Welcome to the Total Home Care web site (the "Site"), a
web site operated by Coverdell Canada Corporation ("Coverdell Canada", we, us,
our). The Site is open to visitors but certain areas of the Site are only
accessible to members. The Site offers certain information and data about
Coverdell Canada, our programs, client partners and the benefits of membership,
including information for members on special discounts and/or other benefits on
certain products or services offered by participating vendors (collectively,
the "Content"). The Site may also include certain services (the "Services").
The Site, the Content and the Services are provided to
you subject to your agreement to be bound by these terms and conditions of use
your having registered as a member and agreed to be bound by the Membership
Agreement. BY ACCESSING OR USING THE SITE OR THE SERVICES, YOU AGREE TO BE
1. Use of the Site.
You agree to use the Site, the Content and the Services solely for your own personal, non-commercial
use and benefit and not for the benefit of any other person or entity. Without
limiting the generality of the foregoing, you agree and covenant not to use the
Site, Content or Services for any personal or incidental use (as described
above) in relation to or for any of matter, affair, task or activity of yours
worth or valued more than CDN$1.00 to you at any given time. You may not frame
the Site, the Content or the Services or any part thereof on any commercial or
non-commercial internet website. You agree to use the Site, the Content and the
Services for lawful purposes only and in a manner consistent with all
applicable local, national or international laws, rules and regulations.
Potential users in any jurisdiction where laws (whether common or statutory)
essential parts being at least, but not only, the provisions relating to the
governing law and the disclaimer and limitation of liability); or (ii) render
accessing the Site or the Content, or using the Services, illegal, are not
authorized to use the Site, the Content or the Services.
2. User Information.
the Site or the Services, any information or materials including feedback data,
such as questions, comments, suggestions or the like regarding any information
contained on the Site, such information and/or materials provided by you shall
be deemed to be non-confidential and Coverdell Canada shall have no obligation
of any kind with respect to such information and/or materials and shall be free
to reproduce, use, disclose and distribute such information and/or materials to
others without limitation. You hereby grant to Coverdell Canada a transferable
world-wide perpetual, irrevocable, royalty-free, non-exclusive license,
including the right to sublicense to others, to use, reproduce, distribute,
publish, modify, edit, translate, transmit, adapt and display any information
and/or materials provided by you (in whole or in part) and/or incorporate such
information and/or materials in any form, media or technology now known or
developed in the future.
3. Prohibitions on User Information.
You will not: (a) transmit, upload, post or otherwise make available any
information or materials that (i) constitutes or encourages conduct, that would
constitute a criminal offense or give rise to civil liability; (ii) is
protected by copyright, trade-mark or other proprietary right without the
express permission of the owner of the copyright, trade-mark or other
proprietary right; (iii) is libelous, slanderous, defamatory, harassing,
threatening or is otherwise injurious to a third parties; (iv) is hateful,
bigoted or racially offensive; or (v) is vulgar, obscene, discourteous,
indecent or pornographic; (b) interfere with other users' use of the Site or
the Services, including, without limiting the generality of the foregoing,
disrupting the normal flow of communication in a discussion group; (c) post,
upload or transmit materials that contain a virus, disabling devices or other
code that manifests contaminating or destructive properties; (d) post, upload
or transmit materials for advertising or commercial solicitation; (e) post,
upload or transmit materials that do not generally pertain to the designated
topic of discussion; or (f) otherwise use the Site or the Services in a manner
which would serve to restrict or inhibit any other user from enjoying the Site
or the Services.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
WE AND OUR SUBSIDIARIES AND AFFILIATES ARE NOT RESPONSIBLE OR LIABLE FOR ANY
BENEFITS RELATED TO SERVICES PROVIDED BY PARTICIPATING VENDORS AND, IF YOU HAVE
ANY CLAIMS RELATING TO SUCH BENEFITS, YOU WILL MAKE YOUR CLAIM AGAINST THE
VENDORS PROVIDING THE BENEFIT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE, THE CONTENT AND
THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST
EXTENT PERMITTED BY LAW, Coverdell Canada, ITS LICENSORS AND PARTICIPATING
VENDORS DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND
WITH RESPECT TO THE SITE, THE CONTENT AND THE SERVICES WHETHER EXPRESS, IMPLIED
OR COLLATERAL OR WHETHER ARISING BY STATUTE, COURSE OF DEALING, CUSTOM OR USAGE
OF TRADE, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT,
COMPATABILITY, OR THAT THE SITE, THE CONTENT AND/OR THE SERVICES ARE OR WILL BE
ACCURATE, VIRUS OR ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION OR THAT
ERRORS WILL BE CORRECTED, SATISFACTORY QUALITY, FITNESS FOR A GENERAL PURPOSE,
WORKMANSHIP, HIDDEN DEFECTS, PEACEFUL ENJOYMENT, SECURITY, DELIVERY, GOOD STATE
OF REPAIR, REPAIR OR MAINTAINENANCE, WARRANTY AGAINST EVICTION, OBLIGATION TO
INFORM, AS WELL AS ANY AND ALL WARRANTIES, OBLIGATIONS, AND CONDITIONS ARISING
OTHERWISE, INCLUDING IN THE CASE OF QUEBEC, UNDER QUEBEC'S CIVIL LAW, INCLUDING
BUT NOT LIMITED TO THOSE SET FORTH IN BOOK V OF THE CIVIL CODE OF QUEBEC
(INCLUDING UNDER ARTICLE 2100 C.C.Q.). THE USE OF THIS SITE, THE CONTENT AND
THE SERVICES IS ENTIRELY AT YOUR OWN RISK.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COVERDELL
CANADA OR ITS AFFILIATES, PARTICIPATING VENDORS OR LICENSORS BE LIABLE FOR (I)
ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR
(II) ANY OTHER PECUNIARY LOSS, ARISING OUT OF THE USE OF OR INABILITY TO USE
THE SITE, CONTENT OR SERVICES, THE ABILITY OR INABILITY OF THE SITE, CONTENT OR
SERVICES TO BE USED TOGETHER WITH ANY OTHER SOFTWARE OR ANY ELECTRONIC DEVICE,
THE PROVISION OF OR FAILURE TO PROVIDE THE SITE, CONTENT OR SERVICES, OR
HOWSOEVER CAUSED, EVEN IF COVERDELL CANADA OR ITS AFFILIATES, PARTICIPATING
VENDORS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN
ANY EVENT, UNDER NO CIRCUMSTANCES WILL THE LIABILITY OF COVERDELL CANADA, ITS
AFFILIATES, PARTICIPATING VENDORS OR LICENSORS EXCEED THE AMOUNT OF CDN$1.00.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES
IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO
YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH
NO ADVICE OR INFORMATION OBTAINED BY YOU FROM OUR PERSONNEL OR THROUGH THE
SITE, CONTENT OR SERVICES SHALL CREATE ANY REPRESENTATION OR WARRANTY NOT
IN ORDER TO USE THIS SITE, YOU MUST HAVE ACCESS TO THE WORLD WIDE WEB, EITHER
DIRECTLY OR THROUGH DEVICES THAT ACCESS WEB-BASED CONTENT. IN ADDITION, YOU
MUST PROVIDE ALL EQUIPMENT NECESSARY TO MAKE SUCH CONNECTION TO THE WORLD WIDE
WEB, INCLUDING A COMPUTER AND MODEM OR OTHER ACCESS DEVICE. YOU ARE SOLELY
RESPONSIBLE FOR ALL CHARGES ASSOCIATED WITH CONNECTING TO THIS WEB SITE THROUGH
AN AVAILABLE ACCESS NUMBER.
5. Exclusions and Limitations.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE
LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.
ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
6. Scope of Limitations and Disclaimers.
THE ABOVE LIMITATIONS AND DISCLAIMERS APPLY REGARDLESS OF THE CAUSES OR
CIRCUMSTANCES GIVING RISE TO THE LOSS, DAMAGE, CLAIM OR LIABILITY, EVEN IF SUCH
LOSS, DAMAGE, CLAIM OR LIABILITY IS BASED UPON BREACH OF CONTRACT (INCLUDING,
WITHOUT LIMITATION, A CLAIM OF FUNDAMENTAL BREACH OR A BREACH OF A FUNDAMENTAL
TERM), TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), STRICT LIABILITY,
PRODUCT LIABILITY, OR INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHT.
7. Modification of Service.
You agree that at our sole discretion and without prior notice or liability, We may at any
time either temporarily or permanently discontinue or modify any aspect of the
Site, Content or Service including without limitation, (i) restricting the time
the Site, Content or Service is available; (ii) restricting the amount of use
permitted; and (iii) restricting or terminating any user's right to use the
Site, Content or Service.
8. Site Links.
Our web site may include links to other Internet sites maintained by third parties ("Linked Sites"). We
provide you access to Linked Sites solely as a convenience to you. We have no
control over Linked Sites. You acknowledge and agree that We are not
responsible for the availability of Linked Sites and you agree and understand
that inclusion of Linked Sites does not imply our endorsement of the Linked
Sites or any content, advertising, products or other material available from
Linked Sites. You further agree that We shall not be held responsible or
liable, directly or indirectly, for any damage or loss caused by or in
connection with the use of or reliance on any such content, goods, or services
available on or through any Linked Sites.
of such policy are reasonable. You consent to the use of your personal
information by Us and/or our third party providers and distributors in
10. Denial of Access.
you fail to comply with any term or provision of this Agreement, you agree that
We, in our sole discretion, may terminate your access to our Site.
at the time of your use. You can always check the most current version of the
12. Copyright & Trademark Notices.
You acknowledge that certain names, words, titles, phrases, logos, designs,
graphics, icons and marks displayed on the Site or in the Content or Services
constitute trade-marks or trade names of Coverdell Canada or its licensors. You
further acknowledge that the Site, the Content and the Services, including any
information, software, photos, video, text, graphics, music, sounds or other
material available on the Site, in all forms, media and technologies existing
now or hereafter developed, are valid and protected under Canadian and
international copyright laws and intellectual property laws and treaty
reproduction, retransmission, distribution, republication, modification,
adaptation, translation of, creation of derivative works based on, exploitation
of, or participation in the transfer or sale of the Site, the Content and/or
the Services, in whole or in part, and any de-compilation, disassembly, reverse
engineering or other exploitation of the Site or the Services is strictly
prohibited. You acquire absolutely no rights or licenses to the Site, the
Content or the Services other than the limited right to use the Site, the
right to suspend or terminate your use of the Site, the Content or the Services
immediately, without notice, in our sole discretion. Title to the Site, the
Content and the Services and the trade-marks or trade names displayed on the
Site remains with Coverdell Canada and/or its licensors. Except as expressly
be construed as conferring by implication, estoppels or otherwise any license
or right to use any trade-marks, trade-names, copyright or other intellectual
property rights of Coverdell Canada, its licensors or participating vendors.
Any unauthorized use of the Site, the Content or the Services or the
trade-marks, trade names, copyright or other intellectual property rights of
Coverdell Canada, its licensors or participating vendors is strictly
prohibited, and we reserve the right to take such steps as we deem necessary,
including legal action, to enforce such rights.
You agree that your use of the Site, the Content or the Services shall not be made the basis for any
claim, suit, demand or cause of action or other proceeding against Coverdell
Canada, its affiliates, licensors or participating vendors. You agree, at your
own expense, to indemnify, defend and hold Coverdell Canada, its affiliates,
licensors and participating vendors and its and their respective directors,
officers, employees, representatives, and agents harmless against any claim,
suit, demand, action or other proceeding brought or threatened by a third party
as a result of (i) your breach of these Terms and of Use; and/or (ii) your use
of the Site, Content and/or Services.
14. Electronic Communications.
By accessing the Site or sending electronic mail to Coverdell Canada you are communicating
with Coverdell Canada electronically. By doing so, you agree to receive
communications from Coverdell Canada electronically. Coverdell Canada will
communicate with you by electronic mail at the electronic mail address provided
by you or by posting notices on the Site or any other website that may be
generally designated in advance for such purpose. You consent to receiving
electronically all agreements, notices, disclosures and other communications
that Coverdell Canada provides to you.
15. Entire Agreement.
inducements, promises or agreements concerning the use of this site not
not be affected.
If any provision of these Term of Use is held by a court of competent jurisdiction in any jurisdiction to
be illegal, invalid or unenforceable, such provision shall be deemed to be
severable and the remaining provisions shall remain in force and effect.
17. No Waiver.
condition or any other term or condition.
18. Governing Law.
you reside and the federal laws of Canada applicable therein. To the extent
applicable, the application of the United Nations Convention on Contracts for
LAST REVISED: April 21, 2010