ROBOSAFETY TERMS AND CONDITIONS (BETA)

These beta terms and conditions (“Beta Terms and Conditions” or “Agreement”) are binding on and apply to visitors of our website, https://www.robosafety.ca (the “Site”), and any users (“you”, “your”, “User”) accessing, using, or otherwise interacting with the RoboSafety Software, provided by 11841360 Canada Inc., d.b.a GensisLink (“GenesisLink”, “us”, “we”), from the time that we provide you with access to the RoboSafety Software. 

By purchasing a subscription, or otherwise by accessing and using the RoboSafety Software, you acknowledge that you have read, understood, and agree to be bound by these Beta Terms and Conditions, along with any and all policies included by reference, such as our Privacy Policy at [https://robosafety.ca/robosafety-privacy-policy/].

If you are accessing or using the RoboSafety Software on behalf of an entity or organization, you represent and warrant that you: (i) have the authority to legally bind such entity or organization; and (ii) that you are duly authorized to enter into this agreement on behalf of entity or organization. In that event, all references to “you” in this agreement shall be a reference to both (1) you as an individual User (defined below); and (2) the entity or organization on whose behalf you are accessing and using the RoboSafety Software.

You can review the current version of the Terms and Conditions at any time at [https://robosafety.ca/robosafety-terms-and-conditions-beta/].  GenesisLink reserves the right to update and change the Terms and Conditions by posting updates and changes to the Site.  We strongly encourage you to check the Terms and Conditions from time to time for any updates that may impact you. 

1.      Definitions.

Account” means the account created through contacting GenisisLink and used by User as part of and to access the RoboSafety Software and related Beta Services provided by GenesisLink.

Affiliate” means any entity which directly or indirectly controls, i.e. having direct or indirect ownership or control of more than 50% of the voting interests of the subject entity, is controlled by, or is under common control with the subject entity. 

Applicable Law” means all laws, statutes, common law, regulations, ordinances, codes, rules, guidelines, orders, permits, tariffs and approvals, including those relating to the environment or health and safety, of any governmental or regulatory authority that apply to the parties.

Beta Services” means all tools, features, functionality, and other Beta Servicess that may be provided by GenesisLink to its Users under these Beta Terms and Conditions, and which may be designated by GenesisLink as experimental, pilot, limited release, in development, prototype, developer previous, or early access.

GenesisLink” means GenesisLink Inc., its employees, contractors, agents, Affiliates, and any other individual authorized by GenesisLink dealing in the matters under these Terms and Conditions.

GenesisLink Technology” means the technology and intellectual property used in providing the products and Beta Servicess offered by GenesisLink, including the RoboSafety Software and any Beta Servicess, including but not limited to the Beta Services, provided through the RoboSafety Software, computer software, programs, connectors, websites, networks, and equipment. GenesisLink technology does not include third-party applications or other software programs and technology provided or made available to Users by third parties.

Malicious Code” means viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs.

Personal Data” means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person. For greater certainty, Personal Data does not include information that is anonymized or aggregated.

Register” or “Registration” means the point at which the User creates an Account through by contacting GenesisLink either directly or via the Site.

RoboSafety Software” means the software developed by GenesisLink and provided to its Users for the purpose of enhancing the safety of autonomous robots through modernized safety engineering solutions, including fault tree creation, and safety analysis tools, which is owned and provided by GenesisLink to its Users.

Subscription Plan” means one of the payment plans under which GenesisLink provides Users with access to and use of the RoboSafety Software.

Subscription Term” means the period set out under a particular Subscription Plan.

Term” means the period from the effective date of a Subscription to the date of expiration of such Subscription.

User(s)” means any individual(s) who has created an Account.

User Data” means all electronic data or information (i) uploaded by the Users in the process of using the RoboSafety Software, including profile information; or, (ii) created as a result of additional inputs by the User in the process of using the RoboSafety Software.  For greater clarity, User Data includes Personal Data and may comprise of sensitive information including geolocation, and/or other personal information uploaded by User through the RoboSafety Software.

Website” or “Site” means the Robosafety website owned and operated by GenesisLink at https://robosafety.ca/.  

2.      The Beta Services.

2.1 Beta Services. GenesisLink hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable, right for a limited time period as solely determined by GenesisLink to access and use the Beta Services provided through the RoboSafety Software for the limited number of Users GenesisLink permits to access and use such Beta Services. You agree that the access granted to you under this Section 2 is limited to the purposes of evaluating and testing such Beta Services, and to report to Genesis link regarding the usefulness and functionality of such Beta Services. GenesisLink reserves the right to extend or terminate the Term of the Beta Services at the sole discretion GenesisLink. Upon expiration or earlier termination of the Term, you shall immediately discontinue use of the Beta Services unless otherwise agreed by GenesisLink. By using the Beta Services,

2.2     Description of the RoboSafety Software.  The RoboSafety Software, which is powered by the GenesisLink Technology and other GenesisLink proprietary technology, provides safety analysis and fault tree creation tools to engineers for the purposes of enhancing safety in the large-scale deployment of autonomous systems. Any new features or tools which are added to the current RoboSafety Software shall also be subject to these Terms and Conditions.

2.3     Provision of the RoboSafety Software. GenesisLink shall make the Beta Services available to User during the Term, as applicable. User may also subscribe for additional Beta Services, which may be subject to additional fees, as such additional Beta Services become available. User agrees that its Registration for the Beta Services is neither contingent upon the delivery of any current or future functionality or features nor dependent upon any oral or written public comments made by GenesisLink with respect to current or future functionality or features. User acknowledges that the Beta Servicess provided hereunder are on a trial basis for the purposes of testing and evaluating the efficacy and usefulness of the RoboSafety Software, and agrees that User has not relied on any availability of any Beta Services offerings, technology, or enhanced or updated features or functionality.

2.4     Acknowledgement of Beta Services.  By using the Beta Services, you accept and acknowledge that: (a) the Beta Services are a pre-release version that is still under development and may not work as it is intended, or at all; the Beta Services might not be reliable and the results of the Beta Services may not be accurate; and, your use of the Beta Services might present risks of operational failure; (b) the Beta Services is intended for testing and evaluation only, and is provided on an “AS IS”, “AS AVAILABLE” and “WITH ALL FAULTS” basis; (c) GenesisLink reserves the right to change or terminate the Beta Services at any time without notice to you, and we are not obligated to release a commercial version of the Beta Services; (d) any commercial version of the Beta Services may be substantially different from the Beta Services and may not be compatible with certain software or systems; (e) GenesisLink is not obligated to provide you with User support for the Beta Services; and (f) any and all information you obtain regarding the Beta Services is confidential and you may not disclose that information to any other person or entity, or use that information for any purpose other than providing feedback to us. 

3.       Account.

3.1     User Account.  To access and use the RoboSafety Software, Users must contact GenesisLink, either by phone, email, or through the Site obtain a quote for access to the Beta Services and to Register for an account (“Account”) by providing your name and a valid e-mail address, and any other information required by GenesisLink.  GenesisLink may, in its sole and absolute discretion, reject an application for an Account for any reason, and GenesisLink reserves the right to refuse Beta Services to anyone for any reason at any time.  Upon Registration, User will be granted a username, password and authentication material to access the RoboSafety Software (“User Login”).

3.2     Account and Password Security.  You acknowledge and agree that you are responsible for keeping secure your User Login that you receive in connection with your GenesisLink Account.  GenesisLink will not be liable for any loss, damage, or claims, whether instigated by you or otherwise, directly or indirectly resulting from your failure to maintain the security of your User Login or User Account.

3.3     Customer Account Requirements. You must be at least 18 years of age to create a User Account for the Beta Services.  By creating a User Account, you represent and warrant that:

  • You can form a binding contract with GenesisLink;
  • You are not a person who is barred from using the RoboSafety Software under the laws of Canada or any other applicable jurisdiction;
  • You will comply with these Terms and Conditions and all applicable local, provincial, national and international laws, rules and regulations; and,

Persons under the age of majority in their jurisdiction (“Minor”) may not create or use an Account unless they have obtained the written consent of their parent or legal guardian. If you are a Minor, you may only use the RoboSafety Software with the consent of your parent or legal guardian. Please be sure your parent or legal guardian has reviewed and discussed these Terms and Conditions with you. 

3.4     Communication.  You acknowledge that GenesisLink may use the Personal Data you provide to GenesisLink at the time of Registration or as updated by you from time to time to communicate with you on matters related to the RoboSafety Software pursuant to the Privacy Policy available at [hyperlink].

4.      Use of the Beta Services.

4.1     GenesisLink Responsibilities.  You acknowledge that GenesisLink has no obligation under these Beta Terms and Conditions to provide support, maintenance, upgrades, modifications, or new releases of the Beta Services to you, and may discontinue such Beta Services at any time. GenesisLink’s sole responsibility under this Agreement is to provide you with access to and use of the Beta Services as they may be available.   

4.2     User Responsibilities.  User is responsible for all activities that occur in User Account and for Users’ compliance with these Terms and Conditions.  User shall:  (i) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all User Data; (ii) use the RoboSafety Software in compliance with the Use Guidelines described in Section 5.3; (iii) use reasonable efforts to prevent unauthorized access to, or use of, the RoboSafety Software, and notify GenesisLink promptly of any such unauthorized access or use, including any such improper or unauthorized use by Users; and (iv) comply with all Applicable Laws in using the RoboSafety Software. 

4.3 Use Guidelines.  Customer shall use the RoboSafety Software, solely for the purposes of evaluating the efficacy and usefulness of the Beta Services and for no other purpose. Customer and its Users shall not:  (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit the Beta Services or make the RoboSafety Software available to any third party; (ii) send spam or otherwise duplicative or unsolicited messages in violation of Applicable Laws; (iii) send or store infringing, obscene, pornographic, threatening, libelous, or otherwise unlawful or tortious material, including material that is harmful to children or violates third party intellectual property or privacy rights; (iv) send or store Malicious Code (whether intentional or inadvertent); (v) interfere with or disrupt the integrity or performance of the RoboSafety Software or the data contained therein; or (vi) attempt to gain unauthorized access to the RoboSafety Software or its related systems or networks.  You are responsible for all activity and content uploaded by you through the RoboSafety Software, and for ensuring the accuracy and completeness of any information we require to process your transactions.

4.4     Third Party Links.  Our RoboSafety Software may include links to other internet websites owned by third parties. These third party sites are not owned, operated, or controlled by GenesisLink. GenesisLink is not responsible for, and has no liability for any third-party sites, their businesses, products, or content, except for the content that we have published specifically on those websites. If you choose to click on any link to a third-party and visit their sites, these Terms and Conditions will no longer apply, and you will be subject to the Terms and Conditions and any other legal documents posted on that third-party site. Your use of those sites is at your own risk, and you agree that you will not bring a claim against GenesisLink arising from your use of any of these other websites.

4.5     Investigation and Other Content.  GenesisLink may investigate and take any available legal action in response to illegal and/or unauthorized uses of the RoboSafety Software including such activities set out under Section 4.3.  Such legal action or responses include, but are not limited to, terminating your GenesisLink Account. 

5.      Fees & Payment.

5.1     User Fees.  User acknowledges that, as the Beta Services provided by GenesisLink are a pre-release version of the RoboSafety Software and is currently still under development, no Fees will be charged to User for the use of the Beta Services, which are provided free of charge. As consideration for the provision of the Beta Services to the User free of charge, User agrees that it will provide prompt and accurate feedback regarding their use of the RoboSafety Software and Beta Services either following the conclusion of User’s use of the Beta Services, or throughout its use. Any such feedback shall be governed by the terms set forth in Section 6.6 – Suggestions below.

6.      Proprietary Rights.

6.1     Reservation of Rights.  Subject to the limited rights expressly granted hereunder, and except for those intellectual property rights held by third parties in connection with the RoboSafety Software, GenesisLink reserves all right, title, and interest, including all intellectual property rights, in and to the RoboSafety Software and all technologies related thereto, including any and all processes and/or content developed by GenesisLink and all derivatives, modifications, or improvements of or to any of the foregoing made by or for GenesisLink, whether or not created or developed in connection with the RoboSafety Software. No rights are granted to User hereunder other than as expressly set forth herein.

6.2     Restrictions.  User shall not (i) modify, copy or create derivative works based on the RoboSafety Software; (ii) frame or mirror any content forming part of the RoboSafety Software, other than for  User’s own purposes; (iii) reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive or gain access to the source code of the RoboSafety Software, in whole or in part or (iv) access the RoboSafety Software in order to (A) build a competitive product or Beta Services, or (B) copy any ideas, features, functions or graphics of the RoboSafety Software.       

 

6.3     User Data.  As between GenesisLink and User, User exclusively owns all rights, title and interest in and to all User Data.  User Data is deemed Confidential Information under these Beta Terms and Conditions.  You acknowledge that you upload sensitive information at your own risk and that GenesisLink shall not be liable for any loss, vulnerability, or damages resulting from the upload of such sensitive information by you for any reason.

6.4     Sensitive Company Data. User acknowledges that the RoboSafety Software’s functionality is dependent on the User uploading and/or otherwise providing information, data, or test results related to safety risks that the User or the entity on whose behalf User has purchased access to the RoboSafety Software considers confidential, sensitive, and/or proprietary (“Sensitive Company Data’). As between GenesisLink and User, User shall exclusively own all Sensitive Company Data, and all Sensitive Company Data will be deemed “Confidential Information” under this Agreement. GenesisLink shall ensure that all Sensitive Company Data is stored, processed, and accessed securely in accordance with the principle of least privilege. GenesisLink will implement and maintain industry standard practices to address the secure handling, storage, and transfer of any Sensitive Company Data within the RoboSafety Software.

 

6.5     Usage Data. GenesisLink may collect certain data and information regarding User’s use of the Beta Services, including, but not limited to, data involving functions within the RoboSafety Software most used by User or other items (“Usage Data”). GenesisLink may use and exploit Usage Data for any purpose in connection with operating, improving and supporting the RoboSafety Software and any machine learning technology that underlies the RoboSafety Software (“Usage Data Purpose”). Notwithstanding any term in these Terms and Conditions to the contrary, User hereby consents to the use of such Usage Data for the Usage Data Purpose, and User irrevocably assigns all rights, title and ownership of the Usage Data to GenesisLink, and User hereby waives any applicable non-assignable rights to such Usage Data to the extent User is legally permitted to do so. GenesisLink represents and warrants that it shall not use the Usage Data for any other purpose other than the Usage Data Purpose. 

 

6.6     Suggestions. Users are encouraged to submit any suggestions and feedback (“Feedback“) related to their use and operation of the RoboSafety Software, and can do so by sending an e-mail to us at info@robosafety.ca If you provide us with any Feedback, you acknowledge that we may, in connection with the Beta Services provided hereunder, freely use, copy, disclose, modify, improve upon, enhance, distribute, license, and otherwise exploit any such Feedback in any manner without any obligation, royalty, or other restriction based on intellectual property rights or otherwise. Nothing in these Beta Terms and Conditions shall serve to limit our right to independently use, develop, evaluate, promote, market, or sell any products or services, whether they incorporate any Feedback or otherwise. GenesisLink acknowledges that any Feedback that you may provide is provided on an “as-is” basis, without representation of any kind as to the efficacy or usefulness of such feedback.

7.       Privacy Rights.

7.1     Privacy Obligations. Notwithstanding any provisions, representations and warranties to the contrary, GenesisLink and User acknowledge that there is a possibility that the User Data and Usage Data may contain Personal Data, the use of which data is subject to various privacy laws, including all provincial, state, federal and international laws and regulations and  provincial, state, federal and national government agency orders and decrees to which User may be subject (“Privacy Laws”), as well as certain restrictions imposed on the Personal Data by the data subjects or other third party data providers. GenesisLink and User agree to strictly abide by all such restrictions pertaining to the Personal Data, as they are promulgated and applied, currently and in the future. Furthermore, GenesisLink shall in good faith execute any and all agreements that User is required to have GenesisLink execute in order that User may comply with any Privacy Laws. If GenesisLink or User’s use (whether directly or indirectly) of the Personal Data is contrary to any Privacy Law, or contrary to any of the restrictions set forth in these Terms and Conditions, the non-violating party shall have the right to: (a) terminate this Agreement for cause if such breach has not been cured within five (5) days of receipt by the violating party of written notice, and (b) pursue any other legal and equitable remedies.  For greater certainty, GenesisLink’s Privacy Policy [https://robosafety.ca/robosafety-privacy-policy/] governs GenesisLink’s collection, use, disclosure, retention and disposal of Personal Data, and forms part of these Terms and Conditions.

8.      Confidentiality.

8.1     Definition of Confidential Information.  As used herein, “Confidential Information” means all confidential and proprietary information of a Party (“Disclosing Party”) disclosed to the other Party (“Receiving Party”), whether orally or in writing, or whether disclosed purposefully or inadvertently, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including the RoboSafety Software, Beta Services, and any User Data.  Confidential Information shall not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to Disclosing Party; (ii) was known to Receiving Party prior to disclosure by Disclosing Party without breach of any obligation owed to Receiving Party; (iii) is received from a third party without breach of any obligation owed to Disclosing Party; or (iv) was independently developed by Receiving Party without any use of or reference to Disclosing Party’s Confidential Information.

8.2     Confidentiality.  Receiving Party shall implement and maintain commercially reasonable and appropriate technical, administrative, and physical safeguards and security methods designed to prevent any unauthorized release, access to or publication of Confidential Information, or Personal Information. Receiving Party shall implement processes and maintain procedures designed to comply with Applicable Laws.  For the purposes of GenesisLinks’ processing of User Data, these Beta Terms and Conditions are User’s instructions for storing User Data, and GenesisLink shall not process User Data for any other purpose.  Receiving Party may use subcontractors to facilitate its obligations under these Terms and Conditions. Receiving Party shall use commercially reasonable measures to ensure that such subcontractors implement and comply with reasonable security measures in handling any Confidential Information. Receiving Party shall not disclose or use any Confidential Information for any purpose outside the scope of these Terms and Conditions, except with Disclosing Party’s prior written permission, subject to Section 8.3.

8.3     Compelled Disclosure.  If Receiving Party is compelled by law to disclose Confidential Information of Disclosing Party, including User Data, it shall provide Disclosing Party, as applicable, with prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at Disclosing Party’s cost, if Disclosing Party wishes to contest the disclosure.

9.      Warranties & Disclaimers.

10.1   Warranties.  Each party represents and warrants that it has the legal power to be bound by these Beta Terms and Conditions. User represents and warrants that for any Personal Data controlled by it, or any other Personal Data provided or transmitted by User to GenesisLink, whether advertent or otherwise, User, as applicable, has obtained the necessary consent or legal right to provide or transmit such data.  GenesisLink makes no representations or warranties of any kind with respect to the provision of the Beta Services, which are provided on an “AS-IS” and “AS-AVAILABLE” basis.

10.2   No Guarantee. User acknowledges that the RoboSafety Software is designed to assist companies and Users in identifying, analysing, and mitigating safety risks based on the information, data, and safety test results uploaded to the RoboSafety Software by Users, and that ultimate accountability, responsibility, and liability for any decisions or actions that may be taken by Users. GenesisLink accepts no responsibility, and hereby disclaims all liability arising out of or relating to any losses or damage that may be incurred by User or the company User represents for any decisions that are implemented due to the results generated by the RoboSafety Software. The RoboSafety Software is intended to compliment, and not replace, User’s existing safety risk mitigation practices.  

 

10.3   Disclaimer. USER ACKNOWLEDGES THAT NO APPLICATION IS CAPABLE OF PROVIDING COMPLETE PROTECTION AGAINST ALL KNOWN AND UNKNOWN VULNERABILITIES/ZERO-DAY THREATS.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ROBOSAFETY SOFTWARE AND ANY BETA SERVICES PROVIDED HEREUNDER ARE PROVIDED “AS IS,” WITH ALL FAULTS, DEFECTS, BUGS, AND/OR ERRORS THAT MAY BE PRESENT IN THE BETA SERVICES, AND  GENESISLINK MAKES NO (AND HEREBY DISCLAIMS ALL) OTHER WARRANTIES, REPRESENTATIONS, OR CONDITIONS, WHETHER WRITTEN, ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, COURSE OF DEALING, TRADE USAGE OR PRACTICE, MERCHANTABILITY, TITLE, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE USE, MISUSE, OR INABILITY TO USE THE ROBOSAFETY SOFTWARE AND/OR BETA SERVICES (IN WHOLE OR IN PART) OR ANY OTHER PRODUCTS OR BETA SERVICESS PROVIDED TO USER BY GENESISLINK. GENESISLINK DOES NOT WARRANT THAT ALL ERRORS CAN BE CORRECTED, OR THAT THE OPERATION OF THE ROBOSAFETY SOFTWARE SHALL BE UNINTERRUPTED OR ERROR FREE.

10.4   User Representation and Warranty.  You represent and warrant that all information and content you submit upon creating your Account, including information linked to any social media accounts, are accurate and truthful, and you have the right to post such content or information through the RoboSafety Software.  You also acknowledge and agree that GenesisLink, its affiliates, or third-party partners, may place advertising through the RoboSafety Software.

11.     Indemnification.

11.1   Indemnification by User.  Subject to these Terms and Conditions, User shall defend, indemnify and hold GenesisLink harmless against any loss, damage or costs (including reasonable attorneys’ fees) incurred in connection with any loss, damage or costs (including reasonable attorneys’ fees) incurred in connection with claims, demands, suits, or proceedings (“Claims”) made or brought against GenesisLink by a third party alleging that the User Data, or User’s use of the RoboSafety Software: (i) infringes the intellectual property rights of such third party, or (ii) has harmed such third party because Malicious Code was uploaded or inputted by Users, (iii) electronic data or information was uploaded or inputted by Users without such third party’s authorization or permission, or (iv) violates any Applicable Law, or has otherwise harmed a third party; provided, that GenesisLink (a) promptly gives written notice of the Claim to User; (b) gives User sole control of the defense and settlement of the Claim (provided that User may not settle or defend any Claim unless it unconditionally releases GenesisLink of all liability); and (c) provides to User, at User’s cost, all reasonable assistance.

12.     Limitation of Liability.

12.1   Limitation of Liability.  IN NO EVENT SHALL GENESISLINK’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS, OR RELATIONSHIP BETWEEN GENESISLINK AND USER, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE SUBSCRIPION FEES, IF ANY, PAID BY AND DUE FROM USER HEREUNDER.

12.2   Exclusion of Consequential and Related Damages.  IN NO EVENT SHALL GENESISLINK HAVE ANY LIABILITY TO USER(S) FOR ANY LOST PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL OR EXEMPLARY DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT USER HAS OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.3   Limitation of Claims.  EXCEPT WITH RESPECT TO CLAIMS RELATING TO THE MISUSE OF CONFIDENTIAL INFORMATION OR PERSONAL INFORMATION, USER SHALL NOT BRING ANY CLAIM RELATING TO THE AGREEMENT MORE THAN TWO YEARS AFTER THE EVENTS GIVING RISE TO THE CLAIM OCCURRED.

12.4   General.  THESE EXCLUSIONS AND LIMITATIONS APPLY EVEN IF THE REMEDIES ARE INSUFFICIENT TO COVER ALL OF THE LOSSES OR DAMAGES OF USER. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY AND THE PARTIES MAY HAVE ADDITIONAL RIGHTS.

13.     Termination.

13.1     Termination for Cause.  GenesisLink may terminate this Agreement immediately without written notice to User for a breach or violation, or suspected breach or suspected violation, of any provision under these Terms and Conditions, as determined in the sole discretion of GenesisLink.  Verbal or written abuse of any kind (including threats of abuse or retribution) of any GenesisLink User, employee, member, or officer will result in immediate Account termination.  If GenesisLink, in its sole and absolute discretion, suspects for any reason that User has uploaded illicit or prohibited materials under these Terms and Conditions to their Account, GenesisLink reserves the right to terminate the Account in connection with such suspicion. 

13.2   Cancellation.  User may cancel the Account and terminate this Agreement at any time by contacting info@robosafety.ca or deleting the User Account through account settings. 

13.3   Outstanding Fees.  Termination or cancellation shall not relieve User of the obligation to pay any fees accrued or payable to GenesisLink prior to the effective date of termination.

13.4   Surviving Provisions.  The following provisions of these Terms and Conditions shall survive any termination or expiration of these Terms and Conditions: Sections 6 through 14.

14.     General Provisions.

14.1   Relationship of the Parties.  These Terms and Conditions do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.

14.2   No Third-Party Beneficiaries.  Except as otherwise expressed herein, there are no third-party beneficiaries under these Terms and Conditions.

14.3   Waiver and Cumulative Remedies.  No failure or delay by either party in exercising any right under these Terms and Conditions shall constitute a waiver of that right.  Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

14.4   Severability.  If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms and Conditions shall remain in effect.

14.5   Assignment. User may not assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of GenesisLink (not to be unreasonably withheld). Notwithstanding the foregoing, GenesisLink may assign this Agreement in its entirety, without consent of the User, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any attempt by User to assign its rights or obligations under these Terms and Conditions is in breach of this Section 14.6 shall be void and of no effect. Subject to the foregoing, these Terms and Conditions shall bind and enure to the benefit of the parties, their respective successors and permitted assigns.

14.6   Governing Law and Exclusive Jurisdiction.   These Terms and Conditions will be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to principles of conflicts of laws. In the event that any dispute should arise in connection with these Beta Terms and Conditions, or the construction or application thereof, or as to any act, deed, or omission of GenesisLink, any Customer, or any User, the parties irrevocably submit to the exclusive jurisdiction of the courts of the Province of Ontario for the resolution of any such dispute.

14.7   Equitable Relief.  User acknowledges that damages may be an inadequate remedy if User violate the obligations under these Terms and Conditions, and GenesisLink shall have the right, in addition to any other rights it may have, to seek injunctive relief without any obligation to post any bond or similar security.

14.8   Notices.  GenesisLink shall communicate announcements of general interest by email or by posting on its Website. GenesisLink shall provide Customer with legal notices by email provided by Customer. Customer shall immediately notify GenesisLink if Customer’s email address for notice changes. Except as otherwise specified in these Terms and Conditions, all notices must be in writing to info@robosafety.ca

 

Last Updated: 19/03/2024

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