Spotcycle – Terms of use

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE SERVICES OFFERED BY 8D TECHNOLOGIES INC. (“8D”), A CANADIAN CORPORATION. THESE TERMS OF USE SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE WEBSITE AT HTTPS://WWW.SPOTCYLE.NET (THE “SITE”) AND THE SERVICES, FEATURES, CONTENT OR APPLICATIONS OFFERED BY 8D (COLLECTIVELY WITH THE SITE, THE “SERVICE”).

Acceptance of Terms.

By registering for and/or using the Service in any manner, including but not limited to visiting or browsing the Site, you agree to all of the terms and conditions contained herein (“Terms of Use”), and all other operating rules, policies and procedures that may be published from time to time on the Site by 8D, each of which is incorporated by reference and each of which may be updated by 8D from time to time without notice to you in accordance with the terms set out under the “Modification of Terms of Use” section below. These Terms of Use apply to all users of the Service.

You represent and warrant that if you are an individual, you are of legal age to form a binding contract, or that if you are acting on behalf of an entity, that you are authorized to enter into, and bind the entity to, these Terms of Use. 8D may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Use are in compliance with all laws, rules and regulations applicable to you and the right to access the Service is revoked where these Terms of Use or use of the Service is prohibited and, in such circumstances, you agree not to use or access the Site or Services in any way.

Content.

You acknowledge that all Content accessed by you using the Service is at your own risk and you will be solely responsible and liable for any damage or loss to you or any other party resulting therefrom. For purposes of these Terms of Use, the term “Content” includes, without limitation, any location information, information, data, text, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible by 8D on or through the Service.

8D Content.

The Service contains Content specifically provided by 8D or its partners and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws, as applicable. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Service.

Subject to these Terms of Use, 8D grants each user of the Site and/or Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use and reproduce the Content, solely for personal, non-commercial use. Use, reproduction, distribution or storage of any Content for other than personal, non-commercial use is expressly prohibited without prior written permission from 8D, or from the copyright holder identified in such Content’s copyright notice, as applicable. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial (whether or not for profit) use or in any way that violates any third party right.

Data Collection.

No personal information is collected in the context of your use of the Service. Any personal information that was collected in the past is governed by the version of Terms of Use in force at the time of said collection.

However, when you use the Service, 8D automatically receives and records information on our server logs from your browser or mobile platform, including your IP address, the version of the application that you use, the version of your operating system as well as the brand and model of the phone that you use in order to access the Service. We treat this data as non-Personal Information, except where we are required to do otherwise under applicable law. 8D only uses this data in aggregate form. We may provide aggregate information to our partners about how our customers, collectively, use our site, so that our partners may also understand how often people use their services and our Service.

If 8D or substantially all of its assets are acquired, or in the unlikely event that 8D goes out of business or enters bankruptcy, user information would be one of the assets that is transferred or acquired by a third party.

8D endeavors to safeguard user information to ensure that user account information is kept private. However, 8D cannot guarantee the security of information in all circumstances. Unauthorized entry or use, hardware or software failure, and other factors, may compromise the security of user information at any time.

Rules and Conduct.

You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, (ii) modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.

8D does not guarantee that any Content will be made available on the Site or through the Service. 8D has no obligation to monitor the Site, Service or Content. However, 8D reserves the right to remove, suspend, edit or modify any Content in its sole discretion, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if 8D is concerned that you may have violated these Terms of Use), or for no reason at all. 8D also reserves the right to access, read, preserve, and disclose any information as 8D reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Use, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of 8D, its users and the public.

Termination.

8D may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately. All provisions of these Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Warranty Disclaimer.

Save to the extent required by law, 8D has no special relationship with or fiduciary duty to you. You acknowledge that 8D has no control over, and no duty to take any action regarding: which users gains access to the Service; what Content you access via the Service; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content.

You release 8D from all liability for you having acquired or not acquired Content through the Service.

THE SITE, SERVICE AND CONTENT ARE PROVIDED “AS IS”, “AS AVAILABLE” AND ARE PROVIDED WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, SAVE TO THE EXTENT REQUIRED BY LAW.

8D, AND ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE WEBSITE, SERVICE AND CONTENT IS SOLELY AT YOUR OWN RISK. SOME STATES / COUNTRIES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnification.

You shall defend, indemnify, and hold harmless 8D and its affiliates and each of their employees, contractors, directors, suppliers and representatives from all losses, costs, actions, claims, damages, expenses (including reasonable legal costs) or liabilities, that arise from or relate to your use or misuse of, or access to, the Site, Service or Content, or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity (save to the extent that a court of competent jurisdiction holds that such claim arose due to an act or omission of 8D). 8D reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with 8D in asserting any available defenses.

Limitation of Liability.

ALL LIABILITY OF 8D, ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS HOWSOEVER ARISING FOR ANY LOSS SUFFERED AS A RESULT OF YOUR USE THE SITE, SERVICE OR CONTENT IS EXPRESSLY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW, SAVE THAT, IF A COURT OF COMPETENT JURISDICTION DETERMINES THAT LIABILITY OF 8D, ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS (AS APPLICABLE) HAS ARISEN, THE TOTAL OF SUCH LIABILITY SHALL BE LIMITED IN AGGREGATE TO ONE HUNDRED CANADIAN DOLLARS (CDN$100).

IN NO EVENT SHALL 8D, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY OR OTHERWISE (AND WHETHER OR NOT 8D, ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS HAD PRIOR KNOWLEDGE OF THE CIRCUMSTANCES GIVING RISE TO SUCH LOSS OR DAMAGE) WITH RESPECT TO THE SITE, SERVICE OR CONTENT FOR:

  • INDIRECT OR CONSEQUENTIAL LOSSES OR DAMAGES;
  • LOSS OF ACTUAL OR ANTICIPATED PROFITS;
  • LOSS OF REVENUE;
  • LOSS OF GOODWILL;
  • LOSS OF DATA;
  • LOSS OF ANTICIPATED SAVINGS;
  • WASTED EXPENDITURE; OR
  • COST OF PROCUREMENT OF SUBSTITUE GOODS OR SERVICES.

NOTHING IN THESE TERMS OF USE SHALL BE DEEMED TO EXCLUDE OR LIMIT YOUR LIABILITY IN RESPECT OF ANY INDEMNITY GIVEN BY YOU UNDER THESE TERMS OF USE.

Dispute Resolution & Governing Law.

A printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and 8D agree that any cause of action arising out of or related to the Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

These Terms of Use shall be governed by and construed in accordance with the laws of the Province of Quebec and Canada, excluding the conflicts of law rules. Any dispute arising from or relating to the subject matter of these Terms of Use shall be exclusively and finally settled by arbitration in the judicial district of Montreal, using the English language, in accordance with Book VII of the Code of Civil Procedure (Quebec). The prevailing party in any arbitration or other proceeding arising under these Terms of Use shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert witness fees and all other expenses) incurred in connection therewith. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of these Terms of Use, the parties consent to exclusive jurisdiction and venue in the courts located in the judicial district of Montreal. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including without limitation, this section.

Integration and Severability.

These Terms of Use are the entire agreement between you and 8D with respect to the Service and use of the Site, Service or Content and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and 8D with respect to the Site. If any provision of these Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

Modification of Terms of Use.

8D reserves the right, at its sole discretion, to modify or replace any of these Terms of Use, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you notice through the Service or via email. 8D may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Service following the posting of any changes to these Terms of Use constitutes acceptance of those changes.

Miscellaneous.

8D shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond 8D’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including “line-noise” interference). These Terms of Use are personal to you, and are not assignable, transferable or sublicensable by you except with 8D’s prior written consent. 8D may assign, transfer or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Use and neither party has any authority of any kind to bind the other in any respect.

Contact.

You may contact 8D at the following address:
416 de Maisonneuve West, suite 1008
Montréal, Québec
H3A 1L2