Terms of Service

Welcome! Please read the following Terms of Service (“Terms”). They contain legal terms and conditions that you agree to when you access valise.works (the “Site”) or use Valise’s services (“Services”) provided to you by Valise through the Site.

Acceptance of Terms of Service. This is an agreement between Valise (“Valise” or “Company” or “We”), the owner and operator of the Site, and you (“you” or “You” or “User”), a user of the Site. By using the Site you acknowledge and agree to these Terms of Service and the Privacy Policy, which can be found at valise.works/privacy and is incorporated by reference. If you choose to not agree with any of these terms, you may not use the Site.

Valise’s Copyright. Unless otherwise stated in these Terms or on the Site, Valise is the owner of all copyrights in the Site and its contents. You may not publish, distribute, extract, reuse or reproduce any such content in any material form (including photocopying or storing it in any medium by electronic means).

Changes to the Terms of Service

Right to Change Terms. Valise reserves the right, in its sole discretion, to change these Terms of Service (“Updated Terms”) from time to time.

Notice of Updated Terms. Valise will provide reasonable advance notice before the Updated Terms become effective. You agree that Valise may notify you of the Updated Terms by posting them on the Site.

Effective Date of Updated Terms. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Site from that point forward

Acceptance of Updated Terms. Your use of the Site after the effective date of the Updated Terms constitutes your agreement to the Updated Terms. You should review these Terms of Service and any Updated Terms before using the Site.

Use of Site

License. During the term of this agreement, Valise grants you a limited, non-exclusive, non-transferable license to access the Site for your personal and non-commercial use in accordance with the Terms of Service.

Intellectual Property Rights. The design, trademarks, service marks, and logos of the Site (“Marks”), are owned by or licensed to Valise, subject to copyright and other intellectual property rights under Canadian, foreign laws and international conventions. Valise reserves all rights not expressly granted in and to the Site. You agree to not engage in the use, copying, or distribution of any of the Site other than expressly permitted by these Terms.

User Conduct

By accepting these Terms, you agree to not engage in any of the following prohibited activities:

1. Copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”,

2. Using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site,

3. Transmitting spam, chain letters, or other unsolicited email, attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site,

4. Taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on Site infrastructure,

5. Uploading invalid data, viruses, worms, or other software agents through the Site,

6. Collecting or harvesting any personally identifiable information, including account names, from the Site,

7. Using the Site for any commercial solicitation purposes, impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity,

8. Interfering with the proper working of the Site,

9. Accessing any content on the Site through any technology or means other than those provided or authorized by the Site, or

10. Bypassing the measures we may use to prevent or restrict access to the Site, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.

Your Account

Responsibility for Account. You are entirely responsible for maintaining the confidentiality of your password and account. You are entirely responsible for any and all activities that occur on or through your account. You agree to notify Valise immediately of any unauthorized use of your account or any other breach of security.

Use of Other Accounts. You may not use anyone else’s account at any time, without the permission of the account holder.

Liability for Account Misuse. Valise will not be liable for any loss that you may incur as a result of someone else using your passwords or accounts, either with or without your knowledge. You could be held liable for losses incurred by Valise or another party due to someone else using your accounts or passwords.

Account Security. Valise cares about the integrity and security of your personal information. However, Valise cannot guarantee that unauthorized third parties will never be able to defeat the Site’s security measures or use any personal information you provide to us for improper purposes. You acknowledge that you provide your personal information at your own risk.

Paid Services

Pricing and Payment. The fees for the Services provided on the Site are posted here. In no event will you be charged for access to the Site unless we obtain your prior agreement to pay such charges. You may cancel your account at any time. Fees are subject to change, but such a change will not be implemented without prior notice. You agree to pay all fees and charges incurred through your account at the rates in effect for the billing period when they are incurred. You shall pay all applicable taxes relating to use of the Site through your account.

User Content

Content Ownership. You retain all ownership rights to content you upload to the Site.

Content License. When you upload, submit, store, send or receive content to or through our Services, you give Valise (and those companies we work with) a worldwide, non-exclusive license to use, host, store, reproduce, communicate, modify and create derivative works (such as those resulting from adaptations or other changes we make so that your content works better with our Services). We will never publish or publicly display such content without your explicit permission.

The rights you grant in this license are for the limited purpose of operating and improving our Services, and to develop new services.

Uploaded Content. You may not store any of the following material on the Site or obtain any such material using the Site:

1. Any material that could give rise to any civil or criminal liability under applicable law,

2. Any material that could infringe the rights of privacy, publicity or copyrights without the permission of the owner of these rights and the persons whose likenesses are displayed in the material, or

3. Any material sent from an anonymous or false address.

Valise does not and cannot review all uploaded material on the Site, and is not responsible for users’ content. Valise reserves the right to remove, delete, move, or edit content that it, in its sole discretion, deems, in violation of the law, or is otherwise unacceptable. You agree to indemnify and hold Valise (and its officers, directors, agents, and employees) harmless for any violation of this provision.

Privacy. For information about how Valise collects, uses, and shares your information, please review our Privacy Policy. You agree that by using the Site you consent to the collection, use, and sharing (as set forth in the Privacy Policy) of such information, including the transfer of this information to Canada and/or other countries for storage, processing, and use by Valise.

Copyright. Valise respects the intellectual property rights of others and expects You to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please contact us. We reserve the right to terminate accounts of repeat copyright infringers according to the process set out in the Canadian Copyright Modernization Act.

Termination

Termination upon Notice. Either party may terminate this agreement at any time by notifying the other party.

Termination by Valise. We reserve the right to terminate your account and use of the Site, at any time, for any reason, including but not limited to breach of these Terms, engaging in conduct that the Company believes is harmful to users of the Service or the business of Valise. Valise may immediately suspend accounts that have been flagged for repeat copyright infringement. We will notify you if we intend to terminate your account and use of the Site.

Limitation of Liability. You agree that Valise shall not be liable to you or any third party for any termination of your access to the Site. Valise reserves the right at any time and from time to time to modify or temporarily suspend the Service (or any part thereof) without notice. If Valise permanently discontinues the Service, users will be notified and given the option to retrieve their data. You agree that Valise shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services.

Disclaimers. The Site is provided “as is,” without any warranties of any kind. To the fullest extent permissible under applicable law, Valise disclaims all such warranties, express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, freedom from errors, suitability of content, or availability.

Waiver, Severability & Assignment. Valise’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted re ecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void.

Indemnification. You agree to defend, indemnify and hold harmless Valise, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors and agents from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to use of the Site. Valise may assume the exclusive defense and control of any matter for which users have agreed to indemnify the Company and you agree to assist and cooperate with Valise in the defense or settlement of any such matters.

Mediation. If a dispute arises from or relates to the Terms or the breach thereof, and if the dispute cannot be settled through direct discussions, You and Valise agree to attempt first to settle the dispute by mediation before resorting to other dispute resolutions.

Governing Law. This agreement will be governed by and construed in accordance with the laws of the Province of Ontario, without regard to its conflict of laws rules.

Feedback

We welcome any comment or question at team@valise.works