This Agreement constitutes the entire agreement between you and 'BorderConnect' and supersedes any prior agreements, other than as set forth below, between you and 'BorderConnect' regarding the use and contents of this Web Site. If you are also a party to a Services Agreement with 'BorderConnect', both you and 'BorderConnect' are bound by the terms of both the Services Agreement as well as this Agreement, except to the extent the duties under the two agreements may conflict. In the event of a conflict in the parties duties under these agreements, the duties under the Services Agreement shall take precedence.
'You agree that content which is available through the Web Site, including without limitation, text, graphics, software, music, sound, photographs, and videos, and content provided by suppliers, sponsors or third party advertisers of or on the Web Site, may be protected by copyrights, trademarks, Web Site marks, patents or other proprietary rights and laws. Unless you are expressly authorized by 'BorderConnect' or the applicable supplier, sponsor or advertiser, you agree not to copy, modify, rent, lease, loan, sell, assign, distribute, license, reverse engineer or create derivative works based on the Web Site or any content (including any software) available through the Web Site. You agree not to sell, resell, reproduce, duplicate, copy or use for any commercial purposes any portion of the Web Site, or use of or access to the Web Site.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE 'BorderConnect' WEB SITE IS AT YOUR SOLE RISK. THIS WEB SITE IS PROVIDED ON AN 'AS IS' AND 'AS AVAILABLE' BASIS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, 'BorderConnect' EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
'BorderConnect' DOES NOT WARRANT THAT ITS WEB SITE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE WEB SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED; 'BorderConnect' DOES NOT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEB SITE, THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE WEB SITE, THE QUALITY OF ANY PRODUCTS, WEB SITES.
INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEB SITE OR AS A RESULT OF THE WEB SITE, OR ANY TRANSACTIONS ENTERED INTO BY USE OF OR AS A RESULT OF THE WEB SITE.
YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA WHICH YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH YOUR USE OF THE 'BorderConnect' WEB SITE IS AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM 'BorderConnect' OR THROUGH THE WEB SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, SHALL 'BorderConnect' OR ITS PARENTS, SUBSIDIARIES AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, USE, DATA, GOODWILL OR OTHER INTANGIBLES, EVEN IF 'BorderConnect' OR ITS SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM:
(1) THE USE OR THE INABILITY TO USE THE WEB SITE, (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND WEB SITES RESULTING FROM ANY GOODS, DATA, INFORMATION OR WEB SITES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO BY MEANS OF OR THROUGH THE WEB SITE, (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, (4) THE STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEB SITE, OR, (5) ANY OTHER MATTER RELATING TO THE WEB SITE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.
You agree to indemnify, hold harmless and defend 'BorderConnect', its officers, directors, employees, agents, successors, subsidiaries, sublicensees and assigns from and against any and all claims, damages, losses, costs and liabilities (including reasonable attorneys' fees and court costs) arising out of or related to the use of the Web Site by you or anyone acting under your direction, authority and control, including without limitation the publication, distribution, exhibit or other use of the content posted by you or by anyone using your password.
This expressly includes the user's responsibility for any and all liability arising from the violation or infringement of proprietary rights or copyrights and any libelous or unlawful material posted on the Web Site by a user.
You forever release and waive your right, and that of your minor offspring, assigns and successors, to bring suit against 'BorderConnect' for any injury or damage allegedly arising from the Web Site or your use of the Web Site including without limitation any injury or damage you may suffer as the result of viewing, uploading or downloading any images or content at the Web Site.
The Web Site, or third parties on the Web Site, may provide links to other sites and/or resources over which 'BorderConnect' has no control. 'BorderConnect' has no responsibility for and no liability for the availability of such external sites or resources, or for the Content, advertising, products or other materials available through such sites or resources.
This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario, without giving effect to conflict of laws provisions. You and 'BorderConnect' agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Essex, Ontario.
If any provision of this Agreement is found by a court or other binding authority to be invalid, you agree that every attempt shall be made to give effect to the parties' intentions as reflected in that provision, and the remaining provisions contained in this Agreement shall continue in full force and effect. You agree that any claim or cause of action arising out of your use of the Web Site or this Agreement must be filed within one year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary. Any failure by 'BorderConnect' to enforce or exercise any provision of this Agreement or related right shall not constitute a waiver of that right or provision.
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