B2BDirect.ca | Terms of Service
Terms of Service Agreement (“the Agreement”). The following is a legal Agreement between you as the authorized User/Member (“Member” or “User”) and B2BDirect.ca (“B2BDirect”) or “We” or “Site” or “Our”). A “Member” /”User”/”You” includes the entity on whose behalf you are accessing the Site. By accessing the Site, you explicitly accept the terms and conditions set forth in this Agreement.
Amendments and Modifications
It is the member’s responsibility to review the Terms of Service periodically to be aware of any modifications or revisions. Modifications of any sort to this Agreement will be effective immediately upon posting. B2BDirect.ca reserves the right at its sole discretion to make any changes to this Agreement and Site or discontinue the Site without reason or notice. If you do not provide in writing within 14 days your un-acceptance of any modifications, you acknowledge acceptance of the modifications and are bound by the changes to this Agreement.
1. Members
1.1 Registration
B2BDirect.ca expects you to provide us with complete and accurate information for registration. Competitors of B2BDirect.ca or their affiliates who are approved for membership by untrue or fraudulent ways shall have their membership immediately terminated. B2BDirect.ca shall pursue severe legal action to those in violation of this agreement and laws based on the aforementioned way of obtaining membership. B2BDirect.ca, in its sole and absolute discretion, can deny, suspend or terminate membership to any person or entity for any or no reason.
You acknowledge that you are able to bind yourself to this Agreement. If the Member is a business, you agree that you have the authority to legally bind the business entity to this Agreement. Your use constitutes an electronic signature as defined by the Electronic Signatures in Global and National Commerce (“E-sign”). This Agreement is an electronic record for purposes of E-sign and any other governing laws with respect to signature on electronic documents and as such is effective legally, is non-refutable by you and is binding on you and any member affiliated with you.
2. Restrictions
Material (“Content”) posted on the Site is copyrighted by B2BDirect.ca. Every Member agrees not to copy, reproduce, distribute or download any content from B2BDirect.ca for the purpose of re-selling or re-distribution. Any method used by a member to exploit the Site content is strictly prohibited. Exploitation of the site includes but is not limited to re-selling or re-distributing the Site’s content via electronic means including text messages, emails or physical mail or any other means. Any use of the content and services provided by B2BDirect.ca for any function not explicitly allowed in this Agreement is prohibited.
3. Membership Process
Logging onto www.B2BDirect.ca and completing a registration form accurately with current and valid information shall result in you and/or your company gaining access to B2BDirect.ca services.
3.1 Usage
Upon successfully completing registration, the individual responsible for enrollment will be assigned the role of an administrator (“Administrator”) for the entity they are representing. B2BDirect.ca shall hold the entity they are representing and the administrator responsible for the management and actions of other employees using B2BDirect.ca’s services within their organization. B2BDirect.ca is not liable for the conduct of any member’s activities on the site, and shall not be held liable in relation to any damage suffered by a member as a result of another member’s conduct.
3.2 Login and Password
The Administrator shall receive a login (“Login”) and password (“Password”). All Logins and Passwords are property of B2BDirect.ca. Any Login and Password provided by B2BDirect.ca are to be used only by the intended individual, the Administrator. Logins and Passwords are non-transferable. Any unauthorized use may result in company termination or suspension. B2BDirect.ca allows a company to have a one membership account. All users of the site understand that unlawful logins are prohibited even if the login and password is legitimate. Unlawful and unauthorized users include but are not limited to, terminated members, B2BDirect.ca’s competitors or their affiliates, hackers, and, suspended members.
4. Content
You are solely responsible for all public or private activity conducted via your login. You certify that you are the owner of any content posted by you on the site (“Your Content”). You hereby grant B2BDirect.ca and our affiliate’s permission to display your content on our site, distribute and store your content via any means.
5. Access
You shall have access to B2BDirect.ca’s services upon your application being approved by B2BDirect.ca
6. Billing
B2BDirect.ca reserves the right to change fees, add charges for services or add/change billing structure at any time. Such changes shall be posted online and will be effective 30 days after being posted on the site. If any such change is unacceptable to you, you may terminate your membership. Your continued use of any B2BDirect.ca service following the effective date of change represents your acceptance of the change(s).
7. Ethics
Every member agrees to conduct business on the site in an appropriate, truthful and ethical manner. Your conduct includes, but is not restricted to, providing accurate registration information, describing accurately all aspects in relation to your posting (condition, quantity, price etc.), and conducting respectful business on a day to day basis. B2BDirect.ca strictly prohibits exploitation of the system. B2BDirect.ca promotes honesty and encourages you to report any improper conduct.
8. Confidentiality
Each member acknowledges and agrees that all usernames and passwords are property of B2BDirect.ca and are non-transferable. Any information provided by you under your account shall be protected in accordance with our privacy policy. Any information disclosed through B2BDirect.ca includes proprietary information belonging to B2BDirect.ca. Each member agrees not to share any information with respect to B2BDirect.ca with third parties. Such information includes, but is not limited to, information on other members, products on the site, site features, design or navigation. You may promote services offered by B2BDirect.ca to affiliates wishing to join B2BDirect.ca. Any individual (“individual”) you recommend is encouraged to review the site. It is the individual’s responsibility to review and become aware of this Agreement. And as such, shall be held to the terms of this Agreement upon becoming a member. B2BDirect.ca shall not be liable for the privacy of any member information prior to, during and after registration that is transmitted over networks accessed by the Site, or otherwise related to your use of the site. The provisions of this clause (Confidentiality) shall survive the termination of this Agreement.
9. Limitation of Liability
B2BDirect.ca shall not be liable for lost profit, lost business opportunities, lost data, any direct or indirect or damages whatsoever caused to you or your business. Under no circumstances shall B2BDirect.ca be held liable for a delay, failure, or disruption in providing services or access to the site. To the maximum extent permitted by law, under no circumstances and under no claim based on warranty, legal theories, contract, tort, or otherwise shall B2BDirect.ca be liable to you or your company for monetary damages. We will not be liable for damages to you or your company whether direct, indirect, consequential, reliance or incidental, even if we are informed of the possibility of such damages. B2BDirect.ca will not be liable to you for the consequences of any interruptions or errors in the site or services.
Each member hereby agrees to indemnify and release B2BDirect.ca and its affiliates from all losses, claims, actions, costs (including legal costs on full indemnity), expenses and damages arising from your use of the site or dispute with any party to a transaction.
Each Member hereby agrees to release and indemnify B2BDirect.ca and its affiliates from all losses, claims, actions, costs (including legal costs on full indemnity), expenses and damages that may arise from member’s breach of any representations made by a member to B2BDirect.ca or third party claimants. In addition, you agree that B2BDirect.ca or its affiliates shall have no liability to any other third party claims relating to any content on the Site or a resulting transaction.
Without limitations to the foregoing, in the event we are found liable to you for damages from any cause whatsoever, B2BDirect.ca’s aggregate liability to you will be limited to $100.00 CDN.
You hereby agree to indemnify B2BDirect.ca, its employees, and affiliates against all claims, liabilities, costs and expenses whatsoever (including legal costs) incurred by any B2BDirect.ca party in association with any claim, including, but not limited to, claims for slander, violation of privacy, copyright/trademark infringement as a result of:
(a) Your use of our Site
(b) Your violation of this Agreement
(c) Your violation of the rights of any other person or entity.
(d) Any use or alleged use of your account or your login/password by any other person, whether or not permitted by you
(e) The content, quality, or the unsuccessful performance of content that you submit on our site; or
(f) Your association to our site
10. Transactions
Under no circumstances shall B2BDirect.ca be liable for member’s actions, or lack thereof, information posted by members on the site by any member, or any unauthorized use of proprietary or confidential information with respect to you or your business, including names, email addresses, and identification information. B2BDirect.ca does not represent the buyer or the seller in any transaction. And as such is not liable to or responsible for the services offered for sale on the site, lawfulness, availability of products, or the ability of the buyer/supplier/broker/seller to complete a transaction. Each member is solely responsible and fully assumes all risks and resulting liabilities associated with a transaction while using the site (content and services).
Each member should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third parties and other members of B2BDirect.ca. You agree that B2BDirect.ca shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. In case of a dispute between members on this site, or between users and any third party, you understand and agree that B2BDirect.ca is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release B2BDirect.ca, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, disclosed and undisclosed, suspected and unsuspected, arising out of or in any way related to such disputes and / or our service.
10.1 “As Is”
Each member agrees that the use of B2BDirect.ca’s website and services are provided “As Is” with no warranty of any sort either implied or expressed.
Under no circumstances shall B2BDirect.ca or any of its partners, affiliates, and employees be liable to any party for any damages of any kind, including but not limited to direct, indirect, consequential damages for any use of this website or its products.
B2BDirect.ca does not warrant or guarantee the accuracy or correctness of information posted on the site. Members are hereby made aware that there may be risks of dealing with people acting under false pretences. B2BDirect.ca does not confirm the identity of each member nor does B2BDirect.ca guarantee the legitimacy of a business using the service. We encourage all traders to use common sense to assess your dealings.
B2BDirect.ca does not represent the buyer or the seller in any transaction. Each member should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third parties and other members of B2BDirect.ca or its partner websites. And as such B2BDirect.ca is not liable to or responsible for the ability of traders to complete any transaction. Each member is solely responsible and fully assumes all risks and resulting liabilities associated with a transaction while using the site (content, services and products).
B2BDirect.ca reserves the right in its sole discretion to restrict or refuse sevice to any user for any or no reason in order to protect the interests of B2BDirect.ca.
The provisions of “As Is” clause survive the termination of this Agreement.
11. Privacy Policy
All information collected by B2BDirect.ca during registration and subsequent information such as credit card information shall be treated in accordance with Freedom of Information and Protection of Privacy Act (FOIP) and our privacy policy. Please click here to see our Privacy Policy.
12. Intellectual Property Rights
B2BDirect.ca, unless otherwise stated, is the sole owner or licensee of all the rights to this Site and its contents, databases, software, and services. The materials on this site are protected by the worldwide copyright and trademark laws and other laws of Canada.
Any unauthorized copying, distribution, modification to any of B2BDirect.ca’s logos, icons, and related subject matter is strictly prohibited. Each member agrees not to violate the intellectual property rights of B2BDirect.ca or any third party. B2BDirect.ca at its sole discretion may suspend or terminate memberships where such a violation has occurred.
13. Third Party Content and Services
Members shall use the site solely for business purposes. Some of the content on the site may be posted or provided by third parties (“Third Party Content”). B2BDirect.ca is not responsible for any Third Party Content or repercussion of such content. B2BDirect.ca cannot be held liable to any member in connection with Third Party Content as B2BDirect.ca is not the author of any Third Party Content. B2BDirect.ca does not monitor third party websites and as such shall not be liable for any direct or indirect damage caused by content of third party websites.
The B2BDirect.ca site and Content available through the Service may contain features and functionalities that may provide you with access to third party content which is completely independent of B2BDirect.ca, including servers, web sites, networks, systems, information and databases, applications, software, directories, products or services, programs, and the Internet in its entirety.
Member’s interactions with organizations and/or individuals found on or through the Service, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals.
14. General Provisions
This Agreement is not intended to create partnerships, joint ventures, employee/employer relations and as such does not create any such or otherwise relationship.
Headings used in this Agreement are for reference only, and in no way explain the scope of the section.
This Agreement along with additional rules and privacy policies constitute the entire agreement between the member and B2BDirect.ca with respect to access and use of the site. Any prior understandings regarding such subject matter is replaced by the entire agreement.
B2BDirect.ca’s failure to enforce any provision of this Agreement shall not constitute a waiver towards B2BDirect.ca’s subsequent actions to breaches similar in nature.
You may not assign this Agreement, in whole or in part without prior written consent from B2BDirect.ca
Waivers for any provisions of this Agreement, even if by law are to be binding unless made in writing by B2BDirect.ca.
This Agreement shall be governed by the laws of the location of B2BDirect.ca’s head office and as such, parties to this Agreement hereby agree to the jurisdiction of the location of B2BDirect.ca’s head office.
The Agreement shall continue to remain in effect even when a provision is being revised or modified. The provisions of the General Provisions clause survive the termination of the Agreement.
We may amend this agreement at any time by posting the amended terms on the site. All amended terms automatically take effect 30 days after they are initially posted on the site. Your continued use of our site implies your agreement of the change. By registering with B2BDirect.ca you accept the Terms of Service Agreement. You are encouraged to be aware of any amendments made to Terms of Service by regularly reviewing this document. |