Terms of Use - UniSelect

IMPORTANT - Please read these Terms of Use and Disclaimer carefully as it states the terms and conditions under which you may use the Uni-Select Programs Portal Web Site (www.uniselectweb.com) and the services and goods provided through it (collectively, "Web Site"). Each time you use the Web Site you acknowledge and agree to be bound by these Terms of Use and Disclaimer. IF YOU DO NOT AGREE WITH THESE TERMS OF USE AND DISCLAIMER, DO NOT USE THE WEB SITE. Uni-Select Canada may revise these Terms of Use and Disclaimer at any time and such change will become effective at the time of its posting on the Web Site. Accordingly, you should visit these Terms of Use and Disclaimer periodically to review the Terms of Use and Disclaimer because they are binding on you.

Trade-mark and Copyright Information

The contents of the Web Site, including its text, graphics and images ("Content") are the property of Uni-Select Inc. and its subsidiaries (collectively “Uni-Select”) and are protected by copyright and Canadian and foreign intellectual property laws. Unauthorized use of the Content may violate copyright, trademark and other laws.

Any use of the trade-names, trade-marks, service-marks and logos (collectively "Marks") displayed on the Web Site, except as expressly provided in these Terms of Use and Disclaimer, is strictly prohibited. Nothing appearing on the Web Site or elsewhere shall be construed as granting, implicitly or expressly, any license or right to use any Marks displayed on the Web Site.

All Uni-Select owned trade-marks and trade names appearing on the Web Site are trade-marks and trade names owned by Uni-Select Inc. or any of its subsidiaries. Products and company names and logos appearing on the Web Site may be trade-names, trade-marks and service-marks of their respective owners.

License

You are the holder of a non-exclusive license granted by Uni-Select Inc. which gives you access to the Content and the services and goods offered by Uni-Select Canada on its Web Site (the "Services"). This license could be terminated at any time by Uni-Select Inc., at its own discretion. Any non-authorized use of the Content or Services is prohibited. By the presents, Uni-Select Inc., in relation to Content, and Uni-Select Canada, in relation to Services, reserves all rights not expressly granted herein. Except for promotional bulletins that may be personalized by you, you may not sell or modify the Content or Services or reproduce, publish, display, distribute, or otherwise use the Content or Services in any way for any public or commercial purpose without the prior written consent of Uni-Select Inc. for Content and Uni-Select Canada for Services. If you violate any of these Terms of Use and Disclaimer, your permission to use the Content and Services and your license will be automatically terminated, without notice.

Misprints and Errors, Product Availability, Prices and Orders

Uni-Select Canada will use its commercially reasonable efforts to provide current and accurate information on the Web Site but misprints or other errors may occur. Accordingly, Uni-Select Canada reserves the right to change any information available through the Web Site, including prices and fees, at any time without any notice or liability to you or any other person. Uni-Select Canada does not guarantee the availability of the Services offered on the Web Site. Uni-Select Canada reserves the right to reject, correct or cancel at any time any order for Services for any reason whatsoever.

Limitation of Warranties, Disclaimer, Release and Indemnity

The Content and Services are provided solely for the purpose of purchasing Services from Uni-Select Canada. The Content and Services may be changed without notice. YOUR USE OF THE WEB SITE IS AT YOUR OWN RISK. THE CONTENT AND SERVICES CONTAINED IN THE WEB SITE ARE PROVIDED WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE OR USE. FURTHER, NO REPRESENTATION OR WARRANTY IS MADE CONCERNING THE ACCURACY OR RELIABILITY OF THE CONTENT OR SERVICES. UNI-SELECT DOES NOT WARRANT OR GUARANTEE UNINTERRUPTED ACCESS TO THE WEB SITE. UNI-SELECT IS UNDER NO OBLIGATION TO VERIFY THE IDENTITY OF USERS OF THE WEB SITE. UNI-SELECT, ITS DIRECTORS, OFFICERS, AFFILIATES, AGENTS, LICENSORS AND LICENSEES, EMPLOYEES OR SERVICE PROVIDER(S) (COLLECTIVELY, ITS "REPRESENTATIVES") SHALL NOT BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES, INCLUDING BUT NOT LIMITED TO, LOST REVENUE, LOST OR DAMAGED DATA OR OTHER COMMERCIAL OR ECONOMIC LOSS, WHETHER BASED IN CONTRACT OR IN TORT. THE FOREGOING LIMITATION SHALL APPLY EVEN IF UNI-SELECT OR ITS REPRESENTATIVES HAVE BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGE.

YOU HEREBY RELEASE UNI-SELECT AND ITS REPRESENTATIVES AND THEIR RESPECTIVE RESPRESENTATIVES AND ALL RELATED OR ASSOCIATED PERSONS FROM ALL CLAIMS AND DEMANDS OF ANY NATURE AND KIND WHATSOEVER AND HOWSOEVER ARISING, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER EXIST, WHICH ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE WEB SITE.

YOU HEREBY AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS UNI-SELECT, ITS SUBSIDIARIES AND ITS REPRESENTATIVES AND THEIR RESPECTIVE REPRESENTATIVES AND ALL RELATED OR ASSOCIATED PERSONS FROM AND AGAINST ALL CLAIMS AND ALL EXPENSES AND COSTS, INCLUDING WITHOUT LIMITATION, REASONABLE LEGAL FEES AND EXPENSES, INCURRED BY UNI-SELECT IN CONNECTION WITH ANY CLAIM OR DEMAND ARISING OUT OF YOUR USE OF THE WEB SITE OR ANY BREACH OF THE LICENSE AGREEMENT. YOU WILL ASSIST AND CO-OPERATE AS FULLY AS REASONABLY REQUIRED BY UNI-SELECT IN THE DEFENCE OF ALL SUCH CLAIMS.

The exclusion of certain warranties and the limitation of certain liabilities are prohibited by legislation in some jurisdictions. Such legislative limitations may apply to you.

The disclaimer, liability exclusion, liability limitation, release, and indemnity provisions in these Terms of Use and Disclaimer shall survive notwithstanding the termination of the License Agreement and these Terms of Use and Disclaimer. Login Names and Passwords

The Web Site may be accessed only by a user name and password. User names and passwords may not be shared. For security reasons, you must keep your user name and password confidential and not disclose them to any person or permit any other person to use them, except a person authorized to act on your behalf. Also, passwords must be non-obvious, hard-to-guess, confidential and changed on a regular basis.

You are solely responsible and liable for any use and misuse of your user name and password. You must ensure that your user name and password are used in compliance with these Terms of Use and Disclaimer.

You must immediately notify Uni-Select Canada of any unauthorized use of your user name or password, or if you know or suspect that your user name or password has been lost or stolen, has become known to any other person, or has been otherwise compromised.

All user names and passwords remain the property of Uni-Select Canada and may be cancelled or suspended at any time by Uni-Select Canada without any notice or liability to you or any other person. Uni-Select is not under any obligation to verify the actual identity or authority of the user of any user name or password.

Termination of Use and the Web Site

Uni-Select Canada may at any time and for any reason, with or without cause, and in its sole discretion, immediately suspend or terminate (in whole or in part) your permission to use the Web Site and your user password, all without any notice or liability to you or any other person.

If your permission to use the Web Site is terminated by you or Uni-Select Canada for any reason, the Terms of Use and Disclaimer will nevertheless continue to apply and be binding upon you in respect of your prior use of the Web Site and your purchases of Services through the Web Site and anything connected with, relating to or arising from those matters.

Confidentiality

Absent the use of encryption, the Internet is not a secured medium and privacy cannot be ensured. Internet e-mail is vulnerable to interception and forging. Uni-Select will not be responsible for any damages caused to you or any third party as a result of the transmission of confidential information that you make to any third party through the Internet e-mail links provided on this Web Site. Uni-Select is not responsible for any errors or any changes made to any transmitted information. Should you decide to transmit information using Internet e-mail links, you do so at your own risk.

Computer Viruses

While Uni-Select Canada makes commercially reasonable efforts to ensure that all Content and all Services provided on this Web Site do not contain computer viruses, you are responsible to take the appropriate precautions to scan for computer viruses and to ensure that you have a complete and current back up of the applicable items contained on your computer system.

Links to Other Sites

The Web Site may contain links to other sites as well as e-mail links. These links are provided solely as a convenience to you. These other sites were independently developed by parties other than Uni-Select assumes no responsibility for the accuracy or appropriateness of the information contained in such sites. The inclusion of any link to another site does not imply endorsement by Uni-Select. Any mention of another party or its product or service on the Web Site should not be construed as an endorsement of that party or its product service. If you decide to access linked third party web sites, you do so at your own risk.