Effective Date: September 18, 2023
Welcome to the Cyber Legends website. These Terms of Use ("Terms") are a legal contract between you and Cyber Legends Inc. ("us" or "our" or "we" or "Cyber Legends") and govern your use of all the text, data, educational materials, information, software, graphics, photographs and other materials (all of which are referred to as "Materials") that we and our affiliates may make available to you through this website and/or any services we may provide through our website or our Web Applications, or any other website, app or online service which links to these Terms of Service (the website, services and Web Applications are referred to collectively in these Terms as the "Service"). If you are agreeing to these Terms as a representative of a school or other entity, you represent that you have the authority to bind that entity and "you" herein refers to that entity.
READ THESE TERMS CAREFULLY BEFORE BROWSING THIS WEBSITE OR USING ANY OF OUR SERVICES OR WEB APPLICATIONS. USING THE SERVICES IN ANY WAY INDICATES THAT YOU HAVE BOTH READ AND ACCEPT THESE TERMS. YOU CANNOT USE THIS WEBSITE OR ANY OTHER PART OF THE SERVICES IF YOU DO NOT ACCEPT THESE TERMS.
A note about Student Data: This Service may be purchased by providers of educational services, such as schools, school districts, or teachers (collectively referred to as "Schools") that use our services for educational purposes. When Cyber Legends contracts with a School to provide the Service, we may collect or have access to Student Data (defined below), which may be provided by the School or by the student or the student’s parent. We consider such Student Data to be strictly confidential and in general do not use such data for any purpose other than improving and providing our Services to the School or on the school's behalf. Our collection, use and sharing of Student Data is governed by this Agreement and any applicable laws and regulations.
Cyber Legends may provide notifications, whether required or provided by law or otherwise, to you via e-mail notice, written or hard copy notice, or through posting of such notice on our website, as determined by us in our sole discretion.
Cyber Legends may, in its sole discretion, modify or update this Agreement from time to time, which will be reflected in the `date last modified ́ set forth below. If we change this Agreement in a material manner, we will update the `Effective Date ́ at the top of this page and notify you that material changes have been made to this Agreement, and we will endeavour to provide this notification in advance. Your continued use of the Services following such updates constitutes your acceptance of the revised Terms. If you do not agree to any of the terms in this Agreement or to any future terms in a future revision of this Agreement, do not use or access (or continue to access) the Service.
Notwithstanding the foregoing, we shall not make any material change to the Terms that relate to the collection or use of Student Data without first giving notice to the school or parent and providing a choice before the Student Data is used in a materially different manner than was disclosed when the information was collected.
In the event that you have entered into a signed, written agreement with Cyber Legends in addition to this Agreement, any changes to this Agreement will not be effective as to you until either (a) you affirmatively accept the changes to this Agreement, either electronically or in a signed writing or (b) upon renewal at the end of the current term of your account.
You will not be permitted to continue using the Service and Cyber
Legends reserves the right to cancel your account without notice if you refuse or otherwise fail to accept changes made by us to this
Agreement.
Notices that are required or permitted to be sent to Cyber Legends must be sent to the following mailing address by certified mail with a copy sent by e-mail.
Legal Department
400-192 Dundas Street
London, Ontario, Canada N6A 1G7
E-mail: legal@cyberlegends.com
Cyber Legends reserves the right at any time and from time to time to modify or temporarily discontinue the Service (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or temporary discontinuance of the Service. In the event of permanent discontinuance of the Service, Cyber Legends's liability is limited to the paid subscription price, prorated to the amount of time remaining on the subscription.
You agree that Cyber Legends, in its sole discretion, may suspend or terminate your password, account (or any part thereof) or use of the Service, for any reason, including, without limitation, for lack of use or if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement. You agree that any termination of your access to the Service under any provision of this Agreement may be implemented without prior notice, and you acknowledge and agree that we may immediately
deactivate or delete your account and all data relating to your account and/or bar any further access to the Service. Further, you agree that we shall not be liable to you or any third party for any termination of your access to the Service.
Cyber Legends does not sell the Service to children, but only to adults who can purchase the Service with a credit card or other permitted payment method (for instance, a School making a payment through their normal accounts payable function). If you are under thirteen (13) years of age, you may use the Service only with the involvement and consent of a parent, legal guardian, or at the direction of your School. Your School may impose additional policies regarding the use of the Service, with which you must comply. If you open an account to provide the Service to students in a School, you can either do so as a Teacher, a School or even a group of Schools (i.e. a School Board). If a School or group of Schools are signing up, you represent and warrant that you are an authorized representative of the School with the authority to
bind the School to this Agreement, and that you agree to this Agreement on the School's behalf. If you contact us to take any action with respect to an account, you represent and warrant that you have all necessary authority to request such action(s) from or on behalf of the account-holder (e.g., a School or
Parent).
Cyber Legends requires parental consent before collecting personal information from children under 13. If you are a School providing the Service to children under 13, you represent and warrant that you have the authority to provide consent on behalf of parents for Cyber Legends to collect information from students under 13 before allowing such students to access our Service. We recommend that all Schools:
1) provide appropriate disclosures to students and parents regarding their use of service providers such as Cyber Legends; and
2) provide a copy of our Privacy Policy to parents.
In these Terms, we are granting you a limited, personal, non-exclusive, revocable and non-transferable license to display, print and use the Materials as follows (the "Permitted Purposes"): (i) if you are using the materials as an individual for home use, homeschooling, or caregiving, the Materials are licensed to you for your personal, noncommercial, use only; (ii) if you are using the Materials in your capacity as a teacher or on behalf of a school or other Organization, the Materials are licensed to you for use by you and your students. No Materials may be shared in any manner except as stated above. Your right to use the Materials is conditioned on your compliance with these Terms (including the payment of any applicable fees). Except as expressly permitted in the license grant you have no rights in our Services or any part thereof and you may not modify, edit, copy, reproduce, redistribute, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of this website, Materials or Services in any manner. If you make copies of any part of the Materials while engaging in Permitted Purposes, we ask that you keep on those copies all of our copyright and other proprietary notices as they appear on the Materials or the applicable Service. You may only use such copies in connection with your use of the Services. UNDER NO CIRCUMSTANCES MAY MATERIALS BE DISPLAYED ON OTHER WEBSITES OR IN PRINTED PUBLICATIONS OR SHARED WITH ANY INDIVIDUALS, SCHOOLS OR ORGANIZATIONS NOT LICENSED TO USE THEM.
If you breach any of these Terms, the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials (and any copies thereof).
You agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
When using our services as a parent or a teacher and you provide permission, the Services can include and can make use of certain functionality and services provided by third-parties that allow us to include maps, geocoding, places and other content from Google, Inc. (“Google”) as part of the Services (the “Geo-Location Services”). For clarity, we never ask for a student’s location. Your use of the Geo-Location Services is subject to Google’s then current Terms of Use for Google Maps/Google Earth
(http://www.google.com/intl/en_us/help/terms_maps.html) and by using the Geo-Location Services,
you are agreeing to be bound by Google’s Terms of Use.
We appreciate you visiting our website. You need not register with us to simply visit and view the website and not use any services or download any Materials. However, in order to access certain
password-restricted areas of the website, to use certain services, and access certain Materials, you must register an account with us.
We may also provide parent and teacher account creation with the ability to register for an account using your existing account and log-in credentials from third-party sites and services such as Google or Microsoft. By using such third-party accounts and/or credentials, you are consenting to our retention and use, and such third-party site’s disclosure, of the account, credentials and other populated profile information that you submit.
For so long as you use your Cyber Legends account, you agree to provide true, accurate, current, and complete information which can be accomplished by logging into your account and making relevant changes directly. You are responsible for complying with these Terms when you access and use the Services, whether directly or through any account that you may setup or use. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Cyber Legends of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you
exit from your account at the end of each session. Cyber Legends cannot and will not be liable for any unauthorized access to your account or data that arises from your acts or omissions.
Accounts may not be shared by more than one person or organization unless express authorization is given by Cyber Legends.
You agree to pay all applicable fees related to your use of the Services. All fees are based on services purchased, regardless of actual usage. We may suspend or terminate your paid account and/or access to our paid Services if your payment is late and/or your offered payment method (e.g., credit card, PayPal, etc.) cannot be processed. By providing a payment method, you expressly authorize us to charge the applicable fees on your payment method at regular intervals as well as any taxes and other charges incurred in connection with your account, all of which depend on your particular Subscription and
utilized services.
Paid subscriptions to use our Services (“Subscriptions”) come with a seven (7) day risk-free start period.
You may cancel your subscription any time within 7 days of purchase to receive a complete refund of your purchase price. To exercise this satisfaction guarantee cancellation and receive a refund, simply send an email to support@cyberlegends.com during the first seven (7) calendar days after you Subscribe. Subscriptions and the rights and privileges provided to you as a subscriber are personal and non-transferable. By providing a payment method, you expressly authorize Cyber Legends and/or our third party payment processor to charge the applicable fees on said payment method as well as taxes and other charges incurred thereto at regular intervals. We reserve the right to change prices for
Subscriptions at any time, and do not provide price protection or refunds in the event of promotions or price decreases. Non-renewal or cancellation of your paid subscription will cause your account to revert to a free account.
IMPORTANT NOTICE: MEMBERSHIP SUBSCRIPTION RENEWAL FEES WILL BE AUTOMATICALLY CHARGED TO YOUR CARD ON FILE EACH SUBSCRIPTION PERIOD (MONTHLY OR YEARLY), UNTIL YOU CANCEL.
Unless you cancel prior to the expiration of your current Subscription, we will automatically renew your Subscription on each monthly or yearly (depending on the Subscription you have chosen) anniversary of the date that you signed up for the paid Subscription. We will charge your credit card with the applicable renewal Subscription fee and any Taxes (as defined below) that may be imposed on such fee payments. Yearly Subscriptions must be cancelled at least 30 days prior to the anniversary date to avoid
automatic renewal, while monthly subscriptions must be cancelled at least 5 days prior to the monthly renewal date to avoid automatic renewal. All fees are exclusive of any applicable sales, use, import or export taxes, duties, fees, value-added taxes, tariffs or other amounts attributable to your use of the Services (collectively, “Taxes”). You are solely responsible for the payment of any such Taxes. In the event we are required to pay Taxes on your behalf, you shall promptly reimburse us for all amounts
paid.
Cancellation: Except as set forth below or otherwise agreed by Cyber Legends in a signed writing, accounts may not be canceled until the end of the current term of the account. Unless otherwise
provided for herein, all cancellations requested before the end of the then-current term will be effective at the end of the current term.
Cyber Legends permits early cancellations only in the following circumstances:
End of Subscription. When an account subscription ends (e.g., at the end of the term if the account has not been renewed or has been canceled), the account may no longer permit access to the Service. However, Cyber Legends may, at its sole discretion, permit continued, limited access for users of the Account for a limited time after the conclusion of the term. The Service includes built-in capabilities to download and export information relating to the account. If an account-holder or any of its users wishes to save or maintain any data, it is the account-holder and its user's sole obligation to download such data before the conclusion of the term. Once the term of an account ends, we may delete data relating to an account in accordance with this Agreement and the Privacy Policy. It is the account-holder's sole responsibility to request renewal of accounts that do not automatically renew to maintain continued
access to the account and its associated data.
Price Changes. We reserve the right to adjust the pricing for our Service, including but not limited to membership subscription plans, in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in this Agreement, any price changes will take effect following posting or other notice to you (e.g., e-mail).
Purchases through Third-Party Stores. If you purchased your Cyber Legends membership through a third-party store, such as through your Apple iTunes or Google Play account, portions of this Section may not apply to you. Because such a purchase is between you and the third-party store, and not Cyber Legends, you acknowledge and agree that we are not responsible for billing for your membership and are not responsible or liable for any claims relating to the billing of your purchase. If you have questions about membership or billing, you should contact the applicable third-party store directly.
Quotes and Proposals. Any quotes or proposals provided by Cyber Legends are valid only for a limited time and are effective only with the agreement of the relevant parties. Quotes and proposals may be withdrawn by Cyber Legends at any time in its sole discretion. Quotes and proposals may include information that is proprietary and confidential to Cyber Legends and to the maximum extent permitted by law may not be disclosed to anyone other than their intended recipient. By requesting and/or accepting receipt of a quote or proposal from us, you agree to keep such quotes or proposals confidential, to not disclose such quotes or proposals to any third party, and to immediately return and/or destroy all quote and proposal materials upon receiving a request to do so from us. To the extent that public records laws may apply to a quote or proposal provided by Cyber Legends, you agree to immediately notify us of any public records request that may result in disclosure of an Cyber Legends quote or proposal.
Methods of Payments. School accounts have the option to make payment by credit card, check, or other methods as agreed upon between us and the School. Payment must be received by Cyber Legends no later than 30 days after issuance of an invoice (or otherwise agreed to in an agreement). If Cyber Legends does not receive payment within 30 days, the invoice is past due and we reserve the right to suspend access to the affected school account(s) and take collection action. Suspension of an account does not relieve the account-holder of its obligation to pay for the account. Cyber Legends reserves the right to charge a late fee in the amount of 1% per month or the maximum permitted by law and its reasonable attorney's fees in securing payment of past due amounts.
General terms for Schools. Cancellation, renewal and pricing terms will be described in the agreement between us and the School.
End of Subscription. When a School subscription ends (e.g., at the end of the term if the account has not
been renewed or has been canceled), the account may no longer permit access to the Service. However,
Cyber Legends may, at its sole discretion, permit continued, limited access for users of the Account for a limited time after the conclusion of the term. The Service includes built-in capabilities to download and
export information relating to the account. If an account-holder or any of its users wishes to save or
maintain any data, it is the account-holder and its user's sole obligation to download such data before
the conclusion of the term. Once the term of an account ends, we may delete data relating to an
account in accordance with this Agreement and the Privacy Policy. It is the account-holder's sole
responsibility to request renewal of accounts that do not automatically renew to maintain continued
access to the account and its associated data.
By using any of our Services, you consent to receiving electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Services. These electronic communications are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
The Service may provide, or third parties may provide, links to other Internet websites or resources. Because Cyber Legends has no control over such sites and resources, you acknowledge and agree that Cyber Legends is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Cyber Legends shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. For further clarity, links to third-party sites are only provided to website users, parent and teacher accounts. Student accounts playing the game will not have access to links to third party sites.
You are solely responsible for any content that you create, transmit or display while using the Service.
The Service or Cyber Legends may now or in the future allow Users to submit, post, display, provide, or otherwise make available content such as text, images, comments, questions, and other content or information (any such materials a User submits, posts, displays, provides, or otherwise makes available
on the Service is referred to as "User Content").
We claim no ownership rights over User Content created by you. The User Content you create remains yours.
You must have the legal right to the User Content you submit to the Service. You may not upload or post any User Content to the Service that infringes the copyright, trademark or other intellectual property rights of a third party nor may you upload User Content that violates any third party's right of privacy or
right of publicity. You may post only User Content that you have permission to post from the owner or
by law.
Cyber Legends strives to keep our Services safe but cannot absolutely guarantee the security and safety of the Services given the very nature of the Internet and the persistence of bad actors. Because of this, we require your help to keep the Services safe and require the following commitments from you when using the Services:
To be clear, we authorize your use of the Services only for Permitted Purposes. Any other use of the Services beyond the Permitted Purposes is prohibited and, therefore, constitutes unauthorized use of the Services. This is because as between you and us, all rights in the Services remain our property.
Unauthorized use of the Services may result in violation of various Canadian and international copyright laws. Unless you have written permission from us stating otherwise, you are not authorized to use the Services in any of the following ways (these are examples only and the list below is not intended to be exhaustive):
You alone are responsible for any violation of these Terms by you. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information presented to you through the Service is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Cyber Legends or advertisers, you agree not to copy, modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part. Any automated scraping, harvesting, indexing, mining, or any other extraction of any content from the Service is expressly prohibited.
The Service is protected by copyright and other laws in both Canada and elsewhere. Under the terms of this Agreement, it is expressly forbidden to distribute or reproduce the content of the Service or any portion thereof by any means, including but not limited to electronic and print.
Cyber Legends reserves the right to cancel your account without refund if it is determined that you have violated this section of the Agreement.
This Section applies to a School's use of the Service.
When the Services are used by a School for an educational purpose, we may collect or have access to Student Data that is provided by the School or by a student. "Student Data" is personal information that is directly related to an identifiable student and may include "educational records" as defined by the United State’s Family Educational Rights and Privacy Act ("FERPA").
The School or the student, and not Cyber Legends, owns and controls the Student Data. You authorize Cyber Legends to access, collect, transmit, modify, display and store Student Data to provide the Service and as described in this Agreement and in our Privacy Policy.
Compliance with Laws. In the U.S., we may collect and process Student Data as a School Official with a legitimate educational interest pursuant to the Family Educational Rights and Privacy Act ("FERPA"), 20 U.S.C. § 1232(g). Individually and collectively, we and our School Users agree to uphold our obligations under FERPA, COPPA, the Protection of Pupil Rights Amendment ("PPRA"), applicable State laws relating to student data privacy, and with all other laws and regulations governing the protection of Student Data.
Use of Student Data. By submitting, providing us access to, or causing us to receive Student Data, you agree that we may use the Student Data for the purposes of (i) providing the Services, (ii) improving and developing our Services, (iii) enforcing our rights under these Terms, and (iv) as permitted with the School's or the User's consent.
Use of De-Identified or Anonymized Student Data. You agree that both before and after the term of the Agreement, Cyber Legends may collect, analyze, use, and retain data derived from Student Data as well as data about users' access and use of the Service, for the purpose of operating, analyzing, improving or marketing the Service, developing new products or services, conducting research or other purposes, provided that we may not share or publicly disclose information that is derived from Student Data unless such data is de-identified and/or anonymized such that it cannot reasonably identify a specific individual.
Use of Personal Information for Marketing. You agree that Cyber Legends may provide customized content, advertising, and commercial messaging to school, teacher or district administrative users and other non-student users from time to time, provided that such advertisements shall not be based on Student Data. For emphasis, and without limitation, Cyber Legends shall never use Student Data to engage in targeted advertising.
Disclosure of Student Data and Third-Party Service Providers. You acknowledge and agree that Cyber Legends may provide access to Student Data to our employees and service providers which have a legitimate need to access such information to provide their services to us. We and our employees, affiliates, service providers, or agents involved in the handling, transmittal, and processing of Student Data will be required to maintain the confidentiality of such data. We shall not share Student Data with third parties other than as described in this Agreement and in the Cyber Legends Privacy Policy, or with consent of the School or parent.
Student Data Access and Deletion Requests. You may request that we delete Student Data in our possession at any time by providing such a request in writing to privacy@cyberlegends.com, and we shall comply with such request within five (5) business days with email confirmation, except that we shall not be required to delete Student Data that has been moved to a personal family account on the Service or as otherwise prohibited by law. A parent or student over the age of 18 seeking to access, modify, correct, or delete personal information in a student account that is connected to a School account will be instructed to contact the School to discuss data deletion or modification. Cyber Legends is not required to delete data that has been derived from Student Data if such data is de-identified and/or anonymized such that it cannot reasonably identify a specific individual.
Data Security and Breach Notification. We have implemented administrative, physical and technical safeguards designed to secure the personal information in Cyber Legends's possession and control from unauthorized access, disclosure and use. If an unauthorized party gains access to or has been disclosed Student Data (a "Security Event"), that we have collected or received through the Service under this Agreement, we will promptly notify the School. If, due to a Security Event which is caused by the acts or omissions of Cyber Legends or its agents, a notification to an individual, organization or government agency is required under applicable privacy laws, the School shall be responsible for the timing, content, and method of any such legally-required notice and compliance with such laws and we shall indemnify the School for reasonable costs related to legally-required notifications. With respect to any Security Event which is not caused by the acts or omissions of Cyber Legends or its agents, we shall reasonably cooperate with School's investigation of the Security Event, as School requests, at School's reasonable expense, but we shall not indemnify a School for costs associated with the Security Event. Cyber Legends shall be responsible for the timing, content, cost and method of notice and compliance with such laws as they relate to users that are not associated with a School account.
We respect the intellectual property rights of others and encourage you to do the same. Accordingly, we have a policy of removing User Submissions that violate intellectual property rights of others, suspending access to the Services (or any portion thereof) to any user who uses the Services in violation of someone’s intellectual property rights, and/or terminating in appropriate circumstances the account of any user who uses the Services in violation of someone’s intellectual property rights.
We have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with applicable laws. If you believe your copyright or other intellectual property right is being infringed by a user of our Services, please provide written notice to our agent for notice of claims of infringement:
ATTN: COPYRIGHT
Cyber Legends
400-192 Dundas Street
London, Ontario, Canada N6A 1G7
To be sure the matter is handled immediately, your written notice must:
We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a validly received take-down notice. In response, you may provide Cyber Legends with a written counter-notification that includes the following information:
We reserve the right, in our sole discretion, to terminate the account or access of any user of the Services who is the subject of repeated infringement notifications.
A very small percentage of people may experience a seizure when exposed to certain visual images, including flashing lights or patterns that may appear in video games or other online activities. Even people who have no history of seizures or epilepsy may have an undiagnosed condition that can cause these “photosensitive epileptic seizures” while playing video games. You should immediately stop playing and consult a doctor if you experience any symptoms such as light-headedness, altered vision, eye or face twitching, jerking or shaking of arms or legs, disorientation, confusion, or momentary loss of awareness. Seizures may also cause loss of consciousness or convulsions that can lead to injury from falling down or striking nearby objects. Schools or Parents should watch for or ask their children about the above symptoms. You can reduce risk of photosensitive epileptic seizures by taking the following precautions:
If you or any of your relatives have a history of seizures or epilepsy, consult a doctor before playing video games or other screen-focused activities.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CYBER LEGENDS, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF CYBER LEGENDS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
In no event shall Cyber Legends or its subsidiaries, parent companies, affiliates, licensors, contractors, employees, officers, directors, agents or third-party partners' total liability to you for all damages, losses, and causes of action arising out of or relating to this Agreement or your use of the Service (whether in contract, tort, warranty or otherwise, exceed the amount paid by you, if any, for accessing the Service during the twelve (12) months preceding your claim or one hundred dollars ($100), whichever is greater.
To the extent permitted by applicable law, you agree to indemnify and hold Cyber Legends, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (i) content you submit, post, transmit or make available through the Service, including without limitation, User Content, (ii) your use or misuse of the Service, (iii) your connection to the Service, (iv) your violation of the Agreement, (v) your violation of any applicable law or the rights of another person or entity, (vi) your willful misconduct, or (vii) any other party's access and use of the Service with your unique username, password, or other appropriate security code. Cyber Legends reserves the right, at our own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims.
We control and operate the Services from our headquarters in Canada and all of the Services may not be appropriate or available for use in other locations. If you use our Services outside Canada, you are solely responsible for following applicable local laws. We may limit the availability of the Services, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time. Not all products or services may be available in all provinces or territories.
Any submissions by you to us (e.g., comments, questions, suggestions, materials – collectively, “Feedback”) through any communication whatsoever (e.g., call, fax, email) will be treated as both non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and we are free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You understand and agree that we are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM CYBER LEGENDS. For any dispute with Cyber Legends, you agree to first contact us at legal@cyberlegends.com and attempt to resolve the dispute with us informally. In the unlikely event that Cyber Legends has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this agreement, or the breach or alleged breach thereof (collectively, "Claims"), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Toronto, Ontario, Canada, unless you and we agree otherwise. If you are a School or are using the Service for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses. If you are an individual using the Service for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney's fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Cyber Legends from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights.
WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND CYBER LEGENDS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
If any clause within this Provision (other than the Class Action Waiver clause above) is found to be illegal or unenforceable, that clause will be severed from this Provision whose remainder will be given full force and effect. If the Class Action Waiver clause is found to be illegal or unenforceable, this entire Provision will be unenforceable and the dispute will be decided by a court.
This Provision shall survive the termination of your account with us and your discontinued use of the Services. Notwithstanding any provision in this Agreement to the contrary, we agree that if we make any change to this Provision (other than a change to the Notice Address), you may reject any such change and require us to adhere to the language in this Provision if a dispute between us arises.
You agree that: (i) the Service shall be deemed solely based in Ontario, Canada; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Canada. This Agreement shall be governed by the internal substantive laws of Canada the Province of Ontario, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interprovincial commerce. This Agreement is a contract for the provision of services and not a contract for the sale of goods. The provisions of the Uniform Commercial Code (UCC), the Uniform Computer Information Transaction Act (UCITA), or any substantially similar legislation as may be enacted, shall not apply to this Agreement. If you are located outside of the territory of Canada, the parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not govern this Agreement or the rights and obligations of the parties under this Agreement.
You agree to submit to the personal jurisdiction of the federal and provincial courts located in London, Ontario, Canada for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision, including any provisional relief required to prevent irreparable harm. You agree that London, Ontario, Canada is the proper forum for any appeals of an arbitration award or for trial court proceedings if the arbitration provision below is found to be unenforceable.
This Agreement, together with any amendments and any additional agreements you may enter into with Cyber Legends relating to the Service, shall constitute the entire agreement between you and us and govern your use of the Service, superseding any prior agreements between you and us. We object to and reject any additional or different terms proposed by you, including those contained in your purchase order, acceptance or website. This Agreement may only be superseded by a signed, notarized writing executed by an officer of Cyber Legends. The failure of Cyber Legends to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. Except for actions for nonpayment or breach of a party's proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than one (1) year after the cause of action has accrued. We might make versions of this Agreement or one or more of our Policies available in languages other than English. If we do, the English version of this Agreement and any such Policies will govern our relationship and the translations are provided for convenience only and will not be interpreted to modify the English version of this Agreement or such Policies.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us at privacy@cyberlegends.com, or by writing to Legal Department, 400-192 Dundas Street, London, Ontario, Canada, N6A 1G7.
