1. USE OF THE WEBSITE

Your use of the Site is subject to the following terms and conditions of use and sale (the “Terms”) and all applicable laws. By accessing and browsing the Site, you accept, without limitation or qualification, the Terms. If you do not agree with any of the Terms, please do not use the Site.

The Company reserves the right to change, modify, alter, add, remove or otherwise update the Terms (or any portion thereof) applicable to the Site without prior written notice at any time, and from time to time, at the Company’s sole discretion. We will notify you of any such changes, modifications, alterations or updates to the Site by posting notice of same on the Site. Following the posting of any such notice, your continued use of the Site will constitute your acceptance of the new terms and other policies, as modified, and you will be bound by said new terms and policies.

The Site is not intended for access or use outside Canada. You are responsible to ensure that your access to the Site and the information and material available on or through it are legal in each jurisdiction in or through which you access or view the Site and such information and material.

The terms “we,” “us” and “our” used in the Terms refer, collectively, to the Company and its affiliates, subsidiaries, divisions, successors and assigns and their respective employees, mandataries and agents (collectively, “Company Affiliates”).

THE COMPANY URGES YOU TO READ THE TERMS CAREFULLY, AS THEY INCLUDE PROVISIONS SUCH AS LIMITATION OF LIABILITY, DISPUTE RESOLUTION AND OTHER PROVISIONS THAT MAY LIMIT YOUR RIGHTS.

2. ACCEPTABLE USE POLICY

As a condition of your use of the Site, you hereby represent and warrant to the Company that you:

Will only use the Site for lawful purposes in accordance with the Terms and our online Privacy Policy;

Agree to honour our intellectual property rights;

Will refrain from using profane, vulgar, inflammatory, libelous, or similarly discourteous language in any email or form entry created through the Site; and

Shall not interfere or attempt to interfere with the operation of the Site in any way through any means or device including, but not limited to, spamming, hacking, uploading computer viruses or time bombs, or other means expressly prohibited by any provision of the Terms.

3. PRODUCT INFORMATION AND AVAILABILITY

The Company attempts to be as accurate as possible in describing all Products available for sale and/or distribution by the Company. However, the Company does not warrant that Product descriptions or other content of the Site are accurate, complete, reliable, current or error-free. Please note that because the colours of the Products you see will depend on your monitor, screen or display, the Company cannot guarantee that your monitor, screen or display will show the actual colour of a Product.

4. PRODUCT PRICING

All prices and Product are in Canadian dollars. Although the Company strives to provide accurate Product and pricing information, errors may occur. The Company reserves the right to correct any errors in pricing or Product information and to modify the prices of Products, at any time, without prior notice.

5. EXCLUSION AND DISCLAIMER OF WARRANTIES***

THE COMPANY MAKES NO REPRESENTATION OR WARRANTY REGARDING THE FUNCTIONALITY OR THE CONDITION OF THE SITE, ITS SUITABILITY FOR USE, OR THAT ITS USE, OR ANY INFORMATION OR MATERIAL, INCLUDING ANY DOWNLOADABLE SOFTWARE, ACCESSED FROM OR THROUGH THE SITE, WILL BE UNINTERRUPTED OR ERROR-FREE. THE COMPANY DOES NOT REPRESENT, WARRANT OR UNDERTAKE THAT ANY ERRORS ON OR RELATING TO THE SITE WILL BE CORRECTED, OR THAT ANY SERVER FROM WHICH THE SITE IS OPERATED IS OR WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

EXCEPT AS EXPRESSLY PROVIDED FOR IN THE TERMS, THE SITE AND ALL MATERIALS, PRODUCTS AND INFORMATION PROVIDED THROUGH OR ON THE SITE ARE PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS” BASIS AND THE COMPANY DOES NOT MAKE OR GIVE ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION (I) WARRANTIES AS TO UNINTERRUPTED OR ERROR-FREE TRANSACTIONS, BROWSING, PRIVACY, OR SECURITY, (II) ACCURACY, ADEQUACY OR COMPLETENESS OF THE SITE AND THE CONTENT THEREOF, THE INFORMATION, MATERIALS AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SITE, ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES, OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SITE OR ANY LINKED SITE; OR (III) MERCHANTABILITY, QUALITY, TITLE, DURABILITY, SUITABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSES, OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE. THESE EXCLUSIONS ARE IN ADDITION TO ANY SPECIFIC EXCLUSION OTHERWISE PROVIDED IN THE TERMS.

BECAUSE CERTAIN FEDERAL OR PROVINCIAL LAWS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

THIS SECTION SHALL SURVIVE THE TERMINATION OR EXPIRY OF THIS AGREEMENT.

6. INDEMNIFICATION

By using the Site you hereby agree to indemnify, defend and hold harmless the Company from and against any and all losses, damages, liabilities, and claims and all fees, costs, expenses, of any kind related thereto (including, without limitation, reasonable attorneys’ fees) incurred by the Company in connection with any claim arising out of, based upon or resulting from your use of the Site. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not, in any event, settle any matter without the written consent of the Company.

FOR THE PURPOSES OF THIS SECTION, “COMPANY” SHALL INCLUDE THE COMPANY’S RESPECTIVE DIRECTORS, OFFICERS, OWNERS, EMPLOYEES, AGENTS, MANDATARIES, CONTRACTORS, LICENSORS, LICENSEES AND THIRD-PARTY SUPPLIERS.

THIS SECTION SHALL SURVIVE THE TERMINATION OR EXPIRY OF THIS AGREEMENT.

7. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY BE LIABLE FOR ANY DAMAGES OR LOSSES OF ANY KIND, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL, HOWSOEVER CAUSED, INCLUDING BUT NOT LIMITED TO, ANY LOST DATA, LOST PROFITS, LOST SAVINGS, LOSS OF GOODWILL, LOST BUSINESS, LOSS OF USE OR LACK OF AVAILABILITY OF FACILITIES INCLUDING COMPUTER RESOURCES, ROUTERS AND STORED DATA, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SITE, INCLUDING WITHOUT LIMITATION THE MATERIALS OR INFORMATION PROVIDED THROUGH THE SITE, THE PRODUCTS, EVEN IF THE COMPANY OR ANY OF ITS LAWFUL AGENTS, CONTRACTORS, EMPLOYEES OR MANDATARIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM.

IN PARTICULAR, AND WITHOUT LIMITING THE PRECEDING PARAGRAPH, IN NO EVENT WILL THE COMPANY BE LIABLE TO YOU FOR DAMAGES OR LOSSES RESULTING FROM VIRUSES, DATA CORRUPTION, FAILED MESSAGES, TELECOMMUNICATIONS SERVICE PROVIDERS, THE COMPANY’S CONTRACTORS, THE INTERNET BACKBONE, DAMAGES OR LOSSES CAUSED BY YOU, OR YOUR RESPECTIVE EMPLOYEES, AGENTS, MANDATARIES OR SUBCONTRACTORS, OR OTHER EVENTS BEYOND THE REASONABLE CONTROL OF THE COMPANY.

IF YOU ARE DISSATISFIED WITH THE TERMS OR THE SITE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING AND ACCESSING THE SITE.

CERTAIN FEDERAL OR PROVINCIAL LAWS MAY NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

FOR THE PURPOSES OF THIS SECTION, “THE COMPANY” SHALL INCLUDE THE COMPANY’S RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, MANDATARIES, CONTRACTORS AND THIRD-PARTY SUPPLIERS.

THIS SECTION SHALL SURVIVE THE TERMINATION OR EXPIRY OF THIS AGREEMENT.

8. COPYRIGHTS AND TRADEMARKS

Material on the Site, including but not limited to texts, images, illustrations, articles, photographs, software, audio clips and video clips, is owned or otherwise provided by the Company, and the Company does not represent or warrant that such material does not infringe the rights of any other person or entity. The material on the Site is protected in Canada and in other jurisdictions by the Copyright Act and by virtue of the applicable international conventions and treaties. The Company is the owner of the copyright in the entire Site and, consequently, the material on the Site may not be copied, reproduced, transmitted, distributed or modified, in whole or in part in any form whatsoever, including but not limited to text, audio or video, without the prior written consent of the Company. Trademarks, logos and service marks (collectively, the “Marks”) displayed on the Site are registered or unregistered Marks of the Company or others, are the property of their respective owners, and may not be used without written permission of the owner of such Marks. Nothing in the Site is to be interpreted as conferring a right to use the Marks or the material protected by the Copyright Act.

Notwithstanding the foregoing, the Company authorizes you to make an electronic or paper copy of the information posted on any page of the Site provided that the copy is used solely for personal purposes or to promote the company, in each and every case, provided that any such copy remains protected by all copyright, trademarks, service marks and other proprietary notices and legends contained on any such page of the Site. You may not frame or utilize framing techniques to enclose any page on the Site or any trademark, logo or other proprietary information (including images, text, page layout, or form) of the Company without express written consent of the Company. You may not use any meta tags or any other “hidden text” utilizing the Company’s name or trademarks without the express written consent of the Company. Any unauthorized use of the Site and/or its contents terminates the permission or license granted by the Company.

Except as otherwise may be expressly provided herein, nothing contained in the Terms shall be construed as conferring by implication, estoppel or otherwise any license or right under any copyright, patent, trademark or other intellectual property right of the Company or any other person or entity.

9. YOUR MATERIAL

The Company is not responsible for any text, image, video, audio, or any information, content or other materials you may introduce into or post through the Site or any other Company websites including any Company pages on social networking websites and webpages such as Facebook, Instagram, Twitter or YouTube (collectively, your “Material”). You acknowledge and agree that your Material does not necessarily reflect the views, ideas or opinions of the Company or any of its divisions, affiliates, subsidiaries, directors, officers, employees, agents, contractors and suppliers and that we disclaim any and all responsibility for any of your Material. You agree never to knowingly or otherwise introduce or post Material that is defamatory, libelous, slanderous, obscene, abusive, fraudulent, or that violates any other party’s proprietary rights, promotes hatred, otherwise gives rise to a criminal offence or civil liability on the part of any person or entity, or that is otherwise unlawful or in contravention of applicable laws and regulations. You hereby agree to defend and hold the Company harmless against all claims, damages, liability, losses or expenses resulting from or related to your Material. The Company reserves the right to edit, alter or delete any Material at any time without prior notice.

10. CONFIDENTIALITY OF THE MATERIAL TRANSMITTED

The Company does not wish to receive Material from you that is confidential, secret or proprietary information.

You acknowledge and agree that any Material which you provide including, but not limited to, your ideas, suggestions, comments and other feedback regarding your use of the Site or the Products, is not, except as may be required under applicable law or pursuant to the Company’s Privacy Policy, confidential, secret or proprietary.

You hereby acknowledge and agree that any or all information and Material provided by you to the Site may be included in a database owned by the Company in which we have rights and interests, including but not limited to, copyrights in and to any derivative works, and we reserve the right to use any information or materials you provide to us or that we obtain through your use of the Site to the fullest extent permitted by law. You, therefore, consent to the Company using any such information or material provided, in whole or in part by any means or in any manner whatsoever, including reproducing, retransmitting or publishing this information or material or ideas, concepts or other information contained therein for the commercial purposes of the Company or the disclosure of your identity, in accordance with the Terms and the Company’s Privacy Policy.

For greater certainty, and without limitation to the generality of the foregoing, by posting messages, uploading files, inputting data or engaging in any other form of communication to or within the Site, you hereby grant the Company a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty-free license to use (including use for promotional and advertising purposes), copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and otherwise exploit the content of your communications and any ideas or original materials contained therein, in all media now known or hereafter developed. This grant shall include the right to exploit any and all proprietary rights in and to any such communications including, without limitation, any and all rights under copyright, trademark, service mark or patent laws under any relevant jurisdiction. You hereby waive all rights you may have to inspect and/or approve of any use by the Company of any material or ideas submitted by you or the right to receive any compensation for such use. You waive all rights to any claim against the Company for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with any of the foregoing. You agree and understand that the Company is under no obligation to use any material or ideas submitted by you in any way whatsoever.

Furthermore, you acknowledge that unprotected email communications and other transmissions over the Internet are not confidential and may be subject to possible interception, alteration or loss. You acknowledge and agree that by submitting any such communications to the Company or the Site, no confidential, fiduciary, contractually implied or other relationship is created between you and the Company other than pursuant to the Terms. The Company shall not be responsible for the payment of any monies to any other party in connection with the Company’s use of any information or material provided by you to the Company or the Site. You also represent and warrant that any and all such information or Material which you provide to the Company, whether provided by you electronically by accessing or using the Site or otherwise, and the Company’s use of this information and Material so provided as permitted in the Terms, does not infringe the rights of any other person or entity.

11. USE OF YOUR MATERIAL BY US

You consent to the Company using any of your Material, in whole or in part by any means or in any manner whatsoever, including reproducing, retransmitting or publishing your Material for the commercial purposes of the Company, in accordance with the Company’s Privacy Policy.

12. SURVEILLANCE

The Company may monitor the access to the Site (and any other of its websites) and other activities in relation to the Site (and any other of its websites) and may intervene in this regard. However, the Company makes no representation and gives no warranty to that effect. You consent to such surveillance and intervention, if the Company ever decides to do it.

13. LINKS TO OTHER WEBSITES

Links and references to other websites are provided to you as a convenience only. The Company has not reviewed and does not expressly or implicitly endorse other websites or any information or material, or the accessibility thereof, via such links, and does not assume any responsibility for any such other websites, information or material posted thereon, or products or services offered thereon. You may not create links from other websites to the Site, except if expressly permitted by the Company. To obtain such permission, please contact us here.

14. MODIFICATION OF SITE; RESERVATION OF RIGHTS

The Company may, for any reason in its sole discretion and without notice to you, terminate, change, suspend or discontinue the Site or any aspect of it, including but not limited to any Site content, features or hours of availability and the Company will not be liable to you or any third party for doing so. The Company may also impose rules for and limits on use of the Site or restrict your access to part, or all, of the Site without notice or liability. All rights not expressly granted in the Terms are reserved to the Company.

15. ENUREMENT

The Terms shall inure to the benefit of and be binding upon each of the parties hereto and their respective successors and permitted assigns.

16. GOVERNING LAW

The Site is controlled and operated by the Company from Montréal, Québec, Canada and the Terms, the Site, any use of the Site and any transaction conducted on or from it shall be governed by the laws of the Province of Québec and the laws of Canada applicable therein without reference to principles of conflict of laws. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

17. DISPUTE RESOLUTION

You acknowledge and agree that any dispute that may arise between you and the Company in respect of the Terms shall be resolved by the provincial and federal courts and tribunals sitting in the judicial district of Montréal in the Province of Québec and you hereby irrevocably submit to the personal and exclusive jurisdiction and venue of these courts.

18. SEVERABILITY

If any one of these conditions shall be deemed invalid, void, or for any reason unenforceable, such condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.

19. JURISDICTION

The Company makes no representation that materials, information or Products provided on or through the Site are appropriate or available for use in other locations or jurisdictions than Canada. Those who choose to access the Site from other locations or jurisdictions do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

20. COOKIES

The Company may use “cookies” to track your preferences and activities on the Site. Cookies are small data files transferred to your computer’s hard-drive by a website. They keep a record of your preferences, making your subsequent visits to the Site more efficient. Cookies may store a variety of information, including, the number of times that you access a website, your registration information and the number of times that you view a particular page or other item on the website. The use of cookies is a common practice adopted by most major websites to better serve their clients. Most browsers are designed to accept cookies, but they can be easily modified to block cookies; see your browser’s help files for details on how to block cookies, how to know when you have received cookies and how to disable cookies completely. You should note, however, that without cookies, some of the Site’s functions will not be available, and the user will lose some of the benefits of the Site.

21. NO WAIVER

The failure of the Company to enforce any provisions of the Terms or to respond to a breach or default by you or any third party of the Terms shall not in any way waive the right of the Company to subsequently enforce any of the Terms contained herein or to act with respect to similar breaches or defaults.

22. ENTIRE AGREEMENT

The Terms, together with all other agreements, terms or conditions incorporated or referred to herein constitute the entire agreement between you and the Company with respect to the use of the Site and any transaction conducted on or from the Site and its contents, and supersede any prior understandings or agreements (whether electronic, oral or written) regarding the subject matter hereof, and may not be amended or modified, except in writing or by the Company making such amendments or modifications available to it pursuant to the Terms hereof.

23. NO ASSIGNMENT

You may not assign your rights or obligations herein without the express written consent of the Company.

24. TERMINATION

25. HEADINGS

The headings used herein are inserted for convenience of reference only and do not affect the construction or interpretation of the Terms herein.

26. LANGUAGE

The Terms and any supporting or ancillary documents are drafted solely in English.