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Terms and Conditions (Printable Version)

Welcome to CME Member Savings ("Site"), owned by Canadian Manufacturers and Exporters ("We", "we", "Us", "us", "Our", "our"), and operated by Venngo Inc. You are subject to the following Terms and Conditions ("T&C") throughout this site, whether or not you have registered. BY ACCESSING THIS SITE, YOU AGREE TO ACCEPT AND BE BOUND BY THE TERMS AND CONDITIONS OF OUR PRIVACY POLICY AND OUR T&C, WITHOUT LIMITATION OR QUALIFICATION. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF OUR PRIVACY POLICY AND OUR T&C, PLEASE DO NOT USE THIS SITE. 1. DESCRIPTION OF SERVICE a. We provide Site visitors and members ("Users") with access to a feature-rich collection of on-line resources throughout a network of independent websites interconnected to form a global network ("Network"). Our Site is equipped with two (2) levels of User access: i. Site visitor, whereby you may view the public parts of the Site without revealing any personally identifiable information; and ii. Site member, whereby you must register to access and make use of the tools and resources located within the password-protected areas of the Site. b. In order to visit Our Site, you must first obtain access to the Internet, pay any service fees associated with such access and provide all equipment necessary to make such a connection, including a computer and modem or other access device. 2. USER REGISTRATION OBLIGATIONS a. When registering for use of Our Site, you agree to: i. Provide true, accurate, current and complete information about yourself when prompted by the Site's registration form; such information being the name, email address, and password ("User Information"); and ii. Maintain and promptly update your User Identification to keep it true, accurate, current and complete. b. If you provide any information that is untrue, inaccurate, not current or incomplete, or if We have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, We have the right to suspend or terminate your account and refuse all current or future use of Our Site. In addition, We may reject any Site Member registration submission for any reason, or no reason, at Our sole discretion. 3. PRIVACY POLICY, PASSWORDS AND SECURITY a. All personally identifiable information submitted to Our Site, including your User Information, is subject to Our Privacy Policy. For more information, please see our full Privacy Policy. b. You are responsible for maintaining the confidentiality of your password and account, and are fully responsible for all activities that occur under your password or account. We recommend you change your password at least once a month. c. You agree to: i. Immediately notify Us of any unauthorized use of your password or account or any other breach of security; and ii. Ensure that you logout of the Site at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this section. 4. MEMBER CONDUCT a. You understand that all advice, information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you are entirely responsible for all Content that you upload, post, email or otherwise transmit via our Site. b. We do not control the Content posted via Our Site or the Network and, as such, We cannot guarantee the accuracy, integrity or quality of said Content. c. You understand that the opinions expressed in any posting, project, forum, rating system, chat room and discussion board are those of the individual authors; and are not necessarily Our opinions, nor the opinions of Venngo Inc., Our partners, sponsors, subsidiaries, capital contributors, affiliates, officers, agents, co-branders, sub-licensees, suppliers, clients or employees ("Partners"). d. You further understand that by visiting, or using, Our Site, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will We be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted via Our Site. e. You agree to use the Site in a courteous and co-operative manner, as to not abuse common Internet etiquette. f. You agree that you will not use the Site to violate the law, to misuse the proprietary information or property of others, or to make publications which are threatening or defamatory or otherwise injurious to the safety, business or reputation of others. g. Without limiting the generality of the foregoing, you also agree not to use Our Site to: i. Upload, post, email or otherwise transmit any: 1. Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; 2. Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); 3. Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; 4. Unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," except in areas that are designated for such purpose, as this constitutes a serious violation of Internet etiquette; 5. Material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment; ii. Impersonate any person or entity; iii. Falsely state or otherwise misrepresent your affiliation with any person or entity; iv. Forge headers or otherwise manipulate uniform resource locators (URL) or other identifiers to disguise the origin of any Content transmitted through Our Site, to acquire unauthorized access to restricted areas of the Site, or for any other purposes; v. Interfere with, or disrupt, Our Site's service, servers or networks connected to Our Site, or disobey any requirements, procedures, policies or regulations of networks connected to Our Site; vi. Intentionally or unintentionally violate any applicable local, national or international law, including, but not limited to, any regulations having the force of law; vii. "Stalk" or otherwise harass other Users; viii. Engage in deceptive marketing or advertising practices; ix. Collect or store personal data about other Users; x. Promote or provide instructions, information or advice about illegal activities, physical harm or personal injury against any individual or group; or xi. Access Our Site for the purpose of data mining or extracting content from the Site. h. You acknowledge that We do not pre-screen Content, but that We shall have the right (but not the obligation), at Our sole discretion, to refuse or move any Content that is available via our Site. Without limiting the foregoing, We have the right to remove any Content that violates this T&C or is, in Our sole opinion, otherwise objectionable. i. You acknowledge that by posting, uploading, inputting, providing or submitting your feedback and suggestions ("Feedback") you grant us, and our Partners, permission to use your Feedback in connection with the operation of Our Internet businesses; including, without limitation the rights to copy distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Feedback; and to publish your name in connection with your Feedback. No compensation will be paid with respect to the use of your feedback and suggestions, as provided herein. We are under no obligation to post or use any feedback and suggestions you may provide or may remove such at any time in Our sole discretion. j. By posting, uploading, inputting, providing or submitting your Feedback you warrant and represent that you own or otherwise control all of the rights to your Feedback as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Feedback. k. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by Us or submitted to Our Site, including without limitation information in postings, advice forums, and in all other parts of Our Site. l. You acknowledge and agree that We may preserve Content and also disclose Content if required to do so by law or in the belief that such preservation or disclosure is reasonably necessary to: i. Comply with legal process; ii. Enforce the T&C; iii. Respond to claims that any Content violates the rights of third parties; iv. Protect the rights, property or Our personal safety, and the personal safety of Our Site Users and the public. m. You understand that the technical processing and transmission of Our Site, including your Content, may involve: i. Transmissions over various distributed networks, including the Internet; and ii. Changes to conform and adapt to the technical requirements of connecting to such distributed networks, including the Internet. n. Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of data exported from the respective country in which you reside. 5. PUBLIC CONTENT a. For the purposes of the T&C, "public parts of the Site" are those accessible by Site Members. By way of example, a publicly accessible area of the Site would include Channel postings. b. With respect to all Content you elect to post to the public parts of the Site, you grant Us and our Partners world-wide, royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Content (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed. 6. INDEMNITY a. You understand and agree that We assume no responsibility for the timeliness, delivery, deletion or failure to store any User communications or personalization settings. b. You agree to indemnify and hold Us, and our Partners, harmless from all damages, costs, liabilities, and any claim or demand, including reasonable lawyers' fees, made by any third party, due to or arising out of Content you submit, post to or transmit through the Site, your use of the Site, your connection to the Site, your violation of the T&C, or your violation of any rights of another person, or due to or arising from such activities carried out by a person using your computer facilities, Site account or password, with, or without your knowledge. 7. GENERAL PRACTICES REGARDING USE AND STORAGE a. You acknowledge that We may establish general practices and limits concerning use of this Site, including, without limitation, the file size of Content and the length of time such Content will be retained on the Site. b. You agree that We and our Partners have no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Site. c. You acknowledge that We reserve the right to delete accounts that are inactive for an extended period. d. You further acknowledge that We and our Partners reserve the right to change these general practices and limits at any time, at our sole discretion, with or without notice. 8. MODIFICATIONS TO THE SITE a. We reserve the right to modify or discontinue, temporarily or permanently, this Site, or any part thereof, with or without notice, at any time. b. You agree that We shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site, or any part thereof. c. Unless explicitly stated otherwise, any new features that augment or enhance the current Site, including the release of new resources, tools or services, shall be subject to this T&C. 9. TERMINATION a. By using Our Site, you do not acquire any rights to the Site other than a limited license to use it as provided herein, which can be terminated in accordance with this section. b. You agree that We, in our sole discretion, may terminate your password, account, or any part thereof, or use of Our Site, and remove and discard any Content within the Site, 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 the T&C. c. We may also in Our sole discretion discontinue providing the Site, or any part thereof, with or without notice, at any time. d. You agree that any termination of your access to this Site under any provision of this T&C may be effected without prior notice, and acknowledge and agree that We may immediately deactivate or delete your account and all related information and files and/or bar any further access to such files or to the Site. e. Further, you agree that We shall not be liable to you or any third-party for any termination of your access to the Site. 10. DEALINGS WITH THIRD PARTIES a. Your correspondence, business dealings with, or participation in promotions of third party commercial entities, experts, or advertisers found on or through the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such commercial entity, expert or advertiser. b. You agree that We shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such commercial entities, experts or advertisers on this Site. 11. EXTERNAL LINKS a. This Site may provide, or third parties may provide, links to other Internet Sites or resources. Because We have no control over such Sites and resources, you acknowledge and agree that We are not responsible for the availability of such external Sites or resources, and do not endorse and are not responsible or liable for any Content, advertising, products, or other materials on or available from such Sites or resources. b. You acknowledge and agree that We 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. c. You further acknowledge and agree to comply with the Terms, Conditions and Privacy Policies of each external site linked to from this Site, and if you do not agree with those Terms, Conditions and Privacy Policies that you will leave the linked site immediately. e. You agree not to modify the Site in any manner or form, or to use modified versions of the Site, including (without limitation) for obtaining unauthorized access to the Site. f. You further agree not to access the Site by any means other than through the interface that is provided by Us. 13. DISCLAIMER OF WARRANTIES a. You expressly understand and agree that: i. Our Site is provided on an "as is" and "as available" basis and your use of Our Site is at your sole risk. ii. We disclaim all warranties of any kind, whether express or implied. iii. We make no representation or warranty that: 1. Our Site will meet your requirements; 2. Our Site's service will be uninterrupted, timely, secure or error-free; 3. Content obtained from or through the use of Our Site will be accurate or reliable; and 4. The quality of any advice, products, services, information, or other material purchased or obtained by you through Our Site will meet your expectations; 5. Any advice or information, whether oral or written, obtained by you from Us or through or from this Site shall create any warranty not expressly stated in the T&C. 14. LIMITATION OF LIABILITY a. You expressly understand and agree that We shall not be held liable for any, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of revenues, profits, goodwill, use, data, failure to realize expected savings, or other intangible losses (even if we have been advised of the possibility of such damages), resulting from: i. The use or the inability to use the Site; ii. The cost of replacing, or failure of receipt of, any goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from our Site; iii. Invalid destinations, transmission errors, or unauthorized access to or alteration of your transmissions or data; iv. Statements, offers or non-offers, or conduct of any Partner, Contributor or third party on Our Site; or v. Any other matter relating to Our Site and the Network. 15. NOTICES a. Notices to you may be made via either email or regular mail. b. We may also provide notices of changes to the T&C or other matters by displaying notices or links to notices to you generally on the Site. c. While we may give you notice from time to time, We are not obligated to do so. 16. TRADEMARK INFORMATION, COPYRIGHTS AND COPYRIGHT AGENTS a. You should assume everything you see or read on Our Site is copyrighted unless otherwise noted. b. You are free to use the Content provided you do not modify it and provided you retain all copyrights and other proprietary notices contained in the Content and on Our Site; however, you require Our written consent to copy or display any portion of the Content for redistribution to third parties or for commercial purposes. c. The trademarks, logos, service marks and other names and icons identifying products and services on this Site are registered and unregistered trademarks of Our Partners and Us. 17. GENERAL INFORMATION a. The T&C constitutes the entire agreement between you and Us and governs your use of the Site, superseding any prior agreements between you and Us. b. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, products and services. c. The laws of Ontario, Canada shall govern the T&C and the relationship between you and Us. You and We agree to submit to the personal jurisdiction of the courts located within Ontario, Canada in relation to claims arising under or related to the T&C. d. Our failure to exercise or enforce any right or provision of the T&C shall not constitute a waiver of such right or provision. If any provision of the T&C 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 T&C remain in full force and effect. e. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or the T&C must be filed within one (1) year after such claim or cause of action arose or be forever barred. f. The section titles in the T&C are for convenience only and have no legal or contractual effect. 18. VIOLATIONS Please report any violations of the T&C to memberservices@venngo.com.

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