TERMS OF USE

Last Revision: December 8, 2016

PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR USING THIS WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS, POLICIES AND GUIDELINES INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEBSITE.

General

These terms of use ("Site Terms" or "Terms") apply exclusively to your access to, and use of, www.FlatSavvy.com (the "Website") and the features and services available through the Website (the "Services"). These Site Terms do not alter in any way the terms or conditions of any other agreement you may have with FlatSavvy Inc., its subsidiaries or affiliates, for products, services or otherwise. If you are using the Website or its Services on behalf of an entity, you represent and warrant that you are authorized to accept these Site Terms on such entity's behalf, and that such entity agrees to indemnify you and FlatSavvy Inc. for violations of these Site Terms.

FlatSavvy Inc. reserves the right to change or modify any of the terms and conditions contained in the Site Terms at any time in its sole discretion by posting the revised Site Terms on the Website and indicating at the top thereof the date such document was last updated. You expressly agree to such form of notification and waive any right to receive individual notice of such modifications. Your continued use of this Website following the posting of changes or modifications to the Site Terms will constitute your acceptance of such changes or modifications. Therefore, you should frequently review the Site Terms and applicable policies from time-to-time to understand the terms and conditions that apply to your use of the Website. If you do not agree to any amended terms, you must stop using the Website.

Registration and Account Security

Certain features and/or portions of this Website are password-protected and require you to complete a registration process in order to obtain access and/or participate. When registering with us to use any such features and/or portions of the Website, you agree:

  1. That you will provide complete and accurate information about yourself; and

  2. To update such information as it changes.

In the event that you do not provide or update such information, or we have reasonable grounds to suspect that you have not provided or updated such information, we shall have the right, in our sole and absolute discretion, to disable your password and prevent you from using the Website, the Services or any such features of the Website. It is your responsibility to keep the password provided to you confidential and secure. In the event that your username or password is used without your consent or that you discover any other breach of security, you agree to promptly notify us at info@FlatSavvy.com. We are not responsible for your failure to comply with this clause, or for any delay in shutting down your account after you have reported a breach of security to us. You are solely responsible for any and all activities which occur under your user account.

User Conduct

If you use this Website, you agree to act responsibly in a manner demonstrating the exercise of good judgment. For example, among other things, you agree not to:

  1. Violate any applicable law or regulation;

  2. Submit material deemed to be obscene by FlatSavvy Inc.;

  3. Infringe the rights of any third party, including, intellectual property, privacy, publicity or contractual rights;

  4. Use the information available through our Website for any unauthorized or illegal purpose;

  5. Interfere with or damage our Website, including, without limitation, through the use of viruses, cancel bots, time bombs, Trojan horses, harmful code, flood pins, denial of service attacks, packet, IP spoofing or any other kind of bug used to harm and interfere with our Website;

  6. Use our Website to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others, personal contact information or credit, debt, calling card or account numbers;

  7. Use our Website to obtain the personal contact information of another user without their prior consent;

  8. Use our Website in connection with the distribution of unsolicited commercial email ("Spam") or advertisements, "stalk", harass or blackmail any other user of our Website;

  9. Use the Website for any illegal purposes, including, without limitation, prostitution or solicitation;

  10. Collect or store any information about any other user other than in the course of the permitted use of our Website;

  11. Use our Website for any unauthorized commercial purpose whatsoever, including, without limitation, advertising or marketing any services or products;

  12. Impersonate any person or entity;

  13. Remove any copyright, trademark or other proprietary right notices contained in the Website;

  14. Infringe on the intellectual property rights of the Website or any third parties in any manner;

  15. Modify, adapt sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Website;

  16. Post, upload or transmit false, misleading or illegal information or content to the Website;

  17. Make false statements, attempts or use personal, financial or other information that you are not authorized to use;

  18. Upload, post, email transmit or otherwise make available any content that you are not legally permitted to make available to the Website under any law or contractual or fiduciary relationship;

  19. Collect or store personal data about other users or members without their consent, or upload, post, email or transmit any other user’s or member’s private information or data;

  20. Provide hyperlinks, URL links graphic links or other direct connection to our Website for profit, or gain; or

  21. Assist any third party in doing any of the foregoing.

User Content

Certain features and/or portions of this Website and the Services may (or may in the future) contain message boards, applications, forums, blogs and other messaging facilities that permit you to upload, post or otherwise transmit content that you have created, and communicate with other users. You are solely responsible for the photos, profiles (including your name, image, and likeness), messages, notes, text, information, listings, and other content that you upload, publish or display (hereinafter, "post") on or through the Service or the Website, or transmit to or share with other users (collectively the "User Content"). You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Content you post or store on the Website or provide to FlatSavvy Inc.

When you post User Content to the Website, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the User Content on the Website. By posting User Content to any part of the Website, you automatically grant, and you represent and warrant that you have the right to grant, to FlatSavvy Inc. an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose, commercial, advertising, or otherwise, on or in connection with the Website or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing.

You may remove your User Content from the Website at any time. If you choose to remove your User Content, the license granted above will automatically expire, however you acknowledge that FlatSavvy may retain archived copies of your User Content. FlatSavvy does not assert any ownership over your User Content; rather, as between us and you, subject to the rights granted to us in these Site Terms, you retain full ownership of all of your User Content and any intellectual property rights or other proprietary rights associated with your User Content.

By using the Website and Services and providing User Content, you hereby acknowledge, agree, warrant and represent to FlatSavvy Inc. that any and all User Content (in any format or media) you post on, upload to or otherwise submit to or through, the Website:

  1. Is original to you and that you have obtained all necessary rights in and to the User Content and all of its components (if applicable) to post, upload, or otherwise submit it to or through the Website;

  2. Does not violate any law; and

  3. Complies with these Site Terms.

Without limiting the generality of the foregoing, you also hereby acknowledge, agree, warrant and represent to FlatSavvy Inc. that:

  1. 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;

  2. We cannot (nor are we required to) guarantee the accuracy, reliability or completeness of any User Content; and

  3. We do 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.

Copyrights and Limited License

The Website consists of various graphics, texts, icons and buttons that have been provided by FlatSavvy Inc. and/or other entities under our direction (e.g. Website designers). All such content is owned by FlatSavvy Inc. and/or the applicable third party entity. For greater certainty, FlatSavvy Inc. and applicable third party entities hold all right, title, and interest in and to any and all content provided by such parties for the Website, including, without limitation, all such information in text, graphical, video and audio formats, images, icons, designs, trade-marks, brand names and software (collectively, the "Site Materials").

You hereby acknowledge that the Site Materials are protected by all copyright, trade-mark, and other applicable intellectual property laws. Your use of the Website and Services does not grant or transfer to you any ownership or other rights in the Site Materials, 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 FlatSavvy Inc. or any third party's intellectual property rights, including, without limitation, any right to download, display, reproduce, distribute, modify, edit, alter or enhance any of the Site Materials in any manner whatsoever. Any rights not expressly granted to you in these Site Terms are expressly reserved by FlatSavvy Inc.

For greater certainty, you agree that you will not take any action that is inconsistent with FlatSavvy Inc.'s ownership of the Website and/or FlatSavvy Inc.'s ownership of, or any third party’s ownership of, any Site Materials. Without limiting the generality of the foregoing, users of this Website and Services shall be entitled to copy Site Materials contained within this Website only for their own personal and non-commercial use, but may not republish or reproduce any such Site Materials in any manner without the prior written consent of FlatSavvy Inc. FlatSavvy Inc. hereby grants each user of this Site a limited, non-exclusive and revocable license to make personal and non-commercial use of the Website and its Site Materials. For greater certainty, this limited license only allows you to view, download or print materials from this Website for your own personal and non-commercial use (provided all original copyright, trade-mark and other notices are preserved in their original form). This limited license does not include any rights not specifically enumerated herein, and, for greater certainty, does not include permission to copy, redistribute, reproduce or republish, in any form, any content contained within this Website.

Certain names, graphics, logos, icons, designs, words, titles or phrases contained within the Website may constitute trade names, registered or unregistered trade-marks or service marks (collectively, "Trade-marks") of FlatSavvy Inc. or other entities. Trade-marks may be registered in Canada and in other countries as applicable. All Trade-marks not owned by FlatSavvy Inc. are the property of their respective owners, and, where used by FlatSavvy Inc. are used under license or with permission. All Trade-marks are and shall remain the sole and exclusive property of their respective owner(s). Any use of such Trade-marks, except as expressly provided for herein, without the express written consent of the applicable owner is strictly prohibited. Nothing contained herein or on this Website may be construed as granting, by implication, estoppel, or otherwise, any license to use any Trade-mark(s). You agree that you will not take any actions inconsistent with FlatSavvy Inc.'s ownership of, or any third party’s ownership of, the Trade-marks.

Disclaimer

Except as expressly provided to the contrary in writing by FlatSavvy, the Website, the Website materials contained therein and the Service provided on or in connection therewith are provided on an "as is" basis without warranties of any kind, either express or implied. FlatSavvy disclaims all other warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement as to the information, content and materials in the Website. FlatSavvy does not represent or warrant that materials in the Website or available from the Service are accurate, complete, reliable, current or error-free. FlatSavvy does not represent or warrant that the Website or its servers are free of viruses or other harmful components.

FlatSavvy is not responsible for typographical errors or omissions. FlatSavvy cannot and does not represent or warrant that the Website, the Service or its server(s) are free of viruses or other harmful components; therefore, you should use industry-recognized software to detect and disinfect viruses from any download.

FlatSavvy reserves the right to change any and all content contained in the Website and any Services offered through the Website at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by FlatSavvy.

Limit of Liability

EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, NEITHER FlatSavvy NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS, CONTENT PROVIDERS, AFFILIATES OR OTHER REPRESENTATIVES WILL BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL AND EXEMPLARY DAMAGES, ARISING FROM THE USE OR PERFORMANCE OF THIS WEBSITE OR FROM ANY INFORMATION, CONTENT, SERVICES OR PRODUCTS PROVIDED THROUGH THIS WEBSITE, EVEN IF FlatSavvy HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

REMEDY: IF YOU ARE DISSATISFIED WITH THIS WEBSITE, OR ANY PORTION THEREOF, YOUR EXCLUSIVE REMEDY SHALL BE TO CEASE USING THE WEBSITE.

Some U.S. states and foreign countries do not permit the exclusion or limitation of implied warranties or liability for certain categories of damages. Therefore, some or all of the limitations above may not apply to you to the extent they are prohibited or superseded by state or national provisions.

Privacy

Without limiting the generality of these Site Terms, your use of the Website and Services is also subject to the terms of our Privacy Policy [NTD: hyperlink Privacy Policy], which is hereby incorporated into and made part of these Site Terms. Please carefully review our Privacy Policy. By using the Website and Services, you signify that you have read, fully understand and agree to be legally bound by our Privacy Policy.

Electronic Transmissions

You acknowledge and understand that due to the inherent uncertainty in the use of the Internet and information systems, and the potential for unlawful attacks by third parties, we cannot guarantee that the use of our Website will be completely safe and secure. We may process and store your personal information at a facility in Canada or any other country in which we maintain or use facilities or hosted services. Information may be subject to access by law enforcement or other governmental agencies pursuant to lawful orders or legal process. Any personal information you provide to us may be subject to all applicable laws. You agree to release us and our affiliates, including shareholders, officers, directors, employees and agents, from all claims, demands, damages, losses, liabilities of every kind, known and unknown, arising out or in any way related to the release or use of such information to third parties.

Applicable Law and Venue

This Agreement shall be interpreted, construed and governed by the laws of Alberta, Canada, without reference to its laws relating to conflicts of law and not including the provisions of the 1980 United Nations Convention on Contracts for the International Sale of Goods. Venue for all disputes arising under this Agreement shall lie exclusively in the Provincial Court of Alberta or the Alberta Court of Queen’s Bench and each party agrees not to contest the personal jurisdiction of these courts. Notwithstanding the foregoing, however, FlatSavvy shall have the right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction outside of the Province of Alberta to obtain injunctive or other relief in the event that, in the opinion of FlatSavvy, such action is necessary or desirable.

Links to Other Sites

The Website may contain links to sites not operated or maintained by FlatSavvy Inc. These links are provided solely as a convenience to you and not as an endorsement by FlatSavvy Inc. of the content of such third party sites. FlatSavvy Inc. is not responsible for the content of the sites of others and makes no representation regarding the content or accuracy of materials on such sites. If you decide to access linked third-party sites, you do so at your own risk, and waive any and all claims against FlatSavvy Inc. regarding the inclusion of links to outside sites or your use of those sites. The third party sites may contain user agreements or terms and conditions and privacy policies to which you are subject while using those sites. We encourage you to become familiar with these policies when you access those sites. FlatSavvy Inc. reserves the right to terminate any link or linking program at any time.

Notices

Unless otherwise provided in these Terms, all notices given to FlatSavvy Inc. and your Website shall be delivered to:

FlatSavvy Inc. 61 Marquis Common SE
Calgary AB T3M 1N8
Email: info@FlatSavvy.com Attention: Garlen Knox

All notices to you shall be sent by email to the email address provided to us at the time you registered or through a later notice of a change of address. We may also send you notice by registered mail.

Email notices shall be deemed received 24 hours after the email is sent, unless the sender is notified he email address is invalid or has been returned for some other reason. All other notices shall be deemed received when delivered.

Assignment of Rights

You do not have the right to assign these Site Terms or this Agreement or any of your rights to our Service to anyone. FlatSavvy Inc. has the right to assign any or all of its rights and obligations under this Agreement or to the Services to any third party. Provided such rights and obligations are assumed by such third party, FlatSavvy Inc. shall be relieved of any and all liability under this Agreement and in such event you hereby agree to release FlatSavvy Inc. of all liability, claims, charges, damages and causes of action.

Discontinuance of Service

We reserve the right at any time to modify or discontinue, temporarily or permanently, any portion of our Service with or without prior notice. You acknowledge and agree that we will not be liable to you or to any third party for any modification or discontinuance of our Service.

Blocking of IP Addresses

In order to protect the integrity of the Website, we reserve the right at any time in our sole discretion, to block users from certain IP addresses from accessing our Website.

Representations and Warranties

You hereby represent and warrant to us that:

  1. You have the full power and authority to enter into and perform under these Terms;

  2. Your use of our Website will not infringe or violate the copyright, trademark right of publicity or any other legal right of any third party;

  3. You will comply with all applicable laws and regulations in using our Website and in engaging in all other activities arising from, relating to or connected with these Terms, including contacting other users of our Website; and

  4. You own or otherwise have all rights necessary to license the content you submit and that the posting and use of your content by us will not infringe or violate the rights of any third party.

We are not responsible for any problems or technical malfunction of any computer online systems, servers or providers, or computer equipment software.

Under no circumstances will we or any of our affiliates be responsible for any loss or damage, including personal injury or death, resulting from anyone’s use of our Website, any content posted on our Website or transmitted to users, any products or services provided by third parties or any conduct or interactions between users of our Website.

If you access or transmit any content through the use of our Service, you do so at your own discretion and your sole risk. You are solely responsible for any loss or damage to you in connection with such actions. We are not responsible for any incorrect or inaccurate content posted on our Website, whether caused by users of our Website or by any of the equipment programing associated with or utilized in the Website. We are not responsible for that conduct, whether online or offline, of any user of our Website. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user communications.

No data, information or advice obtained by you in oral or written form from or through us, or from our Website, will create any warranty not expressly stated in these terms.

Limits on Liability

You agree that we will not be liable for any damages whatsoever arising from, relating to or connected with:

  1. The use or inability to use our Service;

  2. The cost of replacement of any goods, services or information purchased or obtained as a result of any information obtained from or transactions entered into through or from our Website;

  3. Disclosure of, unauthorized access to, or alteration of our content;

  4. Statements, conduct or omissions of any service providers or third party on our Website;

  5. Actions or inaction of other users of our Website or any third parties for any reason; or

  6. Any other matters arising from, relating to or connected with our Website of these terms.

We will not be liable for any failure or delay in performing under these terms where such failure or delay is due to causes beyond our reasonable control, including natural catastrophes, governmental acts or omissions, laws or regulations, terrorism, labour strikes or difficulties, communication systems breakdowns, hardware or software failures, transportation stoppages or slowdowns or the inability to procure supplies or materials.

In no event will our aggregate liability to you or any third party in any matter arising from, relating to or connected with our Website may exceed the purchase price actually paid by you for such services or $20, whichever is less.

You acknowledge and agree that the disclaimers of warranties in this section are an agreed upon allocation of risk between you and us. You acknowledge and agree that if you did not agree to these limitations of liability, we would not provide our Website or the materials or content included to you. You acknowledge and agree that such provisions are reasonable and fair.

User Disputes

You are solely responsible for your interactions with other users of the Website and our Services. We reserve the right, but have no obligation, to monitor disputes between you and other users. You agree to release FlatSavvy Inc. and affiliated entities and ours and their shareholders, officers, directors, employees and agents, successors and assigns from all claims, demands, damages, losses, liabilities of every kind, known and unknown, direct and contingent, disclosed and undisclosed, arising out of or in any way related to such disputes.

Electronic Transactions

Payment processing services for users on the Website are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the "Stripe Services Agreement"). By agreeing to these terms or continuing to operate as a user on the Websitefs, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of FlatSavvy Inc. enabling payment processing services through Stripe, you agree to provide FlatSavvy Inc. accurate and complete information about you and your business, and you authorize FlatSavvy Inc. to share it and transaction information related to your use of the payment processing services provided by Stripe.

Electronic Communications

When you visit the Website or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

Miscellaneous

These Terms shall be binding on the parties, their successors and permitted assigns. No failure or delay by a party in exercising any right, power or privilege under these Terms shall operate as a waiver thereof.

The provisions of these Terms shall be deemed severable. If any provision of these Terms shall be held unenforceable by any court of competent jurisdiction, such provision shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect.

The headings utilized in these Terms are for convenience only and are not to be construed in any way as additions or limitations of the covenants and agreements contained in these Terms.

The parties have requested that these Terms and Conditions and all documents contemplated by these Site Terms be drawn up in English. Les parties aux présentes ont exigé que cette entente et tous autres documents envisagés par les présentes soient rédigés en anglais.