Terms and Conditions
1. Hardware Warranty
Metriks Education Inc. warrants that the following hardware will be free from defects in material and workmanship under normal use and service and will perform substantially in accordance with the accompanying written materials for a period of one (1) year.
This limited warranty is void if failure of the Metriks Education Inc. hardware resulted from accident, abuse, misapplication, or acts of God.
Metriks Education Inc. hardware includes: Metriks inclinometer, 3-piece hand/pinch, Metriks Push/Pull, Metriks Functional Shelpf or any other products purchased on this site. If such defect appears during the one- (1) year warranty period, the defective system, component, or documentation may be returned to Metriks Education Inc. for repair or replacement at the option of Metriks Education Inc. All other equipment including computer equipment will be warranted by the original equipment manufacturer.
2. NO OTHER WARRANTIES.
To the maximum extent permitted by applicable law, Metriks Education Inc. disclaims all other warranties and conditions either expressed or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or failure to provide support services.
3. NO LIABILITY FOR Consequential DAMAGES.
In no event shall Metriks Education Inc. be liable for any consequential damages whatsoever including without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss, arising out of the use of or inability to use this Metriks Education Inc. product, even if Metriks Education Inc. has been advised of the possibility of such damages. In any case, Metriks Education Inc.’s entire liability under any provision of this agreement shall be limited to the amount actually paid by customer to Metriks Education Inc. or Metriks Education Inc. for the Metriks Education Inc. product.
4. Title and Risk of Loss
Title to the Hardware shall remain with Metriks Education Inc. until the full price for the Hardware has been paid in cash. Upon delivery of the Hardware, all risk of loss or damage shall pass to the customer. The customer shall procure and maintain adequate insurance for full replacement value of Hardware against damage or loss by fire or other casualty until transfer of title to customer.
If the customer cancels the whole or a portion of an order after this agreement is signed but prior to the delivery date, customer will pay a fee equal to ten percent (10%) of the purchase price for the canceled products plus any applicable shipping charges.
Metriks Education Inc. shall defend or settle, at its own expense any claim or suit against the customer alleging that any Metriks Education Inc. product furnished under this agreement infringe any United States patent or copyright. Metriks Education Inc. will also pay all damages and costs that by final judgment may be assessed against customer due to such infringement.
Metriks Education Inc.’s obligation is expressly conditioned upon customer providing prompt notice of claim and cooperating in a reasonable way to facilitate the defense or settlement. Metriks Education Inc. shall retain sole control of the defense or settlement of any such claim.
Any claim, whether based on contract, tort, strict liability, fraud, misrepresentation or any other legal theory related directly or indirectly to this agreement shall be resolved solely in accordance with this section.
If the parties cannot settle the dispute by good faith negotiation, then they will submit it to non-binding mediation in Ontario, Canada.
If the parties cannot reach an agreement through mediation within thirty (30) days, then any remaining issues will be resolved by binding arbitration in Ontario, Canada.
The laws of Ontario, Canada shall govern this agreement. The proper forum for any claim related directly or indirectly to this agreement shall be resolved solely in the Ontario, Canada.
Delivery shall occur within six weeks from Metriks Education Inc.’s acceptance of this agreement. Metriks Education Inc. shall have no liability for delays, failure in performance or damaged due to causes beyond Metriks Education Inc.’s control including but not limited to fire, power failures, war, or acts of God.
This agreement between the parties is represented by the written buyer’s order, the EULA, and the Terms and Conditions set forth above. Any supplement, modification or waiver of any provision of this agreement must be in writing
and signed by authorized representatives of both parties. Oral comments are insufficient to modify the terms of this agreement. If either party fails to enforce any right or remedy available under this Agreement, that failure shall not be construed as a waiver of any right or remedy with respect to any other breach or failure by the other party
- DESCRIPTION OF SERVICE
Metriks.thinkific enables a user to do some or all of the following: enroll in continuing education courses in various online, live classroom and blended formats, view online content (e.g., in the form of text, images, video, flash); participate in online webinars and virtual classroom meetings, take online classes/tests; connect with other users; participate in online discussions; participate in online communities pertaining to specific topics; conduct performance reviews and goal-setting; create and/or administer classes/tests; and purchase goods and services offered by METRIKS; and purchase goods and services offered by parties other than METRIKS (“Third Parties”). Unless explicitly stated otherwise, any new features that augment or enhance the current Metriks.thinkific offering shall be subject to the terms and conditions of this Agreement. Metriks.thinkific may not be used for any purpose not expressly permitted by this Agreement. You may not reproduce, copy, duplicate, sell or resell any part of Metriks.thinkific, except to the limited extent expressly permitted by this Agreement.
In consideration of your use of Metriks.thinkific, you represent that you are not a person barred from using Metriks.thinkific under the laws of the Canada or other applicable jurisdiction. You also agree to: (a) provide accurate, current and complete information about you as may be prompted by any registration forms on Metriks.thinkific (“Registration Data”); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to METRIKS, to keep it accurate, current and complete; and (d) be responsible for all use of your account and for any actions that take place using your account. If you provide any information that is untrue, inaccurate, not current or incomplete, or METRIKS has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, METRIKS has the right to suspend or terminate your account and refuse any and all current or future use of Metriks.thinkific.
You are responsible for all activity occurring on your account and shall abide by all applicable local, provincial, federal and foreign laws, treaties and regulations in connection with your use of Metriks.thinkific, including without limitation, those related to data privacy. You agree to immediately notify METRIKS of any unauthorized uses of the account or any other breaches of security. METRIKS cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
You may never use another user’s account without permission. You must notify METRIKS immediately of any breach of security or unauthorized use of your account. Although METRIKS will not be liable for your losses caused by any unauthorized use of your account, you shall be liable for the losses of METRIKS or others due to such unauthorized use. By providing METRIKS your email address you consent to our using the email address to send you Metriks.thinkific-related notices, including any notices required by law, in lieu of communication by postal mail. You may use your account settings to opt out of many Metriks.thinkific-related communications. We may also use your email address to send you other messages, including changes to features of Metriks.thinkific and special offers. If you do not want to receive such email messages, you may opt out by changing issuing instruction in writing and sending it to ce@Metriks.ca. Opting out may prevent you from receiving email messages regarding course activities, updates, improvements, or offers.
All user names and passwords remain the property of METRIKS and may be cancelled, changed or suspended at any time by METRIKS without notice. METRIKS is not under any obligation to verify the actual identity or authority of the user of any user name or password. However METRIKS may at its discretion verify the identity, authority and academic and professional credentials of the user as may be required to confirm user conformity and compliance with course enrollment prerequisites. Any misrepresentation of any nature whatsoever, of which METRIKS shall become aware, shall entitle METRIKS to terminate without notice or compensation the services to any user, and void any previous confirmations or
statements provided to or on behalf of the learner, including notification to known regulatory boards.
- OWNERSHIP OF CONTENT AND LIMITED LICENSE
The following definitions apply to material on the Metriks.thinkific service:
“Content” means any and all content, including, without limitation, photos, profiles, messages, notes, text, courses, presentations, course notes, tests, grades, continuing education hour statements, information, audio, music, video, advertisements, listings, and other content appearing anywhere on Metriks.thinkific at any time.
“User Content” means any and all Content that you upload, publish, offer, display (collectively, “post”) transmit, sell, share, and/or otherwise make available on and/or through Metriks.thinkific.
“Third Party Content” means any and all Content that a party other than you or METRIKS posts, transmits, sells, shares, and/or otherwise makes available on and/or through Metriks.thinkific.
“Site Content” means any and all Content that is neither Learner Generated Content nor Third Party Content.
All Site Content is the property of METRIKS, or third parties pursuant to separate agreements, with all rights reserved. Neither Metriks.thinkific nor any Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without METRIKS’s prior written consent.
METRIKS grants you a limited access to any portion of the Content to which you have properly gained access, solely for your personal use, for a period of one year from the date of activation of said content and provided that you keep all copyright or other proprietary notices intact. Such access is subject to these Terms of Service and does not include use of any duplication, data mining, robots or similar data gathering or extraction methods.
Any use of Metriks.thinkific or the Site Content other than as specifically authorized herein, without the prior written permission of METRIKS, is strictly prohibited and will terminate the access granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms of Service shall be construed as conferring any rights to intellectual property, whether by estoppel, implication or otherwise. This access is revocable at any time without notice and with or without cause.
“Metriks.thinkific,” and other METRIKS graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of METRIKS.
“Thinkific” is a registered trademark, trademark or trade dress of Thinkific
Trademarks and trade dress used by Third Parties in association with the sale or license of their goods or services on the Site are the property of the respective owner.
Such trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the respective owner.
- LEARNER GENERATED CONTENT
You are solely responsible for all content generated by you (“Learner Generated Content”). You understand and agree that METRIKS may, but is not obligated to, review, delete, and/or remove Learner Generated Content (without notice) in its sole discretion, for any reason or no reason, including without limitation Learner Generated Content that, in each case in the sole judgment of METRIKS, violates this Agreement, might be offensive, illegal, or might violate the rights, harm, or threaten the safety of users or others. You agree that you will not:
Post, transmit, sell, share or otherwise make available any Learner Generated Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
Post, transmit, sell, share or otherwise make available any Learner Generated Content that you did not create or that you do not have permission to post, transmit, sell, or share;
Post, transmit, sell, share or otherwise make available any Learner Generated Content (i) that violates any federal, provincial, foreign or local law or regulation, (ii) for which you do not have full power and authority to distribute, including all necessary licenses and authorizations, or (iii) that METRIKS determines, in its sole discretion, is inappropriate for distribution through Metriks.thinkific;
Post, transmit, sell, share or otherwise make available any Learner Generated Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party; and
Misrepresent headers or otherwise manipulate identifiers in order to disguise the origin of any Learner Generated Content.
You are solely responsible, at your own cost and expense, for creating backup copies and replacing any Learner Generated Content you post or store on the Site or provide to METRIKS. When you post Learner Generated Content to Metriks.thinkific, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the Learner Generated Content on Metriks.thinkific.
METRIKS has no responsibility regarding the accuracy of any information about any courses you claim to have taken from educational service providers other than METRIKS.
You must provide permission in writing for METRIKS to disclose or share any information uploaded to the Metriks.thinkific or contained in your personal transcript or statement of continuing education hours log.
- USE OF SERVICE
You agree that by utilizing and/or accessing Metriks.thinkific, you will not:
Post, transmit, sell, share or otherwise make available unsolicited commercial email or “spam”. This includes, without limitation, unethical marketing, advertising, or any other practice that is in any way connected with “spam”, such as (i) sending mass email to recipients who haven’t requested email from you or with a fake return address, (ii) promoting Metriks.thinkific with inappropriate links, titles, descriptions, or (iii) promoting your Metriks.thinkific by posting multiple submissions in public forums that are identical;
Use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., that accesses the Metriks.thinkific in a manner that sends more request messages to the Metriks.thinkific servers than a human can reasonably produce in the same period of time by using a conventional online web browser;
Post, transmit, sell, share or otherwise make available any material that contains software viruses 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;
Interfere with or disrupt Metriks.thinkific servers or networks connected to Metriks.thinkific, or disobey any requirements, procedures, policies or regulations of networks connected to METRIKS@METRIKS;
Harm, stalk, harass or otherwise violate the rights of others in any way in your use of Metriks.thinkific;
Impersonate any person or entity, including, but not limited to, a METRIKS official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
Intentionally or unintentionally violate any applicable local, provincial, national or international law;
Promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals;
Exceed the scope of any Metriks.thinkific service or product for which you have registered; by, for example, accessing and using the tools that you do not have a right to use, or deleting, adding to, or otherwise changing the comments or content of other persons;
Not to collect or harvest any personally identifiable information, including account names, from Metriks.thinkific.
You understand that by using Metriks.thinkific, you may be exposed to content that you consider to be offensive, indecent or objectionable. You acknowledge that METRIKS does not pre-screen Learner Generated Content or Third Party Content. You agree that you must evaluate, and bear all risks associated with, the use of any Third Party Content or Metriks.thinkific content, including any reliance on the accuracy, completeness, or usefulness of such content.
- COPYRIGHT AND INTELLECTUAL PROPERTY POLICY
METRIKS respects the intellectual property and rights of others, and we require you to do the same. You are prohibited from uploading, posting or otherwise transmitting on or through Metriks.thinkific any content that violates another party’s intellectual property and other rights. METRIKS is not responsible for the conduct of its users, and has no responsibility or liability for Learner Generated Content or for the loss or corruption thereof. It is METRIKS’s policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts of users who may infringe or repeatedly infringe the copyrights or other intellectual property rights of METRIKS and/or others.
METRIKS may charge fees for registration and enrollment in continuing education courses hosted in the catalog of Metriks.thinkific. Our fees, if any, are available on Metriks.thinkific. Unless otherwise stated, all of our fees are quoted in Canadian dollars. You and/or your organization are responsible for paying all applicable fees and taxes with the use of Metriks.thinkific and the available payment methods which includes credit card, cheque or purchase order on your account.
- INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the receipt and/or transmission of technical data in the country, jurisdiction and locality in which you reside and/or may otherwise be applicable as it relates to receipt and/or transmission.
We may provide, or third parties may provide, links to other World Wide Web sites, Metriks.thinkific or resources. Because METRIKS has no control over such sites and resources, you acknowledge and agree that METRIKS is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that METRIKS shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such sites or resource.
- INDEMNITY AND RELEASE
The content provided in the course or courses in this transaction is based on current practice as offered by METRIKS. These educational courses are designed for the general health care professional.
The content of these courses are presented as general information only and are not intended to replace your training and the advice provided by the regulatory body in your jurisdiction. It is your responsibility to continue your education as you deem appropriate.
The appropriate response to any practice or business scenario may differ depending on the facts peculiar to that situation. Under no circumstances shall any information relating to your practice or business scenarios constitute legal, accounting or financial advice that is applicable to you or your practice.
METRIKS and the authors are not responsible for any loss or other damages, however caused, arising from the use of any information or from following any of the advice or recommendations contained in this educational package, and the user, in consideration of the receipt of the information and recommendations, agrees to indemnify and hold METRIKS and the authors harmless with respect to any such personal loss, business loss or other damages.
The appearance of advertising or sponsorship in this publication or internet linkage from this publication is neither a guarantee nor an endorsement of claims made by a company or association or for a product or service, nor an endorsement of a manufacturer, distributor or promoter of a product or service. METRIKS does not control and assumes no responsibility for any third party content, tools or results as may be found in this production.
Metriks Education Inc. and their respective officers, directors, faculty, staff or contractors, shall not be liable for any damages, claims, liabilities, costs or obligations arising from or misuse of the advertising material contained in this publication or internet linkage from this publication, whether such obligations arise in contract, negligence, equity or statute law.
You agree to defend, indemnify and hold harmless METRIKS and its subsidiaries, agents, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to Metriks.thinkific; (ii) any claim or damages that arise as a result your use and application of content; (iii) your violation of any term of this Agreement, including without limitation, your breach of any of the representations and warranties above; (iv) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (v) your violation of any law, rule or regulation of the Canada or any other country; (vi) any claim or damages that arise as a result of any of your Learner Generated Content; (vii) any other party’s access and use of Metriks.thinkific with your unique username, password or other appropriate security code; and (viii) any dispute you have with one or more of our users or any Third Party providing goods and services through Metriks.thinkific.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- YOUR USE OF Metriks.thinkific AND THE PRODUCTS AND SERVICES RELATED THERETO ARE AT YOUR SOLE RISK. Metriks.thinkific IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. METRIKS, AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE AND NON-INFRINGEMENT, OR OF AVAILABILITY OR RESULTS. METRIKS DOES NOT WARRANT THAT (I) Metriks.thinkific WILL MEET YOUR SPECIFIC REQUIREMENTS, (II) Metriks.thinkific WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE Metriks.thinkific WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH Metriks.thinkific WILL MEET YOUR EXPECTATIONS, AND
(V) ANY ERRORS IN Metriks.thinkific AND/OR ITS PRODUCTS OR SERVICES WILL BE CORRECTED. METRIKS IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY LEARNER GENERATED CONTENT OR THIRD PARTY CONTENT. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF Metriks.thinkific IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS, CAUSES OF ACTION, AND DAMAGES THAT ARISE FROM OR RELATE TO SUCH MATERIAL. METRIKS ASSUMES 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. METRIKS IS NOT RESPONSIBLE FOR ANY TECHNICAL MALFUNCTION OR OTHER PROBLEMS OF
ANY TELEPHONE NETWORK OR SERVICE, COMPUTER SYSTEMS, SERVERS OR PROVIDERS, COMPUTER OR MOBILE PHONE EQUIPMENT, SOFTWARE, FAILURE OF EMAIL OR PLAYERS ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY Metriks.thinkific OR COMBINATION THEREOF, INCLUDING INJURY OR DAMAGE TO A USER'S OR TO ANY OTHER PERSON'S COMPUTER, MOBILE PHONE, OR OTHER HARDWARE OR SOFTWARE, RELATED TO OR RESULTING FROM USING OR DOWNLOADING MATERIALS IN CONNECTION WITH THE WEB AND/OR IN CONNECTION WITH Metriks.thinkific AND ITS PRODUCTS AND/OR SERVICES.
- UNDER NO CIRCUMSTANCES WILL METRIKS BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING ANY LOSS OR DAMAGE TO ANY LEARNER GENERATED CONTENT OR PERSONAL INJURY OR DEATH, RESULTING FROM ANYONE'S USE OF Metriks.thinkific OR CONTENT OR PRODUCT POSTED ON OR AVAILABLE THROUGH thinkific, ANY LEARNER GENERATED CONTENT OR PRODUCT POSTED ON OR THROUGH Metriks.thinkific, OR ANY INTERACTIONS BETWEEN USERS OF THE Metriks.thinkific, WHETHER ONLINE OR OFFLINE. YOU POST LEARNER GENERATED CONTENT ON Metriks.thinkific AT YOUR OWN RISK.
- ANY CONTENT OR PRODUCT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF thinkific IS DONE AT YOUR OWN DISCRETION AND 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 MATERIAL.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM Metriks.thinkific SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
- METRIKS RESERVES THE RIGHT TO CHANGE ANY AND ALL thinkific CONTENT, SOFTWARE AND OTHER ITEMS USED OR CONTAINED IN OR ON Metriks.thinkific AND ANY SERVICES OFFERED THROUGH Metriks.thinkific 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
- LIMITATION OF LIABILITY
IN NO EVENT SHALL METRIKS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY
(I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM
YOUR ACCESS TO AND USE OF OUR SERVICES AND PROVIDED CONTENT, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, METRIKS’S MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE: (i) AMOUNT PAID, IF ANY, BY YOU TO METRIKS FOR Metriks.thinkific DURING THE TWELVE MONTHS PRIOR TO THE DATE THE CLAIM(S) AROSE; OR (ii) THE SUM OF ONE THOUSAND DOLLARS ($1,000). THE EXISTENCE OF MORE THAN ONE CLAIM SHALL NOT EXPAND SUCH LIMIT. YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO METRIKS FOR Metriks.thinkific FOR PRODUCTS/SERVICES, YOU SHALL BE LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM THE METRIKS PARTIES, REGARDLESS OF THE CAUSE OF ACTION. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU SPECIFICALLY ACKNOWLEDGE THAT METRIKS SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
You acknowledge that METRIKS may establish general practices and additional limits concerning use of Metriks.thinkific. Notices to you may be made via email or web Metriks.thinkific posting. METRIKS may also provide notices of changes to this agreement or other matters by displaying notices or links to notices to you generally on Metriks.thinkific. Your agreement to these Terms of Service constitutes your agreement that you are deemed to have received any and all notices that would have been delivered had you accessed Metriks.thinkific in an authorized manner.
Independent Contractors. You and METRIKS are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
Choice of Law and Forum. You and METRIKS each agree that this Agreement and the relationship between the parties shall be governed exclusively by the laws of the Province of Ontario, Canada without regard to its conflict of law provisions and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to the Agreement, or the relationship between you and METRIKS, shall be brought exclusively in the courts located in Toronto, and/or Newmarket, Ontario Canada. You and METRIKS agree to submit to the personal jurisdiction of the courts located within Toronto, and or Newmarket, Ontario Canada, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.
Waiver and Severability of Terms. The failure of METRIKS to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement or incorporated documents is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Metriks.thinkific or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Titles. The section titles in the Agreement are for convenience only and have no legal or contractual effect.
Force Majeure. METRIKS shall not be responsible to you as a result of any delay or default in carrying out its obligations hereunder which is due in whole or in part to an event beyond of the control of METRIKS.
Language. The governing language of the Agreement is English, which shall prevail over any other language used in any translated document.
Please report any violations or other issues relating to or of this Agreement to firstname.lastname@example.org
Copyright 2014 METRIKS - All rights reserved.