Please read these Terms carefully before using the Ameego Software Platform. By accessing or using the Ameego Software Platform you agree to be legally bound by these Terms and all terms, policies and guidelines incorporated by reference in these Terms. If you do not agree with all of these Terms in their entirety, you may not use the Ameego Software Platform.
Supplier reserves the right, at any time, to change or modify any of the terms and conditions contained in these Terms, or any policy or guideline applicable to the Ameego Software Platform, at any time and in its sole discretion, including, without limitation, changes to the fees and charges associated with the use of the Ameego Software Platform. If in our opinion the changes are material we will notify you at the email address you provide in your registration information. All changes to the Terms are effective immediately upon being posted to the Website unless otherwise specified. If you do not agree with the Terms as amended, you must cease using the Ameego Software Platform.
User Data and Account Security
By using the Ameego Software Platform you agree to (a) provide accurate, current and complete information as may be prompted by any forms on the Ameego Software Platform (“User Data”); (b) maintain the security of your username and password.
You are prohibited from allowing access to the Ameego Software Platform to persons other than your directors, officers, employees and agents, and by using the Ameego Software Platform agree to accept all risks of unauthorized access to the User Data and all other information you provide to Supplier. You may not resell, lease, trade or provide them in any other way to anyone else, except as expressly permitted through the Ameego Software Platform.
You are responsible for all activity which takes place on your account, and for all fees, charges and taxes payable in connection with your account.
The fees and charges payable by a user shall be set forth in the relevant customer agreement and are subject to any specific terms and conditions contained in the relevant customer agreement. Supplier may change the applicable fees and fee structure relating to use of the Ameego Software Platform upon thirty (30) days’ notice. If the fees and/or fee structure are changed, you may choose to discontinue use of the Ameego Software Platform by delivering to Supplier written notice of such intention within seven (7) days of being notified of the change, and thereupon all outstanding fees and charges shall become immediately due and payable. If you do not provide such notice within the seven (7) day timeframe, you shall be deemed to have agreed with the new fees and/or fee structure and the new fees and/or fee structure shall become effective in the next billing period.
In addition to paying fees and charges you are responsible for paying all applicable taxes and levies which may apply to the fees and charges payable under the relevant customer agreement.
Ownership and Intellectual Property Rights
In these Terms the content available through the Services, including all information, data, logos, marks, designs, graphics, pictures, sound files, other files, and their selection and arrangement, is called “Content”. Content provided by users is called “User Content” and includes, without limitation, information regarding employees of the user entered into the Ameego Software Platform and material posted on the Website’s discussion forums or blogs.
Other than the User Content, all other Content and all software available on or comprising the Website and the Ameego Software Platform is the property of Supplier or its licensors, and is protected applicable intellectual property laws, and all rights to the Website, the Ameego Software Platform, related software and Content are expressly reserved.
We accept no responsibility or liability any loss of or damage to your User Content or that your User Content may cause to any person, including, without limitation, such loss or damage which may arise by virtue of use of your account by an third party, whether authorized or unauthorized by you. We reserve the right to remove, screen or edit without notice any User Content posted or stored on the Ameego Software Platform or Website for any reason whatsoever.
Your Limited License of Your User Content to Supplier
Supplier requires the right to use your User Content to operate the Website and provide services pursuant to the Ameego Software Platform. By submitting User Content to or through the Website or the Ameego Software Platform, you (a) grant Supplier a non-exclusive, worldwide, royalty-free, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from such User Content, in the manner in and for the purposes for which the Website and Ameego Software Platform use such User Content; (b) represent and warrant that (i) you own and control all of the rights to the User Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute that User Content, to or through the Website or Ameego Software Platform; and (ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity.
Using the Ameego Software Platform
Users of the Ameego Software Platform must not:
Supplier may monitor your use of the Ameego Software Platform for any reason whatsoever. You shall not interfere with or prevent such monitoring or otherwise obscure from Supplier any aspect of your use of the Ameego Software Platform.
You acknowledge that the rights granted by Supplier to you by virtue of these Terms, a relevant customer agreement and any other agreements are non-exclusive, meaning they do not restrict Supplier’s rights to licence or sell the Ameego Software Platform to any third party
Updates and Functionality
Supplier may from time to time modify the Ameego Software Platform in any manner it sees fit, including, without limitation, changes to the appearance or functionality of the Ameego Software Platform. Supplier shall not be liable to any user on account of a modification to the Ameego Software Platform for any reason whatsoever, including, for certainty, where the Ameego Software Platform ceases to provide a particular feature or features.
Supplier will, at its sole cost, provide, implement, configure, install, support, and maintain any and all updates, upgrade, improvements, corrections or modifications otherwise to the Ameego Software Platform. [Notwithstanding the preceding sentence, Supplier may change the fees and/or fee structure applicable under the relevant customer agreement as a result of any update, upgrade, improvement, correction or modification otherwise to the Ameego Software Platform, and such change may include an increase in fees and charges payable by the user.]
Advertisements and Promotions
Supplier may display advertisements from third parties on the Ameego Software Platform. Supplier shall not be liable for any loss, damage, costs, expenses, claims or any other liabilities arising from your dealings or correspondence with third parties. All trademarks, registered trademarks, product names and company names or logos mentioned on the Website or in the Ameego Software Platform are the property of their respective owners. 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 by Supplier.
AMEEGO AND ALL CONTENT PROVIDERS MAKE NO REPRESENTATION ABOUT THE SUITABILITY OF THE CONTENT ON THE WEBSITE OR THE AMEEGO SOFTWARE PLATFORM. THE AMEEGO SOFTWARE PLATFORM IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE", WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON- INFRINGEMENT. YOU HEREBY DISCLAIM ALL WARRANTIES BY AMEEGO RELATING TO YOUR USE OF THE AMEEGO SOFTWARE PLATFORM. YOU ACKNOWLEDGE THAT YOUR ACCESS TO AND USE OF THE AMEEGO SOFTWARE PLATFORM WILL NOT BE FREE OF INTERRUPTIONS, THAT THE INFORMATION HEREIN MAY CONTAIN BUGS, ERRORS, TECHNICAL INACCURACIES, PROBLEMS OR OTHER LIMITATIONS, AND THAT THE WEBSITE AND THE AMEEGO SOFTWARE PLATFORM MAY BE UNAVAILABLE FROM TIME TO TIME. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR WEBSITE USE AND WEBSITE-RELATED SERVICES
Limitation of Liability; Indemnity
Limitation of Liability. UNDER NO CIRCUMSTANCES WILL ANY OF THE CONTENT PROVIDERS BE LIABLE OR RESPONSIBLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL (INCLUDING DAMAGES FROM LOSS OF BUSINESS, LOST PROFITS, LITIGATION, OR THE LIKE), SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN ANY WAY RELATING TO THE AMEEGO SOFTWARE PLATFORM OR THE CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE AMEEGO SOFTWARE PLATFORM AND/OR CONTENT IS TO CEASE USE OF THE AMEEGO SOFTWARE PLATFORM AND WEBSITE.
Indemnity. You shall defend, indemnify and hold harmless Supplier and its directors, officers, shareholders, employees and agents from any and all claims, losses, damages, liabilities, costs, expenses and proceedings arising out of your use of the Ameego Software Platform or the use of the Ameego Software Platform by any person to whom you give access to your account (including staff or advisors), including any claims made by any person that infringes the rights, including the intellectual property rights, of any third party.
Notwithstanding anything contained in these Terms, Supplier may terminate your licence to use the Ameego Software Platform: (i) upon 60 days prior written notice; or (ii) upon written notice where the user is in violation of these Terms or any term or condition in the relevant customer agreement and such violation is not remedied within sixty (60) days of written notice; or (iii) immediately upon the bankruptcy or insolvency of the user. Upon termination of your licence to use the Ameego Software Platform, all fees, charges and taxes payable in relation to the services provided through the Ameego Software Platform shall become immediately due and payable and Supplier may, in its sole discretion:
block your access to and use of the Software and suspend all services relating thereto;
retain an archival copy of your User Content after termination, and you hereby grant us a non-exclusive, perpetual, irrevocable license to maintain such archival copy for our internal business purposes; and
delete any or all of your information once it is satisfied that such information is no longer relevant for any legal or regulatory purposes, including the enforcement of Supplier’s rights under the relevant customer agreement.
Severability. If any provision of these Terms is held invalid, illegal, or unenforceable for any reason by any court of competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect.
Enurement. This Agreement shall be binding on and shall enure to the benefit of the heirs, executors, administrators, successors and assignees of the parties hereto. Supplier may assign any and all rights hereunder without your consent. You may not assign any of your rights or obligations hereunder without the prior written consent of Supplier, which consent may be unreasonably and arbitrarily withheld.
Governing Law. All services provided by Supplier shall be deemed to be provided from its head office in Winnipeg, Manitoba, Canada. The enforcement of these Terms shall be governed and construed in accordance with the laws of the province of Manitoba, and the parties irrevocably attorn to the jurisdiction of the courts of Manitoba with respect to any dispute relating thereto.
Entire Terms. These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and there are no other terms, representations or warranties except as expressly set out herein.
Questions and Comments
If you have any questions regarding these Terms or your use of the Services, please contact us at: Ameego, P.O. Box 70057, 1-1660 Kenaston Blvd. Winnipeg MB, R3X 0P6. Phone: 1-800-770-7319.