Terms and Conditions [CA]
These terms and conditions of use (the “Terms”) apply to your access to and use of any materials, products, content or services provided through or accessible on this website (the “Site”), owned and operated by Oru Kayak, Inc., and its corporate affiliates (“Oru Kayak”, “we”, “us”, “our”). By accessing and using the Site, you accept and agree to be bound by these Terms, and all applicable laws and regulations.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, VARIOUS LIMITATIONS, EXCLUSIONS AND INDEMNITIES.
Your use of the Site is subject to these Terms. If you are not willing to be bound by each and every term and condition, or if any representation made by you herein is not true, you may not use, and must immediately cease accessing the Site.
Updates to Terms
We reserve the right to amend these Terms at any time without notice to you, but we will use reasonable efforts to publish each amendment before it becomes effective. We will publish the latest, fully-amended version of these Terms on the Site. You are responsible for regularly reviewing the Site to obtain timely notice of such amendments. If you continue to use the Site after the effective date of each amendment, you will be conclusively deemed to have accepted such amended version of these Terms.
License to Use
Subject to these Terms, we grant you permission to access the Site as a personal, non-exclusive, non-transferable, limited license to use the Site provided that with respect to any Content (as defined below) or materials obtained from the Site, you may not:
- Modify, translate, copy, reproduce or otherwise create derivate works or improvements, whether or not patentable, except as explicitly provided;
- Distribute or transmit the Content or materials except as explicitly permitted;
- Create derivate works from, transfer, or sell any materials;
- Attempt to decompile, disassemble, decode, reverse engineer or otherwise attempt to derive or gain access to the source code of any software or database contained in or accessed through the Site;
- Remove, delete, alter or obscure any copyright, trademark, patent or other intellectual property or proprietary rights notice from the Site, including any copy thereof or other proprietary notations, without our prior, written consent; or
- Engage in any of the prohibited conduct identified below.
All rights not expressly granted to you are reserved by us and, if applicable, our licensors. For greater clarity, you are permitted to refer to the Site through email, social media, or other similar methods, provided that you do not imply any affiliation between you and us, or you and the Site, or portray us or the Site in a false, misleading, derogatory or otherwise defamatory manner.
This Site is not directed to persons under the age of majority in the province or territory in which you reside. If you are under the age of majority in your province or territory, please discontinue use of the Site.
In connection with your Account, you are solely responsible for (i) your Account and the maintenance, confidentiality and security of your Account and all passwords related to your Account; and (ii) any and all activities that occur under your Account, including all activities of any persons who gain access to your account, with or without your permission.
You must not register for an Account on behalf of any individual other than yourself or register for an account on behalf of any group or non-individual entity unless you are duly authorized to do so by such group or entity.
You agree to immediately notify us of (i) any unauthorized use of your Account, any service provided through your Account or any password related to your Account, or (ii) any other breach of security with respect to your Account or any service provided through it, and (iii) you agree to provide assistance to us, as requested, to stop or remedy any breach of security related to your Account.
You agree to provide true, current, accurate and complete customer information as requested by us or our agents from time to time and you agree to promptly notify us of any changes to this information as required to keep such information held by us current, complete and accurate.
We may assign to you, or you may create, a password and account identification to enable you to access and use certain portions of the Site. Each time you use a password or identification, you will be deemed to be authorized to access and use the Site in a manner consistent with these Terms and we have no obligation to investigate the authorization or source of any such access or use of the Site.
This Site is intended for sale of Oru Kayak products (the “Products”) directly to consumers. Purchase for resale is strictly prohibited. If we believe you are involved in Product purchases for resale, we reserve the right to take any action against you, including without limitation, limiting your number of purchases, cancelation of your orders, and/or suspension or closure of your Account. If you wish to purchase the Products for resale please contact us directly.
You represent and warrant that for any purchase from the Site (i) any credit card information you supply is true, correct and complete; (ii) charges incurred by you will be honoured by your credit card company; and (iii) you will pay the charges incurred by you at the posted prices, including any shipping fees and applicable taxes.
We reserve the right to not accept your order for any reason and/or cancel your order by written notice without liability for any damages or costs other than a refund of amounts paid in at least the following situations:
- Your ordered Product is not available;
- Your billing information is incorrect or unverifiable;
- Your order is marked as suspicious or unusual;
- We believe you are a reseller;
- There was an error in pricing displayed on the Site;
- Due to events outside of our control limiting our ability to fulfill your order.
Title to and risk of loss of the ordered Product passes to you upon our delivery of the ordered Product to the carrier. Delivery times may vary. Please note all delivery dates are estimates and are not a guarantee that the product will be delivered on the specified date. Oru will not be liable for any loss or expenses which you may incur because of any delay in the delivery of your order.
We may, from time to time, in our sole discretion develop and provide Site updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that we have no obligation to provide any Updates or to continue to provide or enable any features or functionality. If required, you shall promptly download and install all Updates and acknowledge and agree that the Site or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Site and be subject to all terms and conditions of the Terms.
In these Terms, “Content” means all materials and content, including designs, editorial, text, graphics, audiovisual materials, multimedia elements, photographs, videos, music, sound recordings, reports, documents, software, information, formulae, patterns, data and any other work with respect to the Site and any and all integrations with our web portal and that site’s entire contents, features and functionality (including but not limited to all information, software, text, displays, images, and the design, selection and arrangement thereof).
Our Content – Except where expressly stated otherwise, all right, title and interest in, to and associated with the Site and all Content, source code, processes, designs, technologies, URLs, domain names, marks and logos forming any part of the Site (collectively, “Our Content”) is fully vested in us, our licensors or our suppliers and are protected by Canada and international copyrights, trademarks, patents, trade secrets and other intellectual property or other proprietary rights and laws. You agree that Our Content is licensed subject to these Terms, including the disclaimers and limitations of liability herein. Nothing in your use of the Site or these Site terms grants you any right, title or interest in, to or associated with Our Content except the limited right to use the Site as set out herein. You may not modify, copy, record, publish, transmit, distribute, participate in the transfer or sale, create derivative works, or in any way exploit any of Our Content, in whole or in part without our written consent.
Third Party Content – Content accessed or available through the Site or the internet may be owned by parties other than you or us (collectively, “Third Party Content”) and may be protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. Nothing in your use of the Site or these Terms grants you any right, title or interest in or to this Third Party Content except for the limited right to use the Site as set out herein.
Your Content – The Site may contain bulletin board, chat, forum, social media, comments or other communication services. We do not claim ownership of any Content that you post, upload, input, provide, submit or otherwise transfer to us, or any third party, using the Site (collectively, “Your Content”); however, you agree that by posting, uploading, inputting, providing, submitting, entering or otherwise transmitting Your Content to us or any third party, through use of the Site, whether or not through use or, or associated with, your Account:
- you will be deemed to have granted us a royalty-free, non-exclusive, worldwide, fully paid-up, irrevocable license to use, copy, distribute, transmit, display, edit, delete, publish and translate Your Content to the extent we reasonably required to provide the Site as it may exist from time to time, in any medium whatsoever, or to ensure adherence to, or enforce, these Terms;
- you will be deemed to have confirmed, represented and warranted to us that you have all right, title and interest, as well as the power and authority necessary, to grant such license to Your Content to us as set out above; and
- you will indemnify and save us and our affiliated companies harmless from and against any liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any action or to satisfy a judgment and expenses of any kind and character whatsoever incurred by us relating to or arising from Your Content, including instances where the Your Content (A) infringes any Third Party Content or other third-party intellectual property rights, or (B) is inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful.
Deletion of Your Content – You acknowledge and agree that we may retain a copy or copies of Your Content for archival or compliance purposes or to otherwise provide the Site to you or others, subject always to your license to us set out above, even if you delete your Account to which Your Content is connected. If permitted by the functionality of the Site, you may delete Your Content from the communication facilities thereupon, though we may retain a copy internally thereof for compliance purposes.
Responsibility for Content – You acknowledge and agree that you are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any content, information or material received, transmitted or sent by you using the Site.
Public Transmission and Caching – You acknowledge and agree that the technical processing and transmission of the Site, including Your Content and other Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices, and that such Content may be subject to “caching” or other technical processing or transmission policies and procedures by us or at intermediate locations on the Internet.
Compliance and Complaints – We do not have any obligation to censor or review any of Your Content, to censor or review any Third-Party Content or to monitor use of the Site. However, you agree that we may, without notice or liability, disclose to third parties any of your information or Your Content, monitor use of the Site and monitor, review and retain any Content, including Your Content, if we believe in good faith that such activity is reasonably necessary to ensure adherence to or enforce these Terms, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect us or others. If we receive a complaint relating to use of the Site by you, you acknowledge and agree that we may, in our sole and absolute discretion and without notice or liability, investigate the complaint, and restrict, suspend or terminate your access to the Site, including your Account, and remove Your Content from our servers.
Feedback – All right, title and interest in and to comments, ideas, know-how, suggestions, artwork, product reviews and other information and impressions of the Site and our products given by you to us (collectively, the “Feedback”) is and shall be deemed to be our property and, by submitting Feedback to us, you agree that you thereby assign to us all right, title and interest to such Feedback to us.
Moral Rights – You acknowledge and agree that you hereby waive any and all moral rights you might have in the Feedback and that if you submit any Feedback from any third parties, you will have secured any and all moral rights waivers from such third parties, in favour of us.
Copyright Notice – The Site and all Our Content is owned and copyrighted by Oru Kayak and/or its licensors, and is licensed to you in accordance with these Terms only.
Trademark Notice – The trademarks, logos, and service marks displayed on or through the Site are the property (whether registered or unregistered) of Oru Kayak, its licensors or other third parties. You are not permitted to use trademarks, logos and service marks for any purpose without our prior, written consent. Except as expressly indicated on the website, no endorsement, sponsorship, affiliation or other authorization is implied by any use of third party trademarks.
Infringer and Repeat Infringer Policy – We have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers of intellectual property. We may also, at our sole discretion, limit access to the Site or terminate the Account of any user who infringes any intellectual property rights of ours or others, whether or not there is any repeat infringement.
Acceptable Use and Prohibitions
In addition to any other terms or conditions regarding your use of the Site in these Terms, we may require you to agree to specific terms for particular services, products or areas of the Site from time to time by confirming your agreement. Any such additional terms which you agree to will be deemed incorporated into these Terms.
Proper Conduct (Things You Must Do) – Without limiting the generality of anything else contained in these Terms, you must ensure that:
- you only use the Site for its intended and lawful purposes; and
- if at any time you become aware of any violation, by any person or entity under your control, of any part of these Terms, you will immediately notify us and provide us with assistance, as requested, to stop or remedy such violation
Prohibited Conduct (Things You Must Not Do) – Without limiting the generality of anything else contained in these Terms, you agree that you will not, in connection with the Site, directly or indirectly do or permit any of the following:
- post, upload, reproduce, distribute or otherwise transmit any Content that:
- is unauthorized or unsolicited commercial communications, junk or bulk communications or other “spam” (whether or not using e-mail services, including instant messaging, blog or comment spam) or is otherwise duplicative or unsolicited,
- contains a virus, cancelbot, Trojan horse, worm or other harmful, disruptive or surreptitious component,
- is defamatory, infringing, or unlawful,
- is inappropriate, profane, obscene, or indecent or information without suitable or lawfully-required access controls (which controls shall in no event be our responsibility),
- gives rise to civil liability, or otherwise violates the rights or assists others to violate the rights of ours or any third party, such violations including engaging in copyright infringement, invasion of privacy, trademark infringement or defamation,
- constitutes a criminal offence, or otherwise engages in or assists others to engage in any criminal offence, including pyramid selling, unauthorized use of a computer, mischief in relation to data, fraud, obscenity and child pornography; or
- incites discrimination, hate or violence towards one person or a group because of their belonging to a race, religion, nationality, sexuality, gender or other human rights-protected group of persons;
- advertise or market non-Oru Kayak products on the Site;
- engage in threats, harassment, intimidation, stalking or abuse or any conduct that violates the legal rights of others, including the rights of minors and rights relating to privacy and publicity;
- scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer, Account, or network trespass without the express permission of the owners of such computer systems;
- forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any data transmitted using the Site;
- impersonate or falsely represent your association with any person, including a representative of ours;
- disrupt or threaten the integrity, operation or security of any service, computer or any Internet system;
- remove, disable or circumvent any access control, copy protection, rights management, security feature or related process or procedure established with respect to the Site;
- rent, lease, sell, lend, assign, publish, transfer, sublicense, share, resell, reproduce, copy, distribute, redistribute, or exploit for any purposes (except for your internal, personal, non-commercial purposes), any portion of, use of or access to, all of or any feature or part of the Site, except where expressly authorized by us;
- modify, translate, adapt or otherwise create derivate works or improvements, whether or not patentable, of the Site;
- harvest, scrape, extract, gather, collect, or store personal information about others without their express consent; or
- harvest, scrape, or use any robot, spider, crawler, script or other automated means or interface not provided by us to access the Site or to extract data, collect information or otherwise interact with the Site.
We may, in our sole discretion, suspend, restrict or terminate your use of the Site, including your Account, and Your Content, effective at any time, without notice to you, for any reason, including if the operation or efficiency of the Site or our or any third party’s equipment or network is impaired by your use of the Site, we have received a third party complaint which relates to your use or misuse of the Site, or you have been or are in breach of any term or condition of this Agreement
You acknowledge and agree that termination, curtailment, or suspension of these Terms for any reason may result in restrictions of, disruptions to or cessation of your or third party access to your Account and Your Content, and you hereby agree to release us from any and all liability and claims of loss resulting from restrictions, disruptions or cessations. If your use of the Site is suspended or restricted, we will have no obligation to forward any of Your Content to you or any third party.
Disclaimers, Limits of Liability and Indemnities
Limitations – Your use of the Site depends on mobile or wireless networks, including the internet, telecommunications networks, cabling, facilities and equipment that is not in our control; accordingly (i) we cannot guarantee any minimum level regarding performance, speed, reliability, availability, use or consistency, and (ii) data, messages, information or materials sent over the internet may not be completely private, and your anonymity is not guaranteed.
Customer Acknowledgement – You acknowledge and agree that (i) all use of the Site provided by us is at your own risk, (ii) the Content that you may access while using the Site may contain links to websites or third party applications which are provided solely as a convenience to you and the inclusion of any such links do not imply endorsement, investigation or verification by us of such websites or third party applications or the information contained therein, and (iii) all products and services provided under these Terms are provided on an “AS IS” and “AS AVAILABLE” basis.
Disclaimer of Warranties – WE MAKE NO CONDITIONS, WARRANTIES OR REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, USABILITY, SECURITY, QUALITY, CAPACITY, PERFORMANCE, AVAILABILITY, TIMELINESS OR ACCURACY OF THE SITE. WE FURTHER EXPRESSLY DISCLAIM ALL CONDITIONS, WARRANTIES, AND REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, USABILITY, TITLE AND NON-INFRINGEMENT, WHETHER ARISING BY USAGE OF TRADE, BY COURSE OF DEALING, BY COURSE OF PERFORMANCE, AT LAW, IN EQUITY, BY STATUTE OR OTHERWISE HOWSOEVER. YOU ACKNOWLEDGE AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, ALL RISK OF USE OF THE SITE IS ENTIRELY YOUR RESPONSIBILITY.
No Liability – Notwithstanding any other provision of these Terms, in no event will Oru, our subsidiaries, our affiliates, or our controlling parties, directors, officers, agents employees, suppliers, licensors, resellers or distributors be liable for any direct, indirect, special, incidental, consequential or punitive damages, or any other damages or losses whatsoever, including damages for loss of profits, goodwill, opportunity, earnings, use or data, arising directly or indirectly from or related to these Terms or the Site, or any Content or software in connection therewith, regardless of the cause of action and even if one or more of us have been advised of the possibility of such damages or losses, or if such damages or losses would be reasonably foreseeable, including damages or losses arising from or in any way related to the following:
- sending, receiving, not sending, not receiving, loss, deletion or alteration of any transmissions, data or transactions entered into through or using the Site;
- any suspension, curtailment, restriction, termination or other limitation placed on your use of the Site, or your Account;
- any act or omission of you or any third party, including any threatening, defamatory, obscene, offensive or illegal conduct or any infringement of another’s rights, including intellectual property rights;
- any loss or damage to Your Content or other data arising directly or indirectly from your use or non-use of the Site or related components;
- the performance of the Internet or the Site;
- the content or accuracy of any material, information or data (including any software) related to these Terms or viewed, downloaded, accessed or transmitted using, over or through the Internet or the Site, including material that infringes the rights of others or otherwise violates laws or regulations; and
- delays, errors, interruptions, mistakes, omissions, non-delivery, incorrect delivery, viruses, Trojan horses, spyware, spam or defects in the transmission of any information, material or data over or through our systems or networks or the systems or networks of third parties.
Cap on Liability – Under no circumstances will Oru Kayak, our subsidiaries, our affiliates, or our controlling parties, directors, officers, agents employees, suppliers, licensors, resellers or distributors be liable to you for damages arising out of the your use of the Site, or these Terms generally in any amount exceeding $1000.
Applicability – Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in these Terms, such exclusions and limitations will not apply to you strictly to the extent necessary to make these Terms consistent with such prohibitions.
Indemnity By You – You agree to indemnify and hold us harmless from all liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any such action, or to satisfy a judgment, and expenses of any kind and character whatsoever incurred by us relating to or arising from (i) access to or use, by you or permitted by you, of the Site or your Account, or (ii) any of your acts or omissions, including breach or non-performance of these Terms and any violation of any third party rights.
Interpretation – In these Terms, (i) the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of these Terms, (ii) the word “including”, the word “includes” and the phrase “such as”, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected, and (iii) all references to website addresses or URLs shall also include any successor or replacement websites containing substantially similar information as the referenced website(s).
Waiver of Rights and Remedies – Our failure to insist upon or enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. Neither the course of conduct between you and us nor trade practice shall act to modify any provision of these Terms. Our rights, powers and remedies in these Terms, including without limitation the right to suspend, restrict or terminate your access to any portion of the Site, are cumulative and in addition to and not in substitution for any right, power or remedy that may be available to us at law or in equity.
Severability – If any provision of these Terms is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability will attach only to such provision or part thereof and the remaining part of such provision and all other provisions hereof will continue in full force and effect.
Governing Law and Jurisdiction – These Terms and the rights of the parties hereto are governed by, and will at all times be construed in accordance with, the laws in force in the Province of Ontario and the laws of Canada applicable therein, without reference to its conflict of laws principles. You hereby irrevocably consent to the jurisdiction of the courts of the Province of Ontario in connection with any matter arising out of or in connection with these Terms.
Limitation on time to file claims - ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE TERMS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Assignment and Inurement – We may at any time assign our rights and obligations under these Terms, in whole or in part, without notice to you. You may not assign these Terms without our prior, written consent. These Terms will inure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.
Survival – All provisions that, by their meaning or nature, are intended to survive termination or expiry of these Terms shall survive termination or expiration of these Terms.
Relationship – You agree that no joint venture, partnership, employment or agency relationship exists between us and you as a result of these Terms or your use of the Site.
Entire Agreement – These Terms, as amended from time to time, including any and all documents, websites, rules, terms and policies referenced herein, constitutes the entire agreement between us and you with respect to the matters referred to in these Terms and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between us and you with respect to such matters.
English Language – The parties have requested and agree that this agreement and all documents relating thereto be drawn up in English / Les parties ont demandé que cette convention ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.
Questions and Concerns:
If you have any questions or concerns about these Terms, please contact us at firstname.lastname@example.org.