TERMS & CONDITIONS

Last Updated: February 20, 2020

Your use of Aegis Brands (Aegis Brands Inc.) website and all content and services available thereon are offered to you on your acceptance of these Terms of Use and other notices posted on this website. Your use of this website, or of any content or services presented in any area of this website, indicates your acknowledgment and agreement (and that of your parent or legal guardian on your behalf, if you are under the age of majority in your jurisdiction of residence) to these Terms of Use, our Privacy Policy and other any notices posted on this website. IF YOU DO NOT ACCEPT AND AGREE TO BE LEGALLY BOUND BY AND COMPLY WITH THESE TERMS OF USE, YOU ARE NOT PERMITTED TO ACCESS OR USE THE SITE.

We suggest you print a copy of each of these documents for your records.

We shall have the right, at our sole discretion, to modify, add or remove any terms or conditions of these Terms of Use without notice or liability to you. Any changes to these Terms of Use shall be effective and binding on you immediately following the posting of such changes on our, website. Your continued access to and/or use of this website after any such changes constitutes your (and your parent’s or legal guardian’s on your behalf, if you are under the age of majority in your jurisdiction of residence) acceptance of, and agreement to be legally bound by, these Terms of Use, as revised. You agree to review these Terms of Use from time to time.

Your Use of Our Website

Use of our website is provided to you solely for your own personal use and not for purposes of resale, distribution, public display or performance or other similar uses by you, except as may be expressly permitted by Aegis Brands as reflected on the website. Unless otherwise indicated on our website, you may display, download, reformat and print a single copy of any information on our website for such personal use. Access to and the right to use our website may be subject to local laws and regulations. You agree to comply with all applicable laws and regulations relevant to your use of our website.

Without limitation, you hereby agree that you shall not use the website to:

  • disrupt, place unreasonable burdens or excessive loads on, test, interfere with or attempt to gain unauthorized access to any portion of the website or any Aegis Brands system;
  • collect information about others without their consent; and/or
  • upload, post, email, transmit or otherwise make available any content that you do not have the right to disclose or make available.

Further, you hereby agree that you shall not engage in prohibited or unauthorized use of the website or of any Aegis Brands systems, including, but not limited to, unauthorized entry into the systems, misuse of passwords, or misuse of any information on the website.

Disclaimer and Limitation of Liability

On our website, we endeavor to provide accurate and timely information, including information concerning pricing, promotions and menu items, all of which is complex and subject to change. Accordingly, we do not guarantee the accuracy, reliability or completeness of any of the information contained on, downloaded or accessed from this website.

To the extent permitted by the applicable law, the performance of our website and all content or services accessed from or available thereon are provided to you on an “as is” basis, without representations, warranties or conditions of any kind, including any implied warranties or conditions, or warranties or conditions of merchantability, fitness for a particular purpose or non-infringement of the rights of third parties. We make no representations or warranties to you, whether expressed or implied, that our website and any content or services accessed from or available thereon will be uninterrupted, error free, or corrected in the event of discovery of any errors, free of viruses or other harmful components, nor for any breach of security or any damage to your computer system or loss of data that may result from accessing, downloading, or using any materials from our website.

We reserve the right, at our sole discretion, to modify, disable access to or discontinue, temporarily or permanently, any part or all of our website or any content contained thereon, without liability or notice to you.

Any products and/or services described on this website are offered in jurisdictions where they may be legally offered for sale. The information on this website is not an offer or solicitation to anyone in any jurisdiction in which an offer or solicitation cannot legally be made, or to any person to whom it is unlawful to make a solicitation.

As a visitor to our website, you acknowledge and agree that any reliance by you on any information available on this website shall be at your own risk. To the extent permitted by the applicable law, in no event shall we be liable for any direct, indirect, consequential, special or exemplary damages arising from the use or the performance of this website, even if we have been advised of the possibility of such damages . You expressly acknowledge that we have entered into this agreement with you (or, with your parent/legal guardian on your behalf if you are under the age of majority in your jurisdiction of residence) and make the website available to you, in reliance upon the limitations and exclusions of liability and the disclaimers set forth herein, and that the same form an essential basis of the bargain between you (or, your parent/legal guardian on your behalf if you are under the age of majority in your jurisdiction of residence) and Aegis Brands. You (and your parent/legal guardian on your behalf if you are under the age of majority in your jurisdiction of residence) expressly agree that the limitations and exclusions of liability and the disclaimers set forth herein will survive, and continue to apply in the case of a fundamental breach or breaches, the failure of essential purpose of contract, the failure of any exclusive remedy, or termination of this agreement.

Confidentiality and Transmissions over the Internet

The transmission of data or information (including communications by e-mail) over the Internet or other publicly accessible networks is not secure, and is subject to possible loss, interception or alteration while in transit. Accordingly, we do not assume any liability for any damage you may experience or costs you may incur as a result of any transmissions over the Internet or other publicly accessible networks, including the exchange of e-mail with us (including those which may contain your personal information). While we endeavour to safeguard the privacy of any personal information you provide us and treat such information in accordance with our Privacy Policy, in no event will the information you provide to us be deemed to be confidential, create any fiduciary obligations to you on our part, or result in any liability to you on our part in the event that such information is inadvertently released by us or accessed by third parties without our consent.

User Generated Content and Code of Conduct

Certain features and/or portions of this website may (or may in the future) permit you to upload, post or otherwise transmit content that you have created (the “User Content”). You hereby agree that you shall not use the website to upload, post, communicate or otherwise submit or transmit through, or to, the website any User Content that:

  • may, in the sole and absolute discretion of Aegis Brands, degrade, tarnish or deprecate Aegis Brands and/or the public image or standing in the community of Aegis Brands;
  • is deemed, in the sole and absolute discretion of Aegis Brands, to be defamatory, trade libelous, pornographic or obscene;
  • is deemed, in the sole and absolute discretion of Aegis Brands, to contain, depict, include, discuss or involve, without limitation, any of the following: nudity; alcohol/drug consumption or smoking; explicit or graphic sexual activity, or sexual innuendo; crude, vulgar or offensive language and/or symbols; derogatory characterizations of any ethnic, racial, sexual, religious or other groups; content that endorses, condones and/or discusses any illegal, inappropriate or risky behaviour or conduct; personal information of individuals, including, without limitation, names, telephone numbers and addresses (physical or electronic); commercial messages, comparisons or solicitations for products or services other than products of Aegis Brands; any identifiable third party products, trade-marks, brands and/or logos, other than those of Aegis Brands; conduct or other activities in violation of these Terms of Use; and/or any other content that is or could be considered inappropriate, unsuitable or offensive, all as determined by Aegis Brands in its sole and absolute discretion;
  • contains any reference to or likeness of any identifiable third parties, unless consent has been obtained from each such individual and his/her parent/legal guardian if he/she is under the age of majority in his/her jurisdiction of residence (note: if you cannot obtain the consent of an individual appearing in your User Content, then his/her face must be blurred out and voice (if applicable) must be altered so as to be unrecognizable);
  • is in any way disparaging, or might be seen to be disparaging, to Aegis Brands;
  • infringes, or might infringe, the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of others or give rise to any claims for payment whatsoever;
  • contains any viruses, trojan horses, time bombs, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or
  • contains (in any format or media) any music, logos, trade-marks or other copyrighted materials (e.g. photographs, pictures, texts, lyrics, etc.) unless you have first obtained consent from the owner of such materials.

Your License regarding your User Generated Content

By providing or posting any User Content, you (and your parent or legal guardian on your behalf, if you are under the age of majority in your jurisdiction of residence) are giving Aegis Brands permission to forever use any User Content you submit.

By providing User Content, you (and your parent or legal guardian on your behalf, if you are under the age of majority in your jurisdiction of residence) hereby: (i) grant to Aegis Brands a world-wide, perpetual, irrevocable, transferable, sub-licensable, royalty-free, non-exclusive, and unrestricted license to copy, reproduce, adapt, transmit, edit, modify, or otherwise use, publicly display, distribute, translate and create compilations and derivative works from, any and all User Content (in any format or media) that you post on, upload or otherwise submit to or through, the website; and (ii) waive all moral rights in and to all User Content that you post on, upload or otherwise submit to or through, the website in favour of Aegis Brands. For greater certainty, this means that, among other things, Aegis Brands has the right to use any and all ideas you submit (including ideas about our products, services, publications or advertising campaigns) in any manner that we choose, without any notice or obligation to you whatsoever.

Without limiting the generality of the foregoing, you (and your parent or legal guardian on your behalf, if you are under the age of majority in your jurisdiction of residence) hereby grant to each user of the website a world-wide, perpetual, irrevocable, royalty-free, non-exclusive license to share any and all User Content (in any format or media) that you post on, upload or otherwise submit to or through, the website via any share functionality that may be available on the website.

You (and your parent or legal guardian on your behalf, if you are under the age of majority in your jurisdiction of residence) also hereby acknowledge, agree, warrant and represent to Aegis Brands that:

  • you shall be responsible for all acts or transactions that occur under your user account, including, without limitation, for ensuring the accuracy, reliability or completeness of any and all User Content you upload, post or otherwise transmit to or through the website;
  • Aegis Brands cannot (nor are we required to) guarantee the accuracy, reliability or completeness of any User Content; and
  • Aegis Brands does not generally screen or edit User Content, but that we reserve the right, in our sole and absolute discretion and at any time, although we are under no legal obligation to do so, to monitor, edit or otherwise remove, without any notice and without obligation or incurring any liability, any User Content (or any portion of any User Content) on the website.

Indemnification and Release by User

You agree (and your parent or legal guardian agrees on your behalf, if you are under the age of majority in your jurisdiction of residence) to indemnify, release, defend and hold us and our affiliates, business partners, officers, directors, employees and agents harmless from any loss, liability, claim, demand, damage, or expense (including reasonable legal fees) asserted by any third party relating in any way to your use of this website or breach of these Terms of Use. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, which shall not excuse your indemnity obligations.

Third Party Websites, Content and Products and Services

Links or pointers to other websites and references to products and services offered by third parties are provided to you for convenience only and do not constitute an endorsement or approval by us of the organizations that operate such websites, the content on such websites, or of such third party products and services. As we have no control or responsibility over websites or content maintained by other organizations, or for products and services offered by third parties, we do not assume any liability for your use of any of the foregoing, which use you acknowledge and agree shall be at your own risk.

Proprietary Rights

Aegis Brands, Aegis Brands Inc. logo and other identifying marks of Aegis Brands Inc. are and shall remain the trade-marks and trade names and exclusive property of Aegis Brands Inc., and any unauthorized use of these marks is unlawful. Other trade-marks on this website are the property of their respective owners. All content on this website is the copyrighted property of Aegis Brands Inc. (or, in certain cases, other users of this website or third party content providers) and is protected by Canadian and international copyright law.

Information on this website may be used by you only for your personal use as provided for in these Terms of Use, or as may be expressly permitted by Aegis Brands as reflected on the website, but may not be taken out of context, presented in a misleading or discriminatory manner, or otherwise used without our consent. Your use of our website does not grant or transfer to you any ownership or other rights in any website content, and except as expressly provided, nothing herein or within the website shall be construed as conferring on you or any other person any license under any of our or any third party’s intellectual property rights, including, without limitation, any right to download, display, reproduce, distribute, modify, edit, alter or enhance any website content in any manner whatsoever. Any rights not expressly granted to you are reserved by us.

Notice of Allegedly Infringing Content

While we are under no obligation to actively screen or edit User Content, we reserve the right, in our sole and absolute discretion, to modify, edit or remove any User Content, or to request a user to modify or edit his or her User Content, if a complaint or notice of allegedly infringing materials is received with respect to the User Content, or for any other reason. To provide notice of allegedly infringing materials on the website, please contact us by filling out our Contact Form or by regular mail at:

Aegis Brands Inc.
6303 Airport Road, 2nd Floor
Mississauga, Ontario
L4V 1R8

Termination

If you breach any provision of these Terms of Use or Privacy Policy you may no longer use the website. We may, in our sole discretion, change, suspend or terminate, temporarily or permanently, the website or any part thereof or any of its features at any time, for any reason, without any notice or liability to you or any other entity. If these Terms of Use or your permission to use the website is terminated by us for any reason, the agreement formed by your (or, your parent’s or legal guardian’s on your behalf, if you are under the age of majority in your jurisdiction of residence) acceptance of these Terms of Use will nevertheless continue to apply and be binding upon you in respect of your prior use of the website and anything relating to or arising from such use. If you are dissatisfied with the website or with these Terms of Use or Privacy Policy, then your sole and exclusive remedy is to discontinue using the website. The Disclaimer and Limitation of Liability, Indemnity, and Proprietary Rights provisions in this agreement shall survive any termination of this Agreement.

General

If any provision of these Terms of Use is held invalid or unenforceable in any respect by any court having competent jurisdiction, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions of these Terms of Use shall continue in full force and effect. No waiver of any provision of these Terms of Use shall be deemed a further or continuing waiver of such provision or any other provision of these Terms of Use.

For residents outside of Quebec, these Terms of Use shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to conflict of laws provisions thereof. The parties consent to the jurisdiction of the courts of, and venue and sites in, Toronto, Ontario. For residents of Quebec, these Terms of Use shall be governed by and construed in accordance with the laws of the Province of Quebec and the laws of Canada applicable therein, without regard to conflict of laws provisions thereof. The parties consent to the jurisdiction of the courts of, and venue and sites in, Montreal, Quebec.

It is the express wish of the parties that these Terms of Use, the Privacy Policy and other notices on this website have been drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que tous les documents légaux qui s’y rattachent soient rédigés en anglais.

This arbitration clause does not apply to consumers in Ontario and Quebec or where prohibited by law. To the extent permitted by the applicable law, and with the exception of a breach by you of intellectual property rights, in the event of any dispute, the parties shall, at the shared expense of both parties, use their best efforts to mediate the dispute by an independent mediator appointed by Aegis Brands, with such mediation to be held in the City of Toronto, in the Province of Ontario. In the event that the aforementioned mediation is unsuccessful, the parties agree that the dispute shall be resolved by a single arbitrator pursuant to the Arbitrations Act (Ontario), with the arbitration to be held in the City of Toronto and the law applicable thereto shall be the law of the Province of Ontario. The arbitrator appointed pursuant to the Arbitrations Act (Ontario) shall be entitled to award costs of the hearing in addition to the resolution of the claim, and the decision of any such arbitrator shall be final and binding and not subject to appeal.

These Terms of Use are binding upon you, your heirs, executors, beneficiaries, successors and assigns and you may not assign this Agreement to any other party without our prior written consent, which consent may be withheld in our sole discretion. We may assign this Agreement to any affiliate or successor company of Aegis Brands without notice thereof to you.

Contact

If you have any questions, comments or concerns about our website or these Terms of Use, please contact our Web Administrator by filling out our Contact Form or by regular mail at:

Aegis Brands Inc.
6303 Airport Road, 2nd Floor
Mississauga, Ontario
L4V 1R8