Licensing System Terms of Use

Last updated May 31, 2019


These Terms of Use (collectively, with the Licensing System Privacy Policy, located at www.dynimize.com/legal/dyni-privacy-policy and the Billing Policy, located at www.dynimize.com/legal/dyni-billing-policy, the "Terms", or the "Terms of Use") govern your relationship with the Dynimize Licensing System (the "Licensing Service") operated by Dynimize, Inc. ("us", "we", or "our").

Please read these Terms of Use carefully before using the Licensing Service.

Your access to and use of the Licensing Service is based on your acceptance of and compliance with these Terms. These Terms apply to all users and others who access or use the Licensing Service.

By accessing or using the Licensing Service you agree to be bound by these Terms and accept all legal consequences. If you do not agree to these terms, in whole or in part, please do not use the Licensing Service.


Purchases

If you wish to purchase any product or service made available through the Licensing Service ("Purchase"), you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.

You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.

By submitting such information, you grant us the right to provide the information to third parties for purposes of facilitating the completion of Purchases.

We reserve the right to refuse or cancel your order at any time for certain reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons.

We reserve the right to refuse or cancel your order if fraud or an unauthorised or illegal transaction is suspected. We will not be held responsible or liable for any failure for the Purchase to complete, or any resulting loss or damages to you.


Availability, Errors and Inaccuracies

In order to provide exceptional service, and accuracy, we regularly update the products and services of the Licensing Service.

We cannot and do not guarantee the accuracy or completeness of any information, including prices, product images, specifications, availability, and services. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

Despite our best efforts, the products or services available through our Licensing Service may have an error regarding the price, be inaccurately described, or be unavailable.

We may experience delays in updating information available through the Licensing Service, on our website and in our advertising on other websites.


Contests, Sweepstakes and Promotions

Any contests, sweepstakes or other promotions (collectively, "Promotions") made available through the Licensing Service may be governed by rules that are separate from these Terms. If you participate in any Promotions, please review the applicable rules and Privacy Policy. If the rules for a Promotion conflict with these Terms, the Promotion rules will apply.

Promotions may be available for a limited time.


Billing Policy

Dynimize, Inc. charges for any use of products, services and Applications made available or accecible through the Licensing Service in accordance with our Billing Policy, which is available at www.dynimize.com/legal/dyni-billing-policy. By accepting our Terms of Use, you acknowledge that you hereby agree and consent to the terms and conditions of our Billing Policy.


Refunds

Except when required by law, paid Purchases are non-refundable.


Accounts

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Licensing Service.

You are responsible for safeguarding the account credentials such as the access token ("Credentials") that you use to access the Licensing Service and for any activities or actions under your Credentials, whether your Credentials are with our Licensing Service or a third-party service.

You agree not to disclose your Credentials to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trade mark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.


Intellectual Property

The Licensing Service and all contents, including but not limited to text, images, graphics or code are the property of Dynimize, Inc. and are protected by copyright, trademarks, trade secrets, database and other intellectual property rights.


Termination

We may terminate or suspend access to our Licensing Service immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach the Terms.

All provisions of the Terms shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Upon termination, your right to use the Licensing Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Licensing Service.


Indemnification

You agree to indemnify, defend and hold harmless Dynimize, Inc., its principals, officers, directors, representatives, employees, contractors, licensors, licensees, suppliers and agents, from and against any claims, losses, damages, obligations, costs, actions or demands.

These include but are not limited to: (a) legal and accounting fees resulting from your use of the Licensing Service; (b) your breach of any of these Terms; (c) anything you post on or upload to the Licensing Service; and (d) any activity related to your account. This includes any negligent or illegal conduct by you, any person or entity accessing the Licensing Service using your account whether such access is obtained via fraudulent or illegal means.


Limitation Of Liability

Dynimize, Inc., its directors, employees, partners, agents, suppliers, or affiliates, shall not be liable for any loss or damage, direct or indirect, incidental, special, consequential or punitive damages, including without limitation, economic loss, loss or damage to electronic media or data, goodwill, or other intangible losses, resulting from (i) your access to or use of the Licensing Service; (ii) your inability to access or use the Licensing Service; (iii) any conduct or content of any third-party on or related to the Licensing Service; (iv) any content obtained from or through the Licensing Service; and (v) the unauthorized access to, use of or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other claim in law, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.


Disclaimer And Non-Waiver of Rights

Dynimize, Inc. makes no guarantees, representations or warranties of any kind as regards the Licensing Service and associated technology. Any purportedly applicable warranties, terms and conditions are excluded, to the fullest extent permitted by law. Your use of the Licensing Service is at your sole risk. The Licensing Service is provided on an "AS IS" and "AS AVAILABLE" basis. The Licensing Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance, except as provided for under the laws of any province in Canada. In such cases, the provincial law shall apply to the extent necessary.

Dynimize, Inc. its subsidiaries, affiliates, and its licensors do not warrant that a) the Licensing Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Licensing Service is free of viruses or other harmful components; or d) the results of using the Licensing Service will meet your requirements.

If you breach any of these Terms and Dynimize, Inc. chooses not to immediately act, or chooses not to act at all, Dynimize, Inc. will still be entitled to all rights and remedies at any later date, or in any other situation, where you breach these Terms. Dynimize, Inc. does not waive any of its rights. Dynimize, Inc. shall not be responsible for any purported breach of these Terms caused by circumstances beyond its control. A person who is not a party to these Terms shall have no rights of enforcement.

You may not assign, sub-license or otherwise transfer any of your rights under these Terms.


Exclusions

As set out, above, some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you. Provincial laws of Canada may apply to certain products and service provided.


Governing Law

These Terms shall be governed by, and interpreted and enforced in accordance with, the laws in the Province of Ontario and the laws of Canada, as applicable.

If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, then any remaining provisions of these Terms will remain in effect. These Terms, along with all related agreements and policies incorporated by reference herein, constitute the entire agreement between us regarding our Licensing Service, and supersede and replace any prior agreements, oral or otherwise, regarding the Licensing Service.


Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Licensing Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the Licensing Service.


Contact Us

If you have any questions about these Terms, please contact us:










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