Privacy & Terms
In the course of operating the Heywyre Services, we may collect two types of information about our users: Personal Information and Non-Personal Information.
“Personal Information” is personally identifiable information, such as your name, address, email address, birthdate and gender. Personal Information is collected by us when you choose to provide it to us when registering for a Heywyre Service, such as when you choose to subscribe to a Heywyre Services, receive an invitation from Heywyre to participate in an event or promotion, enter a Heywyre promotion, participate in a Heywyre event, or choose to receive a Heywyre newsletter. In addition, if you choose to contact any of our customer services representatives, we may keep a record of that correspondence so that we may fully address the subject matter. We may also receive Personal Information from our business partners and other third parties, provided that such third parties confirm to us that you have permitted them to share such information.
Business contact information such as the name, title, business address, email address or telephone number of a business or professional person or an employee of an organization is not considered Personal Information.
“Non-Personal Information” is information of an anonymous nature, such as your Internet Protocol Address (IP Address), the domain you may have used to access a Heywyre Services, the type and version of browser or operating system you may be using, and the website you may have come from and visit next. Aggregate information, such as demographic statistics of our users (e.g. average age or geographical allocation of our users), number of visitors and average time spent on a Heywyre Services, is also considered Non-Personal Information.
USE OF PERSONAL INFORMATION
Personal Information may be used by us for the following purposes, subject to applicable law:
Providing you with the Heywyre Services and information you have requested from us, including your use of the Heywyre Sites. We may from time to time use your Personal Information to contact you about changes, enhancements or similar notices related to the Heywyre Services;
If you indicated that you were interested in receiving offers or information from Heywyre or certain of our selected sponsors or advertisers, Heywyre may send you email materials and other mailings about products and Services that we feel may be of interest to you. If at any time you would like to end your subscription to any such email materials, follow the directions posted at the bottom of the email material;
If you enter a contest or other promotion offered on a Heywyre Site, we may, under the rules of the promotion, use your name and certain other information to administer the promotion, such as contacting, announcing and promoting the winners of the promotion; or
DISCLOSURE OF PERSONAL INFORMATION
We will not sell or rent your Personal Information to anyone.
We will only disclose your Personal Information to third parties:
Where you have specifically given us your consent to disclose your Personal Information for a designated purpose;
Who are acting on our behalf as our agents, suppliers or Services providers, solely to enable us to more efficiently provide you with the Heywyre Services. Such entities act under strict contractual controls, requiring them to maintain the confidentiality of all such Personal Information and to use such information solely for purposes related to the provision of the Heywyre Services;
As may be set out in the Terms and Conditions applicable to a Heywyre Services, to facilitate the provision of such Heywyre Services, such as fulfilling legal requirements;
As required by law, including by an order of any court, institution or body with jurisdiction or authority to compel the production of information, or in order to protect or defend a legal interest; or
LINKS TO OTHER SITES AND ADVERTISEMENTS
The majority of the advertisements which are displayed in connection with the Heywyre Services are served through reputable third party advertisement serving partner(s), in accordance with their policies as described on their own website.
In certain areas, such as when you provide credit card information to us, we work to help protect the security of your credit card information during transmission by using industry standard encryption technology.
You can help protect the security of your Personal Information as well. For instance, never give out your password, since this is what is used to access your account or registration information. Also remember to log out of your account and close your browser window when you finish using Heywyre Services or surfing the Web, so that other people using the same computer won’t have access to your information.
Unfortunately, however, no database or data transmission over the internet can be guaranteed to be 100% secure. As a result, while we strive to protect your Personal Information and privacy, we cannot guarantee or warrant the security of any information you disclose or transmit to us online and cannot be responsible for the theft, destruction or inadvertent disclosure of your Personal Information. Consequently, Heywyre, its affiliates, related companies and arm’s length companies and any directors, officers, employees, agents, contractors, subcontractors or agents of the foregoing do not represent, warrant or guarantee that your Personal Information will be protected against misuse, loss or modification, nor do such parties accept liability for the security of a user’s Personal Information submitted on or in connection with the Heywyre Sites.
We are committed to protecting the privacy of children and we do not knowingly solicit personal information from children under the age of 13. If a child has already provided us with personal information, his or her parent or guardian may contact us for the purpose of deleting this information.
ADDITIONAL PRIVACY PROCEDURES
ACCESSING AND CHANGING ACCOUNT / REGISTRATION INFORMATION
Heywyre provides you with the means to access, update, edit or delete any account or registration information you may have provided to us at any time on your own by going to the appropriate page in the account or registration section of the relevant Heywyre Services, and changing or deleting such information as desired.
If you are unsure whether we have a record containing any of your Personal Information and would like to confirm whether or not we do, please send an e-mail indicating all e-mail addresses that you may have given us.
If you decide at any time that you do not want to receive any e-mail materials to which you have subscribed, you may choose to unsubscribe to these e-mails by following the instructions at the end of the message.
QUESTIONS, COMMENTS OR SUGGESTIONS?
Heywyre USE OF NON-PERSONAL INFORMATION
Non-Personal Information is collected or derived by us in the course of operating the Heywyre Services. For example, our Web servers may automatically collect Non-Personal Information which is provided through your browser or stored on a Cookie or other similar technologies when you choose to visit a Heywyre Services site.
In addition to Heywyre’s practices related to IP Addresses, Cookies or other similar technologies, Non-Personal Information is used generally by Heywyre to monitor and improve the operation of the Heywyre Services, to perform statistical analyses of the collective characteristics and behaviour of our users, to measure user demographics and interests regarding specific Heywyre Services, to describe our services to third parties such as prospective business partners and advertisers and to analyze how and where best to use our resources. No Personal Information will be disclosed during these activities.
Heywyre may also use Non-Personal Information to inform our sponsors and advertisers as to the performance of a particular sponsorship (such as a contest) or advertisement. In such case we may disclose to those third-party sponsors and advertisers the overall aggregate demographics available regarding, for example who participated in a contest or who saw and “clicked” on an advertisement. No Personal Information will be disclosed to these sponsors and advertisers as part of this process; only information in an anonymous, aggregate form will be disclosed.
An IP Address is the unique number that is assigned to every direct Internet access point. Many IP Addresses can generally be associated with certain Internet Services providers or large organizations. IP Addresses do not contain any Personal Information. When you, through your browser, request a web page or similar Internet information from another computer on the Internet, your browser automatically provides that computer with an IP address to which it will send the requested information.
Heywyre and IP Addresses:
Heywyre may use your IP Address to display more appropriate and relevant content and advertising, such as content and advertising based on your geographic area. Aggregate information derived from IP Addresses may be reported by Heywyre to its advertisers and partners. For example, Heywyre may report to its advertisers the estimated total number of users accessing a particular Heywyre Site from a specific province;
Heywyre may use your IP Address to facilitate the diagnoses and remedy of a technical problem reported by you or our technical team.
COOKIES AND WEB BEACONS
A “Cookie” is a small text file containing a unique identification number that is transferred (through your browser) from a web site to the hard drive of your computer. The Cookie identifies your browser and will NOT let a web site know any personal information about you, such as your name and address. Since Cookies are only text files, they cannot run on your computer, search your computer for other information or transmit any information to anyone.
Monitor website usage and improve the operation and performance of Heywyre Services and to make our Heywyre Services easier and more convenient to use. For example, Cookies help us remember who you are through your browser settings so that we can offer and provide more personalized services (e.g. language preference). Cookies also allow us to save passwords and preferences for you so that you will not have to re-enter them the next time you visit a Heywyre site;
Measure aggregate user traffic and demographic statistics related to Heywyre Services and advertisements (e.g. number of users, average time spent, average age and similar statistics). This information helps us to better understand when to update, change or offer new services and provides us with details as to the performance of third party advertisements and content. This information may be reported, in aggregate form only, to our current and prospective sponsors, advertisers and business partners. No Personal Information will be disclosed in such reports;
Certain Heywyre Services may contain electronic images known as “Web Beacons” — sometimes called single-pixel gifs — that allow Heywyre to count users who have visited those pages and to deliver co-branded services. Web Beacons are not used to access your Personal Information; they are a technique used to compile aggregated statistics about Heywyre Services usage. Web Beacons collect only a limited set of information including a Cookie number, time and date of a page view, and a description of the page on which the Web Beacon resides. Certain Heywyre Services web pages may also contain Web Beacons placed there by our advertising partners to help Heywyre determine the effectiveness of our Internet advertising campaigns.
Heywyre Enterprises Inc. Website Terms and Conditions
THESE TERMS AND CONDITIONS CONTAIN LEGAL OBLIGATIONS. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING A HEYWYRE SITE.
Welcome to the Internet sites of Heywyre Enterprises Inc. and its subsidiaries and affiliates'(“Heywyre”). These Terms and Conditions apply to all Heywyre Internet sites which reference these Terms and Conditions, including without limitation: www.Heywyre.com (each a “Heywyre Site” and collectively the “Heywyre Sites”). By using a Heywyre Site, or any of the products or services available on a Heywyre Site (collectively the “services”), you agree, without limitation or qualification, to be bound by these terms and conditions and such other additional or alternative terms, conditions, rules and policies which are displayed or to which you may be directed in connection with any particular Heywyre Site or Services, all as may be modified by Heywyre from time to time in its sole discretion (collectively, the “Terms and Conditions”). If you do not agree with these Terms and Conditions, you may not use a Heywyre Site or any of the services on a Heywyre Site.
Please note that we reserve the right, at our discretion, to change, modify, add, or remove portions of these Terms and Conditions at any time. Please check periodically for changes. We will indicate at the top of this page the date these Terms and Conditions were last revised. Your continued use of a Heywyre Site following the posting of any changes to these Terms and Conditions will mean you accept those changes.
REGISTRATION, ACCOUNTS and PASSWORDS
Certain of the Services and related features made available on a Heywyre Site may require registration or subscription. Should you choose to register or subscribe for any such services or related features, you agree to provide accurate and current information about yourself as required by the relevant registration or subscription process, and to promptly update such information as necessary to ensure that it is kept accurate and complete. You agree to be responsible for: (a) maintaining the confidentiality of any passwords or other account identifiers which you choose or are assigned as a result of any registration or subscription on a Heywyre Site, and (b) all activities that occur under such password or account. Further, you agree to notify Heywyre of any unauthorized use of your password or account. Heywyre shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this Section.
RESTRICTIONS ON USE OF MATERIALS
All material, information and content available on a Heywyre Site (collectively “Content”), including the manner in which such Content is presented, and the Services are: Copyright © Heywyre Enterprises Inc., its subsidiaries, affiliates and/or licensors. All rights reserved. Such Content is protected by Canadian and worldwide copyright laws and treaty provisions. Heywyre grants you a limited non-exclusive, non-transferable license to use and display on your computer or other electronic access device, the Content and Services for your own personal and non-commercial use only, provided that you do not modify the Content and that you maintain all copyright and other proprietary notices. Except as provided herein, you agree not to reproduce, make derivative works of, retransmit, distribute, sell, publish, communicate, broadcast or otherwise make available any of the Content obtained through a Heywyre Site or any of the Services, including without limitation, by caching, framing or similar means, without the prior written consent of the respective copyright owner of such Content.
Heywyre, and all associated designs and logos are trademarks of Heywyre Enterprises Inc. All other product, brand and company names and logos used or mentioned on a Heywyre Site or any of the Services may be the trademarks or registered trademarks of their respective owners. Any use of any trademarks appearing on a Heywyre Site or any of the Services without the express written consent of the owner of the trademark is strictly prohibited.
In consideration of the availability, and your use, of a Heywyre Site or any of the Services, you agree to comply with all applicable laws and regulations and these Terms and Conditions when using such Heywyre Site or Services. You acknowledge that Heywyre may investigate any violations of law and may cooperate with law enforcement authorities in prosecuting users in this regard. Additionally, you agree not to:
post, transmit, link to, or otherwise distribute any materials, information or content constituting, advocating or encouraging conduct that would constitute a criminal offense or give rise to civil liability, or otherwise use a Heywyre Site or any of the Services in a manner which is contrary to law or would serve to restrict or inhibit any other user from using or enjoying a Heywyre Site, any of the Services, or the Internet;
defame, abuse, stalk, harass, threaten or otherwise violate the legal rights of others, including without limitation, rights relating to privacy and publicity;
post, transmit, link to, or otherwise distribute any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information;
post, transmit, link to, or otherwise distribute any information, materials or content (including for greater certainty, software) which contains a virus, cancelbot, trojan horse, worm or other harmful or disruptive component.
RESPONSIBILITY FOR MINORS
In cases where you have authorized a minor to use a Heywyre Site or any of the Services, you recognize that you are fully responsible for: (i) the online conduct of such minor; (ii) controlling the minor’s access to and use of a Heywyre Site or any of the Services; and (iii) the consequences of any misuse by the minor. You acknowledge that some of the areas of a Heywyre Site may contain material that is inappropriate for minors.
FORUMS AND CONTENT SUBMISSIONS
By uploading materials to any chat board or forum available on a Heywyre Site (collectively “Forums”) or otherwise submitting any materials to us through any other content generating or submitting Services on a Heywyre Site, you automatically grant (or warrant that the owner of such materials expressly grants) Heywyre a world-wide, perpetual, royalty-free, irrevocable and non-exclusive right and license to use, copy, adapt, transmit, communicate, publicly display and perform, distribute and create compilations and derivative works from such submitted materials, for the purposes of publishing and promoting such materials in connection with the Forum or other Services through which the materials were submitted or generated, and for all promotions thereof. Such license shall apply with respect to any form, media, or technology now known or later developed. In addition, you warrant that all “moral rights” in such materials submitted by you have been waived in favour of Heywyre and that you own or have the right to use the intellectual property contained therein.
In addition, you automatically grant (or warrant that the owner of such material expressly grants) Heywyre a world-wide, perpetual, royalty-free, irrevocable and non-exclusive right and license to televise, broadcast, transmit, exploit, use, communicate, publicly display and perform, distribute and create compilations and derivative works from, such submitted materials in any manner, media or technology, including, but not limited to all forms of television, wireless and online technology, now known or later developed.
If you are a minor, you must have permission from your parent or legal guardian to upload any materials to a Forum. Heywyre may request a parent’s or legal guardian’s email address from anyone who uploads any materials to a Forum for the purpose of verifying with the parent or legal guardian that he/she has in fact given permission for such uploading. In the event that material is uploaded without permission, all uploaded material will be removed immediately and without notice to you.
When participating in a Forum, never assume that people are who they say they are, know what they say they know, or are affiliated with whom they say they are affiliated. Heywyre cannot be responsible for the content or accuracy of any information, and will not be responsible for any reliance or decisions made based on such information. When using a Forum, you may not post, transmit, link to, or otherwise distribute any information, materials or content that do not generally pertain to the designated topic or theme of the particular Forum. Use of a Forum for commercial purposes of any kind is strictly prohibited. Please note that Heywyre reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of these Terms and Conditions.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) A HEYWYRE SITE AND ANY OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THAT HEYWYRE MAKES NO WARRANTIES, REPRESENTATIONS OR CONDITIONS (as used in this section, “WARRANTIES”) OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED, TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AND THAT ANY SUCH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW, AND (B) HEYWYRE SPECIFICALLY MAKES NO WARRANTIES THAT A HEYWYRE SITE OR ANY OF THE SERVICES, INCLUDING ANY CONTENT, INFORMATION, PRODUCTS OR SERVICES OBTAINED FROM OR THROUGH THE USE OF A HEYWYRE SITE OR ANY OF THE SERVICES, WILL BE PROVIDED ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS OR THAT SUCH ServicesS OR THE RESULTS DERIVED THEREFROM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.
PROFESSIONAL INFORMATION DISCLAIMER
The Heywyre Sites may make available certain information provided by third parties related to various professional fields such as, without limitation, medicine and other health and fitness related matters, law, accounting and financial planning and investments (the “Professional Information”). The Professional Information is provided for educational and entertainment purposes only and should not be interpreted as a recommendation for a specific treatment plan, product or course of action. Use of a Heywyre Site does not replace consultations with a qualified medical, legal, financial or other relevant professional. In addition, while the Professional Information is frequently updated, this information changes rapidly and therefore, some of the Professional Information may be out of date. You agree that all risk associated with the use of, or reliance on, any of the Professional Information rests with you. You further agree that Heywyre, including its suppliers, shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, any such Professional Information.
FINANCIAL INFORMATION DISCLAIMER
The Content (including any facts, views, opinions, recommendations, description of, or references to, products or securities) made available by Heywyre through a Heywyre Site or any of the Services is: (a) for information purposes only; (b) not to be used or construed as an offer to sell, a solicitation of an offer to buy, or an endorsement, recommendation, or sponsorship of any entity or security by Heywyre; and (c) not necessarily reflective of the views or policy of Heywyre, including the publisher, contributors and staff of, and advertisers on, a Heywyre Site. You acknowledge and agree that any request for information by you is unsolicited and shall neither constitute nor be construed as investment advice by Heywyre. You should apply your own judgment in making any use of any Content, including, without limitation, the use of any information contained therein as the basis for any conclusions. You bear responsibility for your own investment research and decisions. PRIOR TO MAKING ANY INVESTMENT DECISION, IT IS STRONGLY RECOMMENDED THAT YOU SEEK OUTSIDE ADVICE FROM A QUALIFIED INVESTMENT ADVISOR. HEYWYRE DOES NOT PROVIDE OR GUARANTEE ANY FINANCIAL, LEGAL, TAX, OR ACCOUNTING ADVICE OR ADVICE REGARDING THE SUITABILITY, PROFITABILITY, OR POTENTIAL VALUE OF ANY PARTICULAR INVESTMENT, SECURITY, OR INFORMATION SOURCE.
You acknowledge that Heywyre or its affiliates may invest or otherwise hold interests in entities which may be referenced in any of the Services or Content accessible through a Heywyre Site. The views and opinions expressed on a Heywyre Site are not intended to constitute a description of securities bought, sold, or held on behalf of Heywyre nor an indication by Heywyre of any intention to buy, sell, or hold any security.
DISCLAIMER REGARDING SEARCH CONTENT
Any and all pictures, sounds, sound effects, sound recordings, musical works, performances, graphics, video, cinematic productions, audio-visual works and any other works (the “Multimedia Content”) located through a Heywyre Site’s search Services are protected by copyright and/or other intellectual property laws. Heywyre does not have the right to authorize you to reproduce, distribute, publicly display, publicly perform, communicate or create derivative works from any files containing such Multimedia Content. Where search results link to sites outside a Heywyre Site, all of the Multimedia Content contained on such sites is owned and served by entities other than Heywyre. Heywyre provides you with the URL or address of the Multimedia Content; this information may be used to determine the server of the Multimedia Content. If you intend to make use of any Multimedia Content accessed through a Heywyre Site’s search Services for commercial or non-commercial purposes, require that you contact the server and/or owner of the Multimedia Content for permission to use such Multimedia Content.
Heywyre reserves 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. Except as otherwise expressly contemplated herein, changes will be effective when notice of such change is posted on a Heywyre Site. Please check these Terms and Conditions regularly 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 a Heywyre Site and any of the Services immediately. Your continued use of a Heywyre Site or any of the Services after any such changes are posted will constitute acceptance of those changes. Further, Heywyre reserves the right to change, modify, suspend or discontinue any aspect of a Heywyre Site, Services or Content from time to time without notice or liability and for any reason whatsoever.
DOWNLOADS AND SHAREWARE
Certain Heywyre Sites allow you to download software applications or other forms of Content, including files, images and/or data incorporated therein (collectively, the “Software”). The Software is made available to you by Heywyre or third parties subject to the terms and conditions made available to you during the software installation process. Additionally, you agree that the Software is licensed to you by Heywyre or third parties for your personal and non-commercial use only provided that you do not modify the Software and that you maintain all copyright and other proprietary notices and that Heywyre or the designated third parties retain full and complete title to the Software and all intellectual property rights therein. You may not redistribute, sell, de-compile, reverse engineer, disassemble, or otherwise reduce the Software to a human-readable form. You agree that it is your responsibility to review and evaluate the Software and the related terms and conditions, and that all risk associated with the use of, or reliance on, the Software rests with you. You further agree that Heywyre, including its suppliers, shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, the Software, including the failure of the Software to meet your needs, standards, expectations or specifications.
CONTENT LINKED TO A HEYWYRE SITE
Please exercise discretion while browsing the Internet. Please note that certain links on a Heywyre Site may take you to other websites. Heywyre provides these links only as a convenience and not as an endorsement by Heywyre. These linked sites are not necessarily under the control of Heywyre. 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. Heywyre is not responsible for the content of any such linked sites or any other web page which is not part of a Heywyre Site and under Heywyre’s control. Unless otherwise expressly provided, Heywyre makes no representation or warranty regarding, and does not endorse, any linked site or the information, products or Services appearing thereon. Accordingly, you agree that Heywyre will not be responsible or liable in any way for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any site linked from a Heywyre Site.
DEALINGS WITH THIRD PARTIES
You acknowledge and agree that your correspondence or business dealings with any third parties, including any merchants or advertisers, found on, or through, a Heywyre Site or any of the Services, including payment for and delivery of related goods and Services, and all other terms, conditions, representations and warranties related to such dealings, are solely between you and such third parties. Heywyre assumes no responsibility whatsoever for any charges you or any user of your account incurs when making purchases or other transactions in this manner. Further, the responsibility for ensuring compliance with all applicable laws in connection with any such transactions shall be yours alone. You agree that Heywyre shall not be responsible or liable in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such dealings or transactions.
SUBSCRIPTION/FEE BASED SERVICES
Certain of the Services made available on a Heywyre Site may be offered by Heywyre on a payment basis (a “Pay Services”). Pay Services may be offered by Heywyre on a prepaid usage basis or on a periodic subscription (“Subscription”) basis. Should you choose to purchase a Pay Services, you will be required to register as described above, and you will be assigned an account for such Pay Services (the “Pay Services Account”) based on the information you provide as part of the registration process. You agree to pay all the fees applicable for such Pay Services you incur through your Pay Services Account, including any fees associated with the use of such Pay Services together with all applicable taxes (the “Fees”). Unless otherwise indicated on the relevant Pay Services description page (the “Pay Services Description”), the Fees for a Pay Services purchased through your Pay Services Account are chargeable immediately (and at the beginning of each renewal period for periodic Subscription Pay Services) to the credit card you designated for the particular Pay Services Account or through such other billing process as applicable. All Fees are non-refundable subject to applicable law. Heywyre reserves the right to change the amount of, or basis for determining, any Fees for a Pay Services, and to institute new Fees or terms at any time effective upon notice to you, which notice may for certainty include the posting of any such changes on the relevant pages related to the use of the Pay Services. For the avoidance of doubt, should you use a Pay Services for which new Fees have been instituted by Heywyre, such use constitutes your explicit consent to being charged such new Fees without further notification from Heywyre.
Please note that Subscription Pay Services renew automatically at the end of the relevant period as set out in the applicable Pay Services Description and Fees in respect of each such renewal shall be based on the then current rate for the particular Subscription Pay Services. You may terminate your subscription at any time, which termination will only be effective at the end of your subscription period.
By registering for a Pay Services, you warrant that: (a) you are of the age of majority in the jurisdiction in which you reside, (b) all information you submit is true and correct (including without limitation all credit card information), and (c) you are the cardholder of the credit card you designated for your Pay Services Account.
In consideration of the availability, and your use, of a Pay Services, you acknowledge and agree: (a) to these Terms and Conditions, including without limitation the disclaimers, limitation of liability and provisions related to prohibited conduct set out herein as well as any terms and conditions which may be set out in the relevant Pay Services Description, (b) that you are solely responsible for all acts or omissions that occur through your Pay Services Account, (c) that the Pay Services is for your personal, non-commercial use and you agree not to resell, distribute, transfer, share or otherwise use any Pay Services, including any coupons or credits related to same for any commercial purposes whatsoever, (d) that Heywyre reserves the right to specify an expiry date for the use of any coupons or credits purchased in connection with any Pay Services, and (e) that Heywyre reserves the right to suspend or terminate your Pay Services Account and your use of a Pay Services at any time, including without limitation, where Heywyre has determined, in its sole discretion, that your use of the Pay Services is, or was, in breach of these Terms and Conditions. For the avoidance of doubt, any coupons or credits purchased in connection with any Pay Services are not and shall not be deemed to be gift cards pursuant to the definition of “gift cards” under any legislation (municipal, provincial, federal or other) or otherwise. Any such termination by Heywyre shall be in addition to and without prejudice to such rights and remedies as may be available to Heywyre, including injunction and other equitable remedies. Your ability to use the Pay Services is also subject to any limits established by Heywyre or by your credit card issuer. If Fees cannot be charged to your credit card or your charge is returned for any reason, including chargeback, Heywyre reserves the right to either suspend or terminate your Pay Services Account and your access to the Pay Services.
You agree to defend, indemnify and hold harmless each of Heywyre, its affiliates and licensors and each of their respective officers, directors, employees and agents, including all third parties mentioned on a Heywyre Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, resulting from or related to: (a) your breach of any of these Terms and Conditions; (b) your access to or use of a Heywyre Site, Services or Content; or (c) your use or reliance on, or publication, communication or distribution of anything on or from a Heywyre Site or through any of the Services. You shall use your best efforts to cooperate with us in the defense of any claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT SHALL HEYWYRE, INCLUDING ITS AFFILIATES AND LICENSORS, BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, AND ANY DAMAGES FOR LOSS OF PROFITS, SAVINGS, GOODWILL OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER HEYWYRE HAD BEEN ADVISED OF OR COULD HAVE FORESEEN THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE, INABILITY TO USE OR PERFORMANCE OF ANY OF THE SERVICES OF A HEYWYRE SITE, (B) ANY UNAUTHORIZED ACCESS TO OR MODIFICATION TO ANY OF YOUR CONTENT OR TRANSMISSIONS, OR (C) ANY OTHER MATTER RELATING TO A HEYWYRE SITE OR ANY OF THE SERVICES.
You expressly acknowledge that Heywyre has entered into this agreement, and has and will make a Heywyre Site, Content and Services available to you in reliance upon the limitations and exclusions of liability and the disclaimers set forth herein, and that the same form an essential basis of the bargain between you and Heywyre. You expressly agree that the limitations and exclusions of liability and the disclaimers set forth herein will survive, and continue to apply in the case of, a fundamental breach or breaches, the failure of essential purpose of contract, the failure of any exclusive remedy or termination of this agreement.
GOVERNING LAW/JURISDICTIONAL ISSUES
All Heywyre Sites and Services are controlled, operated and administered by Heywyre from its offices within Canada. Heywyre makes no representation or warranty that a Heywyre Site or any of the Services are appropriate or available for use at any locations outside Canada. If you access a Heywyre Site from outside Canada, you are responsible for compliance with all applicable laws. You may not export any of the Content accessible through a Heywyre 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 British Columbia, Canada, without reference to its conflict of laws principles. Subject to the Arbitration and Actions paragraph below, each party hereby agrees to submit to the jurisdiction of the courts of the Province of British Columbia and to waive any objections based upon venue. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms and Conditions.
ARBITRATION AND ACTIONS
Except where prohibited by applicable law, any controversy, claim or dispute arising out of or relating to these Terms and Conditions, your use of any Heywyre Site or Services or the relationship which results from these Terms and Conditions, including, without limitation, the performance, breach, enforcement, existence or validity of the matters provided for in these Terms and Conditions which cannot be amicably resolved, even if only one of the parties declares that there is a difference (collectively, a “Claim”), will be referred to and finally settled (to the exclusion of the courts) by private and confidential binding arbitration before a single arbitrator held in Vancouver, British Columbia in English and governed by British Columbian law. 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. Any such Claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim, controversy or dispute of any other party. You agree to waive any right you may have to commence or participate in any class action against us related to any Claim and, where applicable, you also agree to opt out of any class proceedings against us. Notwithstanding the foregoing, we reserve the right to pursue the protection of intellectual property rights and confidential information through injunctive or other equitable relief through the courts.
You acknowledge and agree that Heywyre, in its sole and absolute discretion, may, without notice to you, suspend or terminate your account or your use of, or access to, a Heywyre Site or any of the Services, and remove and discard any information or content related to a Heywyre Site or any of the Services (and your use thereof), for any reason, including where Heywyre believes that you have violated any of these Terms and Conditions. You further agree that Heywyre shall not be liable to you or to any other person as a result of any such suspension or termination. If you are dissatisfied with a Heywyre Site or any of the Services or with any terms, conditions, rules, policies, guidelines, or practices of Heywyre in operating a Heywyre Site or any of the Services, your sole and exclusive remedy is to discontinue using a Heywyre Site or any of the Services.
SUBMISSION OF IDEAS AND/OR SUGGESTIONS
Heywyre is always improving its websites and Services and developing new features. If you have ideas and/or suggestions regarding improvements or additions, we would like to hear them – but any submission will be subject to these Terms and Conditions. UNDER NO CIRCUMSTANCES SHALL ANY DISCLOSURE OF ANY IDEA AND/OR SUGGESTION OR RELATED MATERIAL TO HEYWYRE BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. BY SUBMITTING THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL TO HEYWYRE, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL AND ARE REPRESENTING AND WARRANTING TO HEYWYRE THAT THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY RIGHTS IN THE IDEA AND/OR SUGGESTION OR ANY RELATED MATERIAL AND THAT HEYWYRE IS FREE TO IMPLEMENT THE IDEA AND/OR SUGGESTION AND TO USE THE RELATED MATERIAL IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY HEYWYRE, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.