PureWeb Reality® Terms of Service
These Terms of Service (this “Agreement”) set forth the terms and conditions that apply to your access and use of the PureWeb Console located at https://console.pureweb.io (the “Site”) owned and operated by PUREWEB INC. (“PureWeb”, “we”, “our” or “us”), and the services available thereon (the “Services”).
BY ACCESSING OR USING THE SITE YOU ARE INDICATING YOUR ACCEPTANCE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT ACCEPT THIS AGREEMENT, YOU MUST NOT ACCESS OR USE THE SITE ORTHE SERVICES. IF YOU ARE DISSATISFIED WITH THIS AGREEMENT OR ANY RULES, POLICIES, GUIDELINES, OR PRACTICES APPLICABLE TO THE SITE OR SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE AND SERVICES.
By accepting this Agreement, you agree to be bound by the terms and conditions of this Agreement, as well as PureWeb’s Privacy Policy located at
https://www.pureweb.com/privacy-policy (the “Privacy Policy”), as it may be amended from time to time in the future. PureWeb may update this Agreement to the Privacy Policy at any time, without notification to you, and you should review this Agreement and the Privacy Policy from time to time by accessing the Site. Your continued use of the Site and/or the Services will
be deemed irrevocable acceptance of any such revisions. Before you continue, you should print or save a local copy of this Agreement and the Privacy Policy for your records.
1. Ability to Enter into this Agreement
In order to enter into this Agreement, you must have reached the legal age of majority in your jurisdiction of residence, and be fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Agreement, and to abide by and comply with this Agreement. It is your responsibility to ensure that you are legally eligible to enter into this Agreement under any laws applicable to you. If you accept this Agreement, you represent that you have the capacity to be
bound by it.
2. Use of Site and Services
2.1. Site and the Services available thereon are provided to enable you to provide or upload 3D models (the “Content”) for deployment by PureWeb on the PureWeb platform. You acknowledge and agree that you are solely responsible for the Content you submit, provide, or upload and the consequences for submitting, providing or uploading it.
2.2. PureWeb will use the Content you upload solely in connection with providing the Services to you, and for no other reason. You agree that by uploading, or otherwise providing any Content on or through the Site and/or the Services, you grant to PureWeb a perpetual, worldwide, non-exclusive, royalty-free license to use, reproduce, process, display, all or any portion of such Content, solely in connection with providing the Services to you. This license includes the right to host, index, cache or otherwise format your Content in order to provide the Services.
2.3. You represent and warrant that you own your Content or have the necessary licenses, rights, consents and permissions to grant the license set forth herein and that its provision to PureWeb or PureWeb’s use thereof will not violate the copyrights, privacy rights, publicity rights, trademark rights, contract rights or any other intellectual property rights or other rights of any person or entity.
2.4. You agree that PureWeb is not responsible for any violations of any third-party intellectual property rights in any Content that you submit to PureWeb. You agree to pay all royalties, fees and any other monies owing to any person by reason of the Content uploaded, displayed or otherwise provided by you to the Site.
2.5. You agree that you will comply with the documentation and policies for the use of the Site and Services. Failure to comply, PureWeb may be unable to provide the Services to you.
3. Your Account
3.1. By signing up for a PureWeb account (“Account”), You agree that PureWeb is providing you with one user identification reference that you will use to create a username and password (together, the “User ID”) to the extent, and only to the extent, necessary to access and use the Site and Services in accordance with this Agreement. You agree and
understand that you are responsible for maintaining the confidentiality of your User ID. That User ID, together with any or other user information you provide will form your “Profile Information” and allow you to access your Account. You will provide true, accurate, current, and complete information about yourself, and you agree not to misrepresent your Profile Information. You represent and warrant to PureWeb that you have not misrepresented any Profile Information. You are responsible for any Profile Information that may be lost or unrecoverable through the use of the Site or Services.
3.2. Your right to access and use the Services is personal to you and is not transferable by you to any other person or entity. You agree not to disclose your User ID to any third party. You are solely responsible for all activities that occur under your Account or under your Profile Information. If you become aware of any unauthorized use of your Account or Profile Information, you are responsible for notifying PureWeb immediately. It is your responsibility to update or change your Account or Profile Information, as appropriate.
3.3. PureWeb reserves the right at any time, and without cost, charge, or liability, to revoke your account at its sole discretion for any reason, including, but not limited to, a failure to comply with the terms of this Agreement. PureWeb reserves the right to modify, suspend, or discontinue the Site and/or Services, or any portion thereof, at any time and for any reason, with or without notice.
4. Acceptable Use and Conduct
You agree that you will not use the Site or Services in a manner that:
(a)infringes, violates or misappropriates any third party’s intellectual property
or proprietary rights;
(b)contains software viruses, trojan horses 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;
(c)interferes or attempts to interfere with the proper working of the Site or
Services or prevents others from using the Site or Services, or in a manner
that disrupts the normal flow of dialogue with an excessive number of
messages (flooding attack) to the Site, or that otherwise negatively affects
other persons’ ability to use the Site or Services;
(d)uses any manual or automated means, including agents, robots, scripts, or
spiders, to monitor or copy the Site or Services or the content contained
therein;
(e)facilitates the unlawful distribution of copyrighted Content;
(f)except as expressly permitted by PureWeb, licenses, sub-licenses, rents or
leases the Services to third parties, or uses the Services for third party
training, commercial time-sharing or service bureau use;
(g)collects, uses or discloses data, including personal information, about users without their informed consent or for unlawful purposes or in violation of applicable law or regulations;
(h)requests, solicits or otherwise obtains access to usernames, passwords or
other authentication credentials from any user of the Site or Services for the
purposes of automating logins to the Site;
(i)attempts to gain unauthorized access to the computer systems of PureWeb or engage in any activity that disrupts, diminishes the quality of, interferes
with the performance of, or impairs the functionality of the Site or Services
or any third party’s systems;
(j)decompiles or reverse engineers or attempts to access the source code of
the software underlying the Site, the Services or any other PureWeb
technology;
(k)copies, archives, stores, reproduces, rearranges, modifies, downloads,
uploads, creates, derivate works from, displays, performs, publishes, distributes, redistributes, or disseminates all or any part of the Site or
Services;
(l)accesses the Site or Services for the purposes of building a product using
similar ideas, features, functions, interface or graphics as those found in the
Site or Services;
(m)accesses the Site or Services for the purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes;
(n)accesses the Site to upload any Content or computer code for the purposes of:
(i) causing a breach or override of security to the Site or Services;
(ii) interfering with the proper working, functionality or performance of the Site or Services; or
(iii) preventing others from accessing or using the Site or
Services; or
(o)accesses the Site or Services by any means other than through the
interface that is provided by PureWeb, including through the use of any
automated means (including use of scripts, crawlers or similar technologies
from time to time), unless you have been specifically allowed to do so in a
separate agreement with PureWeb.
6. Payment
6.1. As consideration for the subscription to be provided by PureWeb under this Agreement, you will pay PureWeb all amounts due set forth in and in accordance with selected pricing tier.
6.2. All payments will be made in USD (U.S. Dollars).
6.3. All payments that are made by credit card, you authorize PureWeb to charge such credit card for the applicable charges, including charges for the initial subscription and subsequent renewals at the start of each billing cycle.
6.4. For payments that are setup to allow you to be invoiced monthly, all amounts due will be billed within ten (10) days following the month of service, and are due immediately on the date of invoice.Any adjustments (overages or rebates) in any particular month will be reflected in the following month’s invoice. Services may be placed on hold and/or interrupted until payment has been received by PureWeb. Overdue amounts shall accrue interest at the rate of prime plus 3% per annum.
6.5. Overages; as per your pricing tier, once you have used your allocated streaming minutes, you will be responsible to pay all overages based on the rate of your pricing tier. Your streaming usage is calculated on a per session streamed and rounded up to the next full minute. For example, if a session being streamed ends after 2 minutes and 15 seconds, you will have recorded 3 minutes of usage towards the usage allocation of your
pricing tier.
6.6. All Fees owed by you in connection with this Agreement are exclusive of, and you shall pay, all sales, use, excise and other taxes that may be levied upon you in connection with this Agreement, except for employment taxes and taxes based on PureWeb’s net income.
6.7. Price changes; PureWeb will send you an email with thirty (30) days written notice of any pricing changes to your services.
6.8. PureWeb reserves the right (in addition to any other rights or remedies we may have) to discontinue the Services and your access to the Services if any amounts due are more than thirty (30) days overdue and until such amounts are paid in full.
7. Intellectual Property Rights
7.1. All material available on the Site and all material and services provided by or through PureWeb, its affiliates, subsidiaries, employees, agents, licensors or other commercial partners including, but not limited to, software, all informational text, software documentation, design of and “look and feel”, layout, photographs, graphics, audio, video, messages, interactive and instant messaging, design and functions, files, documents, images, or other materials, whether publicly posted or privately transmitted as well as all
derivative works thereof (collectively, the “Materials”), are owned by us or our licensors or service providers, and are protected by copyright, trademark, trade secret and other intellectual property laws.
7.2. Subject to your compliance with all of the terms and conditions of this Agreement, during the term of this Agreement, PureWeb grants to you a non-transferable, non-sublicensable, non-exclusive, revocable, limited-purpose right to access and use the Materials that we make available to you.
7.3. You agree that you will not, and will not allow any third party to:
(a) except as expressly permitted by PureWeb in writing, copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Materials or the Site;
(b) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality in the Materials or the Site;
(c) use the Materials or the Site to access, copy or transfer content in violation of any applicable laws or third
party rights; or
(d) remove, obscure or alter PureWeb’s or any third party’s copyright
notices, trademarks or other proprietary rights notices affixed to or contained within the Materials or the Site.
7.4. If PureWeb, in its sole discretion and without notice, considers that there is an immediate security or operational risk to the Services or any of its, your or a third party system, then PureWeb may immediately suspend access to or use of the Services. The suspension of use and access is not a breach of this Agreement. You acknowledge that the preservation of security, confidentiality and data is paramount. PureWeb has no liability to you for suspending the Services under this provision.
7.5. This section does not apply to Content as addressed in section 9; however you agree that any ideas, suggestions, concepts, processes or techniques which you provide to PureWeb related to the Services, the Site or PureWeb or its business (“Feedback”) are and will be PureWeb’s exclusive property without any compensation or other consideration payable to you by PureWeb, and you do so of your own free will and volition. PureWeb may or may not, in its sole discretion, use or incorporate the Feedback in
whatever form or derivative PureWeb may decide into the Site, the Materials, the Services, its software, documentation, business or other products or services, or any future versions or derivatives of the foregoing. You hereby assign all rights on a worldwide basis in perpetuity to PureWeb in any Feedback and, as applicable, waive any moral rights.
7.6. For the purposes of this Agreement and the Privacy Policy, “personal information” is any information about an identifiable individual, as defined in our Privacy Policy.
7.7. PureWeb retains the right to use or share any Aggregated Data generated by anyone using the Site or the Services, including our users, for the purpose of enhancing and providing the Services. “Aggregated Data” means data that does not contain personal information and which has been manipulated or combined to provide generalized, anonymous information. Where you choose to utilize or connect certain services from third parties with the Services, you agree that PureWeb may share your lead data with such designated third parties. You are still responsible for any and all personal information
that is part of any Content (as defined below).
8. Disclaimer of Warranties
8.1.YOUR USE OF THE SITE OR SERVICES AND ALL CONTENT FORMING PART OF OR RELATED TO THE SITE OR SERVICES, INCLUDING ANY CONTENT YOU UPLOAD OR SUBMIT AND ANY THIRD PARTY SOFTWARE AND CONTENT, ARE AT YOUR SOLE RESPONSIBILITY AND RISK. THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. PUREWEB EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND WITH RESPECT TO THE SITE OR SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT.
8.2. PUREWEB DISCLAIMS ANY WARRANTY THAT THE SITE, THE SERVICES OR ANY CONTENT, INCLUDING WITHOUT LIMITATION ANY THIRD PARTY SOFTWARE AND CONTENT, WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKES THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU AGREE THAT FROM TIME TO TIME PUREWEB MAY REMOVE THE SITE OR CEASE PROVIDING THE SERVICES FOR INDEFINITE PERIODS OF TIME WITHOUT NOTICE TO YOU. YOUR ACCESS AND USE OF THE SITE AND THE SERVICES MAY BE INTERRUPTED FROM TIME TO TIME FOR ANY OF SEVERAL REASONS, INCLUDING, WITHOUT
LIMITATION, THE MALFUNCTION OF EQUIPMENT, PERIODIC UPDATING,
MAINTENANCE OR REPAIR OF THE SITE OR SERVICES, OR OTHER ACTIONS
THAT PUREWEB, IN ITS SOLE DISCRETION, MAY ELECT TO TAKE. PUREWEB
MAKES NO GUARANTEE REGARDING: (A) THE AMOUNT, TIMING AND DELIVERY OF ANY CLICKS OR IMPRESSIONS WITH RESPECT TO ANY CONTENT (INCLUDING THIRD PARTY CONTENT) OR ADVERTISING ON THE SITE OR SERVICES; OR (B) THE COMPATIBILITY OF ANY SOFTWARE, HARDWARE OR CONTENT WITH THE SITE OR SERVICES.
8.3. PUREWEB IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF, OR
FOR THE FAILINGS OF, ANY THIRD-PARTY PROVIDER OF ANY CONTENT,
SERVICE, NETWORK, SOFTWARE OR HARDWARE, INCLUDING BUT NOT LIMITED TO, INTERNET SERVICE PROVIDERS, HOSTING SERVICES UTILIZED BY PUREWEB, TELECOMMUNICATIONS PROVIDERS, CONTENT PROVIDED BY OTHER USERS, OR ANY SOFTWARE OR HARDWARE NOT PROVIDED BY
PUREWEB.
8.4.YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR CONTENT IS COMPATIBLE WITH THE SITE AND SERVICES. PUREWEB DISCLAIMS ANY
LIABILITY OR RESPONSIBILITY FOR ANY UNAUTHORIZED USE OF YOUR
CONTENT BY THIRD PARTIES OR OTHER USERS OF THE SITE AND SERVICES AND IS NOT RESPONSIBLE FOR PROTECTING YOUR CONTENT.
8.5.ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE OR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
8.6. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PUREWEB OR THROUGH OR FROM THE SITE OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
8.7. THE SITE AND SERVICES ARE OFFERED AND CONTROLLED BY PUREWEB FROM ITS FACILITIES IN CANADA. PUREWEB MAKES NO REPRESENTATIONS THAT THE SITE OR SERVICES ARE APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE SITE OR SERVICES FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.
9. User Disagreements
You alone are responsible for your involvement and interactions with other users of the Services. PureWeb reserves the right, but has no obligation, to monitor disagreements between you and other users. If you have a dispute with any other users of the Service, you irrevocably and forever release PureWeb (and PureWeb’s affiliates, officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown,
arising out of or in any way connected with such disputes.
10. Exclusive Remedy and Limitation of Liability
10.1. YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT
LIMITED TO NEGLIGENCE, BREACH OF WARRANTY OR CONDITION, BREACH OF CONTRACT OR TORT, WILL PUREWEB OR ITS OWNERS, OFFICERS, DIRECTORS, AFFILIATES, CONTRACTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU OR ANY THIRD PARTY ACTING ON YOUR BEHALF FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OR DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA(INCLUDING PERSONAL INFORMATION), OR OTHER INTANGIBLE LOSSES OR THE COST OF ANY SUBSTITUTE EQUIPMENT, FACILITIES OR SERVICES (EVEN IF PUREWEB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF OR YOUR INABILITY TO USE THE SITE OR SERVICES, OR FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT. PUREWEB’S LIABILITY IS LIMITED TO THAT DESCRIBED WITHIN IT’S MASTER SOFTWARE, SERVICES, AND DISTRIBUTION AGREEMENT. TO THE EXTENT ANY PROVINCE, STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, PUREWEB’S LIABILITY IN SUCH PROVINCE, STATE OR JURISDICTION WILL BE LIMITED TO THE FURTHEST EXTENT PERMITTED BY LAW. NOTWITHSTANDING THE FOREGOING OR ANYTHING ELSE HEREIN TO THE CONTRARY, PUREWEB WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY ACTING ON YOUR BEHALF IN ANY WAY WITH RESPECT TO A TRIAL PROGRAM
OR YOUR PROVISION OF AN INDIVIDUAL’S PERSONAL INFORMATION TO
PUREWEB OR THROUGH THE SERVICES. YOU FURTHER AGREE THAT THE
FOREGOING LIMITATIONS WILL APPLY WITH RESPECT TO THIRD PARTY
LIABILITY OF ANY KIND.
10.2. THE FOREGOING LIMITATIONS WILL ALSO APPLY WITH RESPECT TO ANY DAMAGES INCURRED BY REASON OF ANY CONTENT OR SERVICES PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE PROVIDED BY ANY THIRD PARTIES OTHER THAN PUREWEB AND RECEIVED BY YOU THROUGH OR ADVERTISED ON THE SITE OR RECEIVED BY YOU ON ANY THIRD PARTY SITES. YOU ALSO AGREE THAT PUREWEB WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS THE RESULT OF ANY INTERACTIONS OR DEALINGS WITH ADVERTISERS OR AS THE RESULT OF THE PRESENCE OF SUCH ADVERTISERS ON THE SITE.
PureWeb will have no liability whatsoever for any damages, liabilities, losses or any other consequences that you may incur as a result of any modification, suspension or discontinuance of the Site and/or the Services.
11. Waiver of Jury Trial and Class Action Rights
WITH RESPECT TO ANY DISPUTE ARISING OUT OF OR RELATED TO THE SITE, THE SERVICES AND/OR THIS AGREEMENT: (A) YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO HAVE A TRIAL BY JURY; AND (B) YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INCLUDING BUT NOT LIMITED TO CLASS ACTION LAWSUITS INVOLVING ANY SUCH DISPUTE.
12. Limitation of Time
You agree that you will not bring a claim under or related to this Agreement more than twelve (12) months from when your claim first arose.
13. Indemnity
You agree to indemnify, defend and hold harmless PureWeb, and its subsidiaries, affiliates, co-branders, all third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives (together, the “Indemnified Parties”), from and against
any third party claim, demand, loss, damage, cost, or liability (including, reasonable attorneys’ fees) (collectively and individually, “Claims”) incurred by or made against the Indemnified Parties in connection with any Claims arising out of or relating to this Agreement, the Site or the Services, including but without limitation in relation to: (a) your use, non-use or misuse of, or connection to the Site, the Services and any Content, including without limitation, your Profile Information, any third party Content forming part
of the Site, and any personal information you use on the Site or the Services; (b) your violation or alleged violation of this Agreement; and (c) your violation of any rights, including intellectual property rights, of a third party and otherwise as set out herein.
PureWeb reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify PureWeb and you agree to cooperate with PureWeb’s defence of these Claims. You agree not to settle any matter without the prior written consent of PureWeb. PureWeb will use reasonable efforts to notify you of any such Claims upon becoming aware of it.
14. Notices
Any notice, consent, request or approval required or permitted to be given in connection with this Agreement (a "Notice"), shall be in writing and shall be sufficiently given if delivered by email to the address you provided PureWeb. Any Notice delivered or transmitted to a party as provided above shall be deemed to have been given and received on the day it is delivered or transmitted, provided that it is delivered or transmitted on a business day prior to 5:00 p.m. local time in the place of delivery or receipt. However, if
the Notice is delivered or transmitted after 5:00 p.m. local time or if such day is not a business day then the Notice shall be deemed to have been given and received on the next business day. Any party may, from time to time, change its address by giving fifteen (15) days’ Notice to the other party in accordance with the provisions of this Section 14.
Notices to PureWeb shall be delivered to “Finance” and made in writing to the address below:
PureWeb Inc.
Suite 200, 119 6th Avenue SW
Calgary, Alberta, Canada, T2P 0P8
Attn: Finance
15. Force Majeure
Neither party shall be responsible for performance of, or in default of, any obligation or provision of this Agreement where delayed, hindered or prevented by labour disruptions, failure of the networks of other companies, casualties, civil disturbances, legislation, regulation, judicial order, acts of military authorities, accidents, fires, natural disasters or other catastrophes or events beyond the parties' reasonable control or commercially viable
means of mitigation
16. Term and Termination
16.1. Term
These terms will begin upon your acceptance of these terms. If accessing the Services pursuant to a pricing tier that specifies an initial term, these terms shall continue for the initial term unless terminated earlier in accordance with these terms, and thereafter automatically renew for successive periods until either party notifies the other in writing at least thirty (30) days before the end of the term or applicable renewal, or, if the period is
one month, thirty (30) days before the end of the initial term or applicable renewal.
16.2. Termination for Cause
Without affecting any other right or remedy available to it, either party may terminate these terms with immediate effect upon giving written notice to the other party if: (i) the other party commits a material breach of these terms which breach his irremediable or, in the event of a remediable breach, the other party has failed to remedy that breach within a period of thirty (30) days after being notified in writing to do so; or (ii) the other party
becomes the subject of a voluntary or involuntary proceeding concerning insolvency, receivership, liquidation, or composition for the benefit of creditors
16.3. Effect of Termination
Upon termination of these terms for any reason: (i) you shall pay to PureWeb all outstanding unpaid invoices, interest, and costs of collection and, with respect to the Services provided but for which no invoice has been submitted.
17. Miscellaneous
17.1. This Agreement has been made in and shall be construed and enforced in accordance with the laws of the jurisdiction of the Province of Alberta and the federal laws of Canada, without regard to conflict of laws principles, and you irrevocably consent to submit to the exclusive jurisdiction of the courts of the Province of Alberta for any claim, proceeding or action under this Agreement against PureWeb. Notwithstanding the foregoing, PureWeb may seek and obtain injunctive relief in any jurisdiction in any court of competent jurisdiction and you agree that this Agreement is specifically enforceable by
PureWeb through injunctive relief and other equitable remedies without proof of monetary
damages.
17.2. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
17.3. If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole will not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable will be stricken from this Agreement.
17.4. You agree that if PureWeb does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which PureWeb has the benefit of under any applicable law), this will not be taken to be a formal waiver of PureWeb’s rights and that those rights or remedies will still be available to PureWeb.
17.5. The following sections will survive any actual or purported termination or expiry of this Agreement and continue in full force and effect: Sections 4, 6 , and 7 through 13.
17.6. This Agreement is the entire agreement between us related to the subject matter in this Agreement. This Agreement replaces and supersedes any other prior or contemporaneous agreement, representation or discussion, oral or written, and may not be changed except in writing signed by us, regardless of whether or not the parties act under an unsigned “electronic” agreement or rely on such an unsigned agreement.
18. Contacting PureWeb
You may contact your PureWeb Account Manager as necessary for any and all requests.