Machool Terms of Use


Welcome to Machool. Machool Technologies Ltd. and/or its affiliates (collectively, “Machool”) provide services, products, and features to you when you use Machool’s services, products (including software), or information (collectively, the “Machool Services”), including without limitation when you use the Machool Services to register visitors at a business location or otherwise make use of any technology, products, software, or services of Machool, whether tangible or intangible.

PLEASE READ THESE TERMS OF USE (“TERMS OF USE”) CAREFULLY. BY ACCESSING OR USING THE MACHOOL SERVICES YOU AGREE TO BE BOUND BY THESE TERMS OF USE, WHICH INCLUDE (WITHOUT LIMITATION) MACHOOL’S PRIVACY POLICY (“PRIVACY POLICY”).

IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THE MACHOOL SERVICES.

Machool may, at its sole discretion change, add, or delete portions of these Terms of Use at any time on a going-forward basis. It is your responsibility to check these Terms of Use for changes prior to use of the Machool Services, and in any event your continued use of the Machool Services following the posting of changes to these Terms of Use constitutes your acceptance of any changes.

Wherever used in these Terms of Use, “you”, “your”, “Customer”, or similar terms means the person or legal entity accessing or using the Machool Services. If you are accessing and using the Machool Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms of Use.

 

A. USERS; USER ACTIVITIES

1. The Machool Services are not intended for children under 13. By using the Machool Services, you are representing that you are at least 18, or that you are at least 13 years old and have your parents’ permission to use the Machool Services.

2. You are responsible for any activity that occurs through your use of the Machool Services, including without limitation any Machool accounts you may use.

3. If a password applies to your use of the Machool Services, you are responsible for keeping your password secret and secure.

4. You may not use the Machool Services for any illegal or unauthorized purpose. You agree to comply with all laws, rules, and regulations (including without limitation federal, state, provincial, municipal and local) applicable to your use of the Machool Services.

5. You must not defame, stalk, bully, abuse, harass, threaten, impersonate, or intimidate people or entities and you must not post private or confidential information via the Machool Services, including, without limitation, your or any other person’s credit card information, social security or alternate national identity numbers, non-public phone numbers, or non-public email addresses.

6. You must not attempt to restrict another user from using or enjoying the Machool Services and you must not encourage or facilitate violations of these Terms of Use or any other Machool terms.

7. You (i) consent to receive communications from Machool in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, documents, disclosures, and other communications (“Communications”) that Machool provides to you electronically satisfy any legal requirement that such Communications would satisfy if it were in a writing. Your consent to receive Communications and do business electronically, and Machool’s agreement to do so, applies to all of your interactions and transactions with us. You may withdraw your consent to receive Communications electronically by contacting us at info@machool.com. If you withdraw your consent, from that time forward, you must stop using the Machool Services. The withdrawal of your consent will not affect the legal validity and enforceability of any obligations or any electronic Communications provided or business transacted between us prior to the time you withdraw your consent.

8. If you are using the Machool Services on behalf of a legal entity, you represent that you are authorized to enter into an agreement on behalf of that legal entity.

9. If you have a username in connection with the Machool Services, you agree you will not sell, transfer, license, or assign your account, username, or any account rights. With the exception of people or businesses that are expressly authorized to create accounts on behalf of their employers or clients, Machool prohibits the creation of, and you agree that you will not create an account for, anyone other than yourself. You also represent that all information you provide or provided to Machool upon registration and at all other times will be true, accurate, current, and complete and you agree to update your information as necessary to maintain its truth and accuracy.

10. You agree that you will not solicit, collect, or use the login credentials of other users of Machool or Machool Services.

11. If Machool terminates your access to the Machool Services or you deactivate or cancel your account, your data will no longer be accessible through your account, but those materials and data may persist and appear within the Machool Services.

12. You must not create accounts with the Machool Services through unauthorized means, including but not limited to, by using an automated device, script, bot, spider, crawler, or scraper.

13. You must not interfere or disrupt the Machool Services or servers or networks connected to the Machool Services, including by transmitting any worms, viruses, spyware, malware, or any other code of a destructive or disruptive nature. You may not inject content or code or otherwise alter or interfere with the way any Machool page is rendered or displayed in a user’s browser or device.

14. You must not change, modify, adapt, or alter the Machool Services or change, modify, or alter another website so as to falsely imply that it is associated with the Machool Services or Machool.

15. VIOLATION OF THESE TERMS OF USE MAY, IN MACHOOL’S SOLE DISCRETION, RESULT IN TERMINATION OF YOUR ACCESS TO AND USE OF MACHOOL SERVICES. YOU UNDERSTAND AND AGREE THAT YOU USE THE MACHOOL SERVICES AT YOUR OWN RISK. IF YOU VIOLATE THE LETTER OR SPIRIT OF THESE TERMS OF USE, OR OTHERWISE CREATE RISK OR POSSIBLE LEGAL EXPOSURE FOR MACHOOL, MACHOOL CAN STOP PROVIDING ALL OR PART OF THE MACHOOL SERVICES TO YOU.

 

B. GENERAL CONDITIONS

1. Machool may, in its sole discretion, prohibit any user from using the Machool Services at any time for any reason. Machool is not liable for any damage or loss of any kind whatsoever resulting from such prohibition.

2. Machool reserves the right to modify or terminate the Machool Services or your access to the Machool Services for any reason, without notice, at any time, and without liability to you.

3. Machool reserves the right to refuse access to the Machool Services to anyone for any reason at any time.

4. Machool prohibits crawling, scraping, caching or otherwise accessing any content on the Machool Services via automated means (except as may be the result of standard search engine protocols or technologies used by a search engine with Machool’s express consent).

5. Upon termination, all licenses and other rights granted to you in these Terms of Use will immediately cease.

6. Machool reserves the right, in our sole discretion, to change these Terms of Use (“Updated Terms”) from time to time. Unless Machool makes a change for legal or administrative reasons, Machool will provide reasonable advance notice before the Updated Terms become effective. You agree that Machool may notify you of the Updated Terms by posting them on the Machool Services, and that your use of the Machool Services after the effective date of the Updated Terms (or engaging in such other conduct as Machool may reasonably specify) constitutes your agreement to the Updated Terms. Therefore, you should review these Terms of Use and any Updated Terms before using the Machool Services. 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 Machool Services from that point forward. These Terms of Use will govern any disputes arising before the effective date of the Updated Terms. Neither the course of conduct between the parties nor trade practice will act to modify the Terms of Use.

7. There may be links from the Machool Services, or from communications you receive from Machool or the Machool Services, to third-party web sites or features. There may also be links to third-party web sites or features in images or comments within the Machool Services. The Machool Services may also include third-party content that Machool do not control, maintain, or endorse. Functionality on the Machool Services may also permit interactions between the Machool Services and a third-party web site or feature, including applications that connect the Machool Services or your profile on the Machool Services with a third-party web site or feature. Using this functionality typically requires you to login to your account on the third-party service and you do so at your own risk. Machool does not control any of these third-party web services or any of their content. You expressly acknowledge and agree that Machool is in no way responsible or liable for any such third-party services or features. Your correspondence and business dealings with third parties found through the Machool Services are solely between you and the third party. You may choose, at your sole and absolute discretion and risk, to use applications that connect the Machool Services or your profile on the Machool Services with a third-party service (each, an “Application”) and such Application may interact with, connect to or gather and/or pull information from and to your Machool Services profile. By using such Applications, you acknowledge and agree to the following: (i) if you use an Application to share information, you are consenting to information about your profile on the Machool Services being shared; (ii) your use of an Application may cause personally identifying information to be publicly disclosed and/or associated with you, even if Machool has not itself provided such information; and (iii) your use of an Application is at your own option and risk, and you will hold Machool harmless for activity related to the Application.

8. The Machool Services and the information provided by or within the same is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Machool to any registration requirement within such jurisdiction or country. Machool reserves the right to limit the availability of the Machool Services or any portion of the Machool Services, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, Machool Services or other feature that Machool provides.

 

C. RIGHTS

1. The Machool Services may be supported by advertising revenue and may display advertisements and promotions, and you hereby agree that Machool may place such advertising and promotions on the Machool Services. The manner, mode, and extent of such advertising and promotions are subject to change without specific notice to you.

2. You acknowledge that Machool may not always identify paid services, sponsored content, or commercial communications as such.

3. You represent and warrant that you have the legal right and capacity to enter into these Terms of Use in your jurisdiction.

4. You agree that Machool may use certain of the data collected about you for the purpose of providing information, services, and products to Machool, business partners of Machool, or third parties. Further, you agree that Machool may use such data for analyzing, maintaining, and grouping data as well as analyzing and predicting usage and other trends and, so long as the resulting data is aggregated or anonymized (i.e., no longer identifying you as an individual), that Machool may share, provide, license, disclose, and otherwise freely use such aggregated or anonymized data.

5. The Machool Services contain content owned or licensed by Machool (the “Machool Content”). Machool Content may be protected by copyright, trademark, patent, trade secret, and other laws, and, as between you and Machool, Machool owns and retains all rights in the Machool Content and the Machool Services. You will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license, or otherwise exploit the Machool Content.

6. The Machool name and logo are trademarks of Machool, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of Machool. In addition, all headers, custom graphics, icons, button icons, and scripts are service marks, trademarks, and/or trade dress of Machool, and may not be copied, imitated, or used, in whole or in part, without prior written permission from Machool.

7. Although it is Machool’s intention for the Machool Services to be available as much as possible, there will be occasions when the Machool Services may be interrupted, including, without limitation, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment.

8. Machool encourages you to maintain your own backup of information collected and stored through the Machool Services. In other words, Machool is not a backup service and you agree that you will not rely on the Machool Services for the purposes of information backup or storage. Machool will not be liable to you for any modification, suspension, or discontinuation of the Machool Services, or the loss of any information. You also acknowledge that the Internet may be subject to breaches of security and that the submission of information may not be secure.

9. It is Machool’s policy not to accept or consider content, information, ideas, suggestions or other materials other than those Machool has specifically requested and to which certain specific terms, conditions and requirements may apply. This is to avoid any misunderstandings if your ideas are similar to those Machool have developed or are developing independently. Accordingly, Machool does not accept unsolicited materials or ideas, and takes no responsibility for any materials or ideas so transmitted. If, despite our policy, you choose to send us content, information, ideas, suggestions, or other materials, you further agree that Machool is free to use any such content, information, ideas, suggestions or other materials, for any purposes whatsoever, including, without limitation, developing and marketing products and services, without any liability or payment of any kind to you.

 

D. DISCLAIMER OF WARRANTIES

1. YOU EXPRESSLY AGREE THAT YOUR USE OF THE MACHOOL SERVICES — AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE MACHOOL SERVICES — IS AT YOUR SOLE RISK.

2. THE MACHOOL SERVICES AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE MACHOOL SERVICES ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER MACHOOL NOR ANY OF ITS OR THEIR EMPLOYEES, DIRECTORS, MANAGERS, OFFICERS, OR AGENTS (COLLECTIVELY, THE “MACHOOL PARTIES”) MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE MACHOOL SERVICES; (B) THE MACHOOL CONTENT; (C) CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION, CONTENT, MATERIALS, OR PRODUCTS (INCLUDIGN SOFTWARE) TO MACHOOL OR VIA THE MACHOOL SERVICES. IN ADDITION, THE MACHOOL PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS.

3. THE MACHOOL PARTIES DO NOT REPRESENT OR WARRANT THAT THE MACHOOL SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE MACHOOL SERVICES OR THE SERVER THAT MAKES THE MACHOOL SERVICES AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE MACHOOL PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE MACHOOL SERVICES IS ACCURATE, COMPLETE, OR USEFUL. THE MACHOOL PARTIES DO NOT WARRANT THAT YOUR USE OF THE MACHOOL SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE MACHOOL PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THESE TERMS OF USE.

4. BY ACCESSING OR USING THE MACHOOL SERVICES YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE MACHOOL SERVICES.

 

E. LIMITATION OF LIABILITY; WAIVER

1. UNDER NO CIRCUMSTANCES WILL THE MACHOOL PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE MACHOOL SERVICES; (B) THE MACHOOL CONTENT; (C) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE MACHOOL SERVICES; (D) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE MACHOOL PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE MACHOOL SERVICES; (E) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (F) ANY ERRORS OR OMISSIONS IN THE MACHOOL SERVICES’ OPERATION; OR (G) ANY DAMAGE TO ANY USER’S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE MACHOOL PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE MACHOOL SERVICES). IN NO EVENT WILL THE MACHOOL PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE, OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE MACHOOL PARTIES TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OR ACTION EXCEED ONE HUNDRED CANADIAN DOLLARS (CAD$100.00).

2. YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES, OR INJURIES THAT ARISE OUT OF MACHOOL’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, MACHOOL SERVICES PROPERTY, PRODUCT, OR OTHER CONTENT OWNED OR CONTROLLED BY THE MACHOOL PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION, OR EXPLOITATION OF ANY WEB SITE, PROPERTY, PRODUCT, MACHOOL SERVICES OR OTHER CONTENT OWNED OR CONTROLLED BY THE MACHOOL PARTIES.

3. MACHOOL IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE THE MACHOOL PARTIES FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.

 

F. INDEMNIFICATION

You agree to defend (at Machool’s request), indemnify, and hold the Machool Parties harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation, reasonable attorney’s fees and costs, arising out of or in any way connected with any of the following (including as a result of your direct activities on the Machool Services or those conducted on your behalf): (i) your breach or alleged breach of these Terms of Use, including without limitation the Privacy Policy; (ii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property, or privacy right; (iii) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (iv) any misrepresentation made by you. You will cooperate as fully required by Machool in the defense of any claim. Machool reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Machool.

 

G. DISPUTES

1. You agree that any dispute or claim relating in any way to your use of any of the Machool Services, or to any products or services sold or distributed by Machool or through the Machool Services will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

2. You may bring claims only on your own behalf. Neither you nor Machool will participate in a class action or class-wide arbitration for any claims covered by these Terms of Use. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Machool is a party to the proceeding. If for any reason a claim proceeds in court rather than in arbitration, you agree to waive any right to a jury trial.

3. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies, or awards that conflict with these Terms of Use.

4. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our head office, 413 – 1080 Mainland Street, Vancouver, British Columbia, Canada, V6B 2T4. You must include your name and residence address, the email address you use for your Machool account, and a clear statement that you want to opt out of this arbitration agreement.

5. This arbitration agreement will survive the termination of your relationship with Machool.

 

H. TIME LIMITATION

You agree that any claim you may have arising out of or related to your relationship with Machool must be filed within one year after such claim arose; otherwise, your claim is permanently barred.

 

I. GOVERNING LAW; MISCELLANEOUS

1. These Terms of Use constitute the entire agreement between you and Machool and governs your use of the Machool Services, superseding any prior agreements between you and Machool.

2. You will not assign the Terms of Use or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of Machool. Any purported assignment or delegation by you without the appropriate prior written consent of Machool will be null and void.

3. These Terms of Use are governed by and construed in accordance with the laws of the Province of British Columbia (Canada), without giving effect to any principles of conflicts of law and will specifically not be governed by the United Nations Conventions on Contracts for the International Sale of Goods, if otherwise applicable. For any action at law or in equity relating to the arbitration provision of these Terms of Use, that may proceed to court, you agree to resolve any dispute you have with Machool exclusively in a court located in Vancouver, British Columbia, Canada and to submit to the personal jurisdiction of the courts located in Vancouver, British Columbia, Canada for the purpose of litigating all such disputes.

4. If any provision of these Terms of Use is held to be unlawful, void, or for any reason unenforceable during arbitration or by a court of competent jurisdiction, then that provision will be deemed severable from these Terms of Use and will not affect the validity and enforceability of any remaining provisions. Machool’s failure to insist upon or enforce strict performance of any provision of these Terms of Use will not be construed as a waiver of any provision or right. No waiver of any of these Terms will be deemed a further or continuing waiver of such term or condition or any other term or condition. Machool reserves the right to change this dispute resolution provision, but any such changes will not apply to disputes arising before the effective date of the amendment. This dispute resolution provision will survive the termination of any or all of your transactions, agreements, or interactions with Machool.

5. These Terms of Use were written in English. To the extent any translated version of these Terms of Use conflicts with the English version, the English version controls.

6. Last updated on February 01, 2016.