2. Terms Applicable to Platform Users and Mentors
a) if you are only a platform user, the provisions set out in Appendix A (Terms Applicable to Platform Users) will apply and the provisions set out in Appendix B (Terms Applicable to Mentors) will not apply;
b) if you are only a Mentor, the provisions set out in Appendix B (Terms Applicable to Mentors) will apply and the provisions set out in Appendix A (Terms Applicable to Platform User)s will not apply; and
c) if you are both a Platform User and a Mentor, the provisions set out in Appendix A (Terms Applicable to Platform Users) and Appendix B (Terms Applicable to Mentors) will apply
b) We reserve the right to change any information, material or content contained on or provided through the Platform at any time, and from time to time, without notice.
4. Usage of the Platform
5. License Grants
b) (b) You grant to us a perpetual, irrevocable, royalty-free, fully paid-up and worldwide license to access, collect, store, disclose and use any data, information, records and files that you load, transmit to or enter into the Platform for the purposes of: (i) making available the Platform; (ii) developing and improving the Platform; (iii) complying with applicable law; and (iv) complying with our reasonable audit and data retention policies.
7. User Accounts
b) You agree and warrant that: (i) you will, at all times, comply with all applicable laws (including all applicable privacy laws); and (ii) all information, material or content that you provide to us will contain no information about an identifiable individual or information that is otherwise subject to applicable privacy laws, including the Personal Information Protection and Electronic Documents Act (Canada) or equivalent provincial legislation ("Personal Information"), except for Personal Information in respect of which you have obtained all applicable third party consents, authority and permissions, and have made all applicable third party disclosures, in each case if and as required by applicable laws (including privacy laws), regarding all collection, storage, use, disclosure and transmission, including to us and to all applicable third parties.
9. No Unlawful or Prohibited Use
You will not, without our prior written permission, use the Platform for purposes other than the Permitted Use. Without limiting the generality of the foregoing, You will not, and will not permit anyone else to: (a) "frame", "mirror" or otherwise incorporate the Platform or any part thereof on any commercial or non-commercial website; (b) access, monitor or copy any part of the Platform using any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission; (c) violate the restrictions in any robot exclusion headers on the Platform or bypass or circumvent other measures employed to prevent or limit access to the Platform; (d) take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on the Platform; (e) deep-link to any portion of the Platform for any purpose; (f) remove any watermarks, labels or other legal or proprietary notices included in the Platform; (g) modify or attempt to modify the Platform, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Platform; (h) use the Platform as part of any service for sharing, lending or multi-person use; (i) attempt to assist, authorise or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Platform; (j) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Platform; (k) create adaptations, translations or derivative works based on the Platform, in whole or in part, or decompile, disassemble, reverse engineer or otherwise exploit any part of the Platform; (l) use the Platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party; or (m) upload to or transmit through the Platform any information, images, text, data, media or other content that is offensive, hateful, obscene, defamatory or violates any laws, in each case as determined by our sole discretion.
10. Third Party Websites
The Platform may provide links to third party websites. We do not endorse the information contained on those websites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked website is not under our control, and if you choose to access any such website, you do so entirely at its own risk.
We cannot and do not guarantee or warrant that the Platform is compatible with any computer system or that the Platform, or any links from the Platform, will be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Platform. We will maintain industry standard anti-virus software and tools on systems providing the Platform.
12. Communications Not Confidential
We do not guarantee the confidentiality of any communications made by you through the Platform. Although we generally adhere to the accepted industry practices in securing the transmission of data to, from and through the Platform, you acknowledge and agree that we cannot and do not guarantee the security of data transmitted over the Internet or public networks in connection with User’s use of the Platform.
13. General Disclaimer
USE OF THE PLATFORM IS AT YOUR OWN RISK. THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE PLATFORM WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY OR TIMELINESS OF THE PLATFORM, OR THAT THE PLATFORM IS OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION
14. Limitation of Liability
a) TYPE. IN NO EVENT WILL WE OR OUR OFFICERS, DIRECTORS, AFFILIATES, PARTNERS, EMPLOYEES, SHAREHOLDERS, AGENTS, SUCCESSORS AND ASSIGNS BE LIABLE TO YOU, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE OR LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE PLATFORM OR ANY PLATFORM USER-MENTOR AGREEMENT.
You will defend, indemnify and hold harmless us and all of our officers, directors, affiliates, partners, employees, agents, successors and assigns (collectively, the "Appfabriqa Indemnitees") from and against any liabilities, claims, demands, recoveries, losses, damages, fines, penalties or other costs or expenses, (including but not limited to reasonable legal and accounting fees), claimed against the Appfabriqa Indemnitees by third parties relating to:
b) your violation of any applicable law (including privacy laws) or the rights of a third party (including, without limitation, privacy or intellectual property rights);
c) your breach of or failure to perform under any Mentor-Platform User Agreement; and
d) any misrepresentations made to other Platform Users or Mentors on the Platform.
16. Term and Termination
17. Geographic Application of the Platform
Not all of the services described on the Platform are available in all jurisdictions. Furthermore, nothing on the Platform constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by applicable law.
18. Governing Law and Jurisdiction
Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of courts in Vancouver, British Columbia, Canada in all disputes arising out of or relating to the use of the Platform.
19. General Provisions
20. Apple App Store Additional License Terms [not yet implemented]
b) Notwithstanding anything to the contrary hereunder, you may use the Platform only on an iPhone or iPod touch that you own or control.
c) The parties acknowledge that Apple has no obligation to furnish any maintenance or support services with respect to the Platform.
g) You represent and warrant that you are not: (i) located in any country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; or (ii) listed on any U.S. Government list of prohibited or restricted parties.
h) You may contact us in writing regarding any notices, questions, complaints or claims with respect to the Platform.
Name: Jennifer Chan
Address: 1055 W Hastings Street, Suite 1700 Vancouver, BC
Telephone Number: 604-727-3851
Email Address: email@example.com
21. Google Play Additional License Terms [not yet implemented]
a) You acknowledge that Google is not responsible for providing support services for the Platform.
Appendix A – Terms Applicable to Platform User
1. Permitted Use
The Platform is provided solely (the "Permitted Use") to: (1) enable you to search for and view the profile made available by Mentors with the objective of entering into a Mentor-Platform User Agreement; and (2) facilitate communication between you and Mentors.
2. Mentor-Platform Agreements with Mentors
a) If you would like to engage a Mentor through the Platform, you may enter into a Mentor-Platform User Agreement with that Mentor by selecting one or more Mentor dates and times with that Mentor and requesting a meeting. By sending a request to a Mentor, you are extending an offer to enter into a contract on such terms and conditions as set out in that Mentor’s profile, including without limitation: (1) the description of the Mentor’s services; (2) the Mentor’s expertise and interests; (3) the mentoring dates and times you have selected. When the Mentor has accepted the session, the Mentor has accepted your offer and the Mentor-Platform User Agreement is formed. You will receive a notification through the Platform/email that your offer has been accepted.
b) Notwithstanding the foregoing, you acknowledge that you are engaging directly with the Mentor and not us, and that we are not a party to and will be in no way responsible for the performance of any Mentor under any Mentor-Platform User Agreement. We do not make any representations or warranties of any kind with respect to a Mentor or a Mentor-Platform User Agreement and you acknowledge and agree that we are not an agent or representative of you or any Mentor.
3. Mentor Disclaimer
MENTORS ARE INDEPENDENT PERSONS AND NOT PARTNERS, AGENTS OR EMPLOYEES OF OURS. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE NO CONTROL OVER THE QUALITY, PUNCTUALITY, KNOWLEDGE, TRAINING OR LEGALITY OF THE SERVICES THAT MENTORS DELIVER. WE ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, CONDITIONS, BREACHES OR NEGLIGENCE OF ANY MENTOR OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM AND TAKE NO RESPONSIBILITY WHATSOEVER RELATED TO ANY MENTOR-PLATFORM USER AGREEMENTS ENTERED INTO BY YOU AND ANY MENTORS (INCLUDING ANY DELAYED OR INCORRECT PAYMENTS OR NON-PAYMENTS UNDER SUCH MENTOR-PLATFORM USER AGREEMENTS). WE DO NOT RECOMMEND OR ENDORSE ANY MENTORS AND RECOMMEND THAT YOU PERFORM YOUR OWN DUE DILIGENCE BEFORE ENTERING INTO ANY MENTOR-PLATFORM USER AGREEMENT.
Appendix B – Terms Applicable to Mentors
1. Permitted Use by Mentors
The Platform is provided solely (the "Permitted Use") to: (1) enable to make available information about yourself and your experience on the Platform to facilitate communication between you and the Platform User.
2. Mentor-Platform User Agreements with Platform User
a) A Platform User may enter into an agreement through the Platform for your services by selecting one or more mentor dates and times with you and requesting a session. By sending you a request, the Platform User is extending into an offer to enter into a contract on such terms and conditions as set out in your Mentor Profile, including without limitation: (1) the description of your menotr services; (2) your expertise and interests. By accepting to the meeting you have accepted the Platform User’s offer and the Mentor-Platform User Agreement is formed. The Platform User will receive a notification through the Platform/email that you have accepted their offer.
b) Notwithstanding the foregoing, you acknowledge that you are engaging directly with the Platform User that receives your services and not us, and that we are not a party to and will be in no way responsible for the performance of any Platform User under any Mentor-Platform User Agreement. We do not make any representations or warranties of any kind with respect to a Mentor or a Mentor-Platform User Agreement and you acknowledge that We are not an agent or representative of you or any Platform User.
c) You agree to not contact the Platform User directly off of the platform without requesting the information through the Preview Platform.
3. Platform User Disclaimer
PLATFORM USERS ARE INDEPENDENT PERSONS AND NOT PARTNERS, AGENTS OR EMPLOYEES OF OURS. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE NO CONTROL OVER THE QUALITY AND PUNCTUALITY OF ANY PLATFORM USERS. WE ARE NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, CONDITIONS, BREACHES OR NEGLIGENCE OF ANY PLATFORM USER OR FOR ANY PERSONAL INJURIES, DEATH, PROPERTY DAMAGE OR OTHER