sign up for any service provided by the Provider (hereinafter sometimes referred to as the “Services”), the Provider grants to Customer a limited right to use the Services according to the terms and conditions provided in this Agreement. Provider is not responsible for Customer site maintenance, changes, modifications, HTML coding, scripting, or programming, now or in the future. Provider can remove or discontinue Services at any time for cause or for no cause.
3. Membership Categories
Users of the Services (“Customer”) are either “Responders” or “Members”. Members have signed up for the Services and paid for Attraction Tickets. Responders are people who have received the responder portion of the Attraction Ticket and have signed up for the Services. Responders are allowed access to a Members’ profile that they have been invited to view by way of a member giving that person the responder portion of an Attraction Ticket.
4. Fees & Payment
Customer will pay for services provided in advance by credit card under this Agreement according to Schedules “A” attached hereto which contains fees for Services.
5. Term
This agreement shall commence on the date stated above, and shall remain in effect until all obligations under this Agreement have been properly completed. Either party to this Agreement may terminate this Agreement with or without cause by providing at least thirty days’ written notice to the other party. If either party is in default under this Agreement (including non-payment), then the non-defaulting party may also immediately terminate the Agreement without prior notice to the other party. This Agreement will automatically renew for successive one-month periods unless canceled in writing prior to the monthly renewal date.
6. Compliance with Law
Customer will use the services offered by Provider in a manner consistent with all applicable local, provincial and federal laws and regulations.
7.1 Prohibition of Publication of Certain Material
Customer shall not knowingly or unknowingly use the Services to submit to Provider for publication any of the following material (including pictures, links, or any other content):
(a) any material which violates or infringes any copyright, trade mark, trade secret, patent, statutory, common law or other proprietary rights of others;
(b) any material that is libelous or slanderous;
(c) any material which is or contains anything obscene, offensive or pornographic; or
(d) distribution lists to be used via unsolicited electronic mail or other mass electronic mailings.
(e) that is not consistent or violates any applicable local, provincial and federal laws and regulations
(f) any material which violates or infringes any term or condition in ’ Contracts
(g) any material which promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
(h) any link directly or indirectly to or include descriptions of goods or services that are prohibited under this Agreement;
(i) any material that would create a warez sites such as but not limited to: torrent files, links to illegal downloads, illegal music files,
(j) any material that exploits children under the age of 18 including but not limited to modeling of persons under the age of 18;
(k) otherwise create any liability for Provider;
Due to the public nature of the Internet, all material submitted by Customer for publication will be considered publicly accessible. Provider does not screen in advance Customer’s material submitted to Provider for publication. Provider reserves the right to monitor all posted content and email to ensure compliance with this Agreement. Provider’s publication of material submitted by Customer does not create any express or implied approval by Provider of such material, nor does it indicate that such material complies with the terms of this Agreement.
In addition to any other remedies herein, Provider has the right to remove any material in which there are allegations that it violated this paragraph or Agreement.
7.2 Rules for Using Services:
Without limiting the generality of the foregoing, You agree to the following rules during and after using the Services:
(a) You will keep all information provided to you through the use of the Services private and confidential unless you receive written consent from the member that provided you said information;
(b) You agree not to forward chain letters ;
(c) You agree not to engage in any form of harassment or offensive behavior including but not limited to posting of content in violation of this Agreement;
(d) You agree not to use the Services to infringe the privacy rights, property rights or any other rights of any person;
(e) You agree not to use the Services to promote, distribute or otherwise publish any material containing any advertising, solicitation for goods or services or solicitation for funds.
(f) You agree not to distribute or submit for publication any trojan horses, virus or do anything else that might cause harm to the Services, Admit, any Member or any person.
7.4 You agree to grant Provider a license for the right to use your images or text in the marketing of the Services such as the monthly newsletter Attraction unless you indicate that you do not want to participate in such programs.
8. Service Interruption Provider may suspend the Services at any time for any duration of time, without penalty or liability to Provider, where necessary. Customer agrees that it may be necessary for us to temporarily suspend Provider’s Services for technical reasons or to maintain Provider’s network, equipment or facilities. Provider shall not bear any liability whatsoever for: (i) any such suspensions of Services; (ii) the termination of Services pursuant to these Terms and Conditions; (iii) suspension or termination of Services due to Customer’s non-payment of amounts or deposits due; (iv) suspension or termination of Services due to Customer’s unlawful or improper use of facilities or Services by Customer; (v) Customer’s inability to access any Services; or (vi) suspension or termination of the Services for any other reason at Provider’s sole discretion.
9. Limitation of Liability
The Services is provided on an "as is" and "as available" basis and use of the Services is at Customer’s own risk. Provider is not liable for protection or privacy of electronic mail or other information transferred though the Internet or any other network Provider or Customers may utilize. Provider make no representations or warranties whatsoever, either express or implied, with respect to the Services or any service, merchandise or information provided through the Services, including without limitation any representation or warranty with respect to the network transmission capacity of any common carriers used by us or the accuracy or quality of the Services. There is no warranty of title, non-infringement nor any implied warranty of merchantability or fitness for a particular purpose. It is solely Customer’s and Customer’s authorized users' responsibility to evaluate the accuracy, completeness and usefulness of all opinions, advice, services and other information and the quality and merchantability of the Services and all merchandise and Services provided through the Services generally. Neither Provider nor its suppliers warrant that the Services will be uninterrupted or error free. Without limiting the generality of the foregoing, Provider and Provider’s suppliers, and Provider’s respective directors, officers and employees (collectively, in this paragraph, "Web Hosting Providers"), are not responsible or liable to Customer or third parties for any claim, loss, damages, liability or expenses Customer or others may suffer or incur as a result of, arising out of, or in any way connected with the Services, any use of it or interruption in it, or equipment, whether through act or omission, negligence or otherwise, and whether direct or indirect. Without limiting the generality of the foregoing, Web Hosting Providers are not liable for any incidental, special, consequential, punitive, aggravated or exemplary damages, or loss of use, data, business, income or profits, even if Web Hosting Providers have been advised of the possibility of such claim, loss, damages, liability or expenses by Customer or others. Customer assumes all responsibility and liability with respect to mistakes, omissions, interruptions, errors, defects, delays in operation or transmission, or any failure of performance. The limitations on liability contained in this Agreement shall survive the termination of this Agreement. Without limiting the generality of the foregoing, in no circumstances shall Providers’ liability to Customer exceed $ 100. . Without limiting the generality of the foregoing, Provider shall not be liable to Customer for any damages or claims or otherwise resulting from or related to any failure or delay of Provider to provide service under this Agreement if such delays or failures are due to strikes, riots, fire, inclement weather, acts of God, theft or vandalism or other causes beyond Provider’s controls, as defined by standard practices in the industry. Such failure or delay shall not constitute a default under this Agreement. 10. Customer’s Indemnification of Provider Customer shall indemnify and hold Provider and Provider’s directors, officers, employees and suppliers harmless against all claims, loss, damages, liability or expenses that Provider and/or they may suffer or incur, directly or indirectly, arising out of, resulting from or in connection with Customer’s use of the Services. Indemnification includes, but is not limited to, claims by third parties, the installation, presence, maintenance, and removal of any and all equipment, the violation by Customer of the Agreement in force from time to time, and legal fees, disbursements and all other reasonable costs incurred by us in connection with any legal, collection or other proceedings brought by us against Customer related to this Agreement. Without limiting the generality of the foregoing, Customer agrees to defend, indemnify and hold Provider harmless from and against any and all claims, losses, liabilities and expenses (including lawyers’ fees) related to or arising out of the Services provided by Provider to Customer under this Agreement, including without limitation claims made by third parties (including clients of Customer) related to any false advertising claims, liability claims for products or Services sold by Customer, claims for patent, copyright or trade mark infringement, claims due to disruption or malfunction of Services provided hereunder, or for any content submitted by Customer for publication by Provider, but excluding those relate to the negligence of Provider.
11 Relationship The relationship between Customer and Provider constitutes that of independent contractors. Customer does not possess, nor is Customer able to distinguish Customer as having, any authority to act for or create any obligation of, or make any representation on behalf of or in Provider’s name. Customer shall not use, in any manner or circumstance whatsoever, trademarks, trade names, logos or designs owned or licensed by us.
12 Currency:
The currency for this Agreement is either Canadian Dollars or American Dollars unless specially indicated.
13. IP Addresses
Provider maintains control and any ownership of any and all IP numbers and addresses that may be assigned to Customer and reserves in its sole discretion the right to change or remove any and all IP numbers and addresses.
14. File Back-up
Provider is not responsible for Customer’s files residing on Provider’s servers. Customer is solely responsible for independent back up of data stored on Provider’s servers.
15. Choice of Law
This Agreement shall be governed solely by and construed in accordance with the laws of the Province of Ontario, excluding its conflict of law rules. Customer expressly and irrevocably consents and agrees to submit to the exclusive jurisdiction and venue of the courts in the Province of Ontario in all disputes arising out of or relating to the use of the Services. THE PARTIES SPECIFICALLY AGREE THAT THE PERFORMANCE OF THIS AGREEMENT, IN ALL OF ITS ASPECTS, TAKES PLACE WITHIN THE JURISDICTION OF THE PROVINCE OF ONTARIO.
16 SEVERABILITY AND INTEGRATION
This Agreement (including the Terms of Use and Privacy Policy which are incorporated by reference) constitute the entire agreement between Customer and Provider and governs Customer’s use of this Services, superseding any prior or contemporaneous communications and proposals (whether oral, written or electronic) between Customer and Provider. If any portion of the Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect. The Agreement may be modified only by Provider’s posting on the Site changes to the terms and conditions or by a subsequent writing signed by Provider
17. NO WAIVER
The failure of Provider to enforce any provisions of the terms and conditions or respond to a breach by Customer or other parties shall not in any way waive its right to enforce subsequently any of the terms or conditions or to act with respect to similar breaches.
18. NOTICES
Provider may give notices to Customer, at its option, by posting a message on the Site by electronic or conventional mail or by any other means by which Customer obtain actual knowledge thereof. Notices by Customer to Provider must be given by electronic or by registered conventional mail. Notices to Provider by electronic mail must be sent with a read request to customerservice@AdmitanAttraction.com . Notices to Provider by conventional mail must be sent to: Manager AdmitanAttraction.com etc. Toronto ON M2N 6N1. Notices by Customer to the Provider will not change the terms and conditions unless the change is expressly accepted in writing by an authorized person of Provider
19. Information: As part of the registration process, the Customer provided certain information to Provider (“Customer Registration Information”) and warrants that it will update Customer Information by email to Provider within 24 hours of any change in Customer Registration Information.
20. Intellectual Property Rights:
20.1 Provider is the sole owner or lawful licensee of all the rights to the Site and its content. The Site embody trade secrets and intellectual property rights protected under worldwide patent, copyright and other laws. [Without limiting the generality of this Agreement, the Service is protected by a patent owned by the Provider and all rights are reserved. ]All title, ownership and intellectual property rights in the Site shall remain with Provider. All rights not otherwise claimed under this Agreement or by Provider are hereby reserved. Provider are trademarks of Provider and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
20.2 Customer hereby represents, warrants and agrees that it has obtained all necessary third party intellectual property licenses or permissions for any material or information that Customer posts on the Site. Customer hereby warrants, represents and agrees that it shall be solely responsible for ensuring that any material or information Customer posts on the Site does not violate the rights of any third party and that it has the right to manufacture, offer, sell, import and distribute the products it offers and displays on the Site and that such manufacture, offer, sale, importation and or distribution of those products violates no rights whatsoever of any third party.