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WEORC Terms of
Sale
Date of
Last Revision: January 7, 2009.
Certain
products and services may from time to time be made available to you ("you",
"User" or “Member”) by Baerix Corporation operating as WEORC or its corporate
affiliates (collectively, "us", "we" or "the Company") through the WEORC Site.
By purchasing any products or services through WEORC, you signify that you have
read, understand and agree to be bound by the Terms of Sale in effect at the
time of purchase ("Terms of Sale"). Your purchases and your use of WEORC are
also governed by the WEORC
Terms of Use ("Terms of Use"), which are
incorporated herein by reference. "WEORC Site" means that website currently
appearing at www.WEORC.com, any other WEORC or WEORC affiliate-branded or
co-branded website or web page (including, without limitation, any and all
sub-domains, international versions and successors thereof) and any WEORC or
WEORC Affiliate provided services, including, without limitation, services
provided through any media, devices or networks now existing or later developed.
These
Terms of Sale are subject to change without prior written notice at any time, in
Company's sole discretion, and such changes shall apply to any purchases made
after such changes are posted to the WEORC Site. Therefore, you should review
these Terms of Sale prior to each purchase so you will understand the terms
applicable to such transaction. If you do not agree to these Terms of Sale, do
not make any purchases on WEORC.
PLEASE READ THESE TERMS OF SALE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION
REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS
LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW
DISPUTES WILL BE RESOLVED.
Purchase Qualifications; Account Security
To make
a purchase on WEORC, you must be a registered WEORC User and comply with these
Terms of Sale (including the Terms of Use). You acknowledge that you are
responsible for maintaining the security of, and restricting access to, your
account and password, and you agree to accept responsibility for all purchases
and other activities that occur under your account. WEORC sells its products and
services only to those users who can legally make purchases with a credit card.
If you are under 18, you may make purchases on WEORC only with the involvement
of a parent or guardian. WEORC reserves the right to refuse or cancel orders or
terminate accounts, at any time in its sole discretion.
Membership and Subscription; Pricing
You may become a Member of WEORC at no cost. As a Member,
you will have the ability to participate in some, but not all, of the features
and services available within WEORC. In order to access additional features and
services, including the ability to communicate with other Members, you must
become a paying subscriber (Premium Member) to WEORC. Please see
Premium Membership for a description of the current plans and prices. Please
note that the subscription policies that are disclosed to you in subscribing to
WEORC are deemed part of this Agreement. For purposes of this Agreement the term
"user" includes subscribers, unless where its usage indicates otherwise. From
time to time, WEORC may remove the profiles of non-subscribers.
Payment Method and Terms
You may become a Member of WEORC at no cost. As a Member, you will have the
ability to participate in some, but not all, of the features and services
available within WEORC. In order to access additional features and services,
including the ability to communicate with other Members, you must become a
paying subscriber (Premium Member) to WEORC. Please see
Premium Membership for a description
of the current plans and prices. Please note that the subscription policies that
are disclosed to you in subscribing to WEORC are deemed part of this Agreement.
For purposes of this Agreement the term "user" includes subscribers, unless
where its usage indicates otherwise. From time to time, WEORC may remove the
profiles of non-subscribers.
We
accept Visa, MasterCard, and American Express credit cards and certain debit
cards, as forms of payment. By submitting an order through WEORC, you authorize
the Company, or its designated payment processor, to charge the account you
specify for the purchase amount. All payments are to be made in United States
Dollars. When you provide your credit card number to WEORC, you may authorize us
to store your credit card number and related payment information.
This Agreement will remain in full force and effect while you use the Website
and/or are a Member. You may terminate your membership and/or subscription at
any time, for any reason, by following the instructions on the Resign pages in
Account Settings, or by sending
WEORC written notice of termination to WEORC, 1659 Victoria Street North,
Kitchener-Waterloo, Ontario, Canada N2B 3E6.
or email notice of termination to
customercare@WEORC.com. If you terminate your subscription, your
subscription will remain active until the end of your then-current subscription
period (that is, the subscription period through which you had paid prior to
your termination). WEORC may terminate your membership and/or subscription by
sending notice to you at the email address you provide in your application for
membership, or such other email address as you may later provide to WEORC. If
WEORC terminates your membership in WEORC because you have breached this
Agreement, you will not be entitled to any refund of unused subscription fees.
All decisions regarding the termination of accounts shall be made in the sole
discretion of WEORC. WEORC is not required to provide you notice prior to
terminating your membership and/or subscription. WEORC is not required, and may
be prohibited, from disclosing a reason for the termination of your account.
Even after your membership or subscription is terminated, this Agreement will
remain in effect. All terms that by their nature may survive termination of this
Agreement shall be deemed to survive such termination.
Subscriptions; Charges on Your Billing Account
WEORC bills you through an online account (your "Billing Account") for use of
WEORC. You agree to pay WEORC all charges at the prices then in effect for any
use of WEORC by you or other persons (including your agents) using your Billing
Account, and you authorize WEORC to charge your chosen payment provider (your
"Payment Method") for WEORC. You agree to make payment using that selected
Payment Method. WEORC reserves the right to correct any errors or mistakes that
it makes even if it has already requested or received payment.
Recurring Billing
Most subscription plans to WEORC consist of an initial period, for which there is
a onetime charge, followed by recurring period charges as agreed to by you. By
entering into this Agreement, you acknowledge that your subscription has an
initial and recurring payment feature and you accept responsibility for all
recurring charges prior to cancellation. WEORC MAY SUBMIT PERIODIC CHARGES
(E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR
NOTICE (CONFIRMED IN WRITING UPON REQUEST BY WEORC) THAT YOU HAVE TERMINATED
THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT
AFFECT CHARGES SUBMITTED BEFORE WEORC REASONABLY COULD ACT. TO TERMINATE YOUR
AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO
ACCOUNT SETTINGS.
Current Information Required.
YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING
ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT
CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD
NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY WEORC IF
YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE
OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF
YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT
ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE WEORC ANY OF THE FOREGOING
INFORMATION, YOU AGREE THAT WEORC MAY CONTINUE CHARGING YOU FOR ANY USE OF WEORC
UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR SUBSCRIPTION FOR
WEORC (CONFIRMED BY YOU IN WRITING UPON REQUEST BY WEORC).
Payment Method
The terms of your payment will be based on your Payment Method and may be
determined by agreements between you and the financial institution, credit card
issuer or other provider of your chosen Payment Method (the "Payment Method
Provider"). If WEORC does not receive payment from your Payment Method Provider,
you agree to pay all amounts due on your Billing Account upon demand.
Change in Amount Authorized
If the amount to be charged to your Billing Account varies from the amount you
preauthorized (other than due to the imposition or change in the amount of state
sales taxes), you have the right to receive, and WEORC shall provide, notice of
the amount to be charged and the date of the charge at least 10 days before the
scheduled date of the transaction. Any agreement you have with your Payment
Method Provider will govern your use of your Payment Method. You agree that
WEORC may accumulate charges incurred and submit them as one or more aggregate
charges during or at the end of each billing cycle.
Auto-renewal
Your WEORC subscription will be automatically extended for successive renewal
periods of the same duration as the subscription term originally selected, at
the then-current non-promotional subscription rate. To change or resign your
subscription at any time, go to
Account Settings. If you resign,
you may use your subscription until the end of your then-current subscription
term; your subscription will not be renewed after your then-current term
expires. However, you won't be eligible for a prorated refund of any portion of
the subscription fee paid for the then-current subscription period.
Reaffirmation of Authorization
Your non-termination or continued use of WEORC reaffirms that WEORC is authorized
to charge your Payment Method. WEORC may submit those charges for payment and
you will be responsible for such charges. This does not waive WEORC's right to
seek payment directly from you. Your charges may be payable in advance, in
arrears, per usage, or as otherwise described when you initially subscribed to
WEORC.
Free Trials and Other Promotions
Any free trial or other promotion that provides subscriber-level access to WEORC
must be used within the specified time of the trial. You must cancel your
subscription before the end of the trial period in order to avoid being charged
a subscription fee. If you cancel prior to the end of the trial period and are
inadvertently charged for a subscription, please contact customercare@WEORC.com to have the
charges reversed.
Modifications to Service
WEORC reserves the right at any time to modify or discontinue, temporarily or
permanently, WEORC (or any part thereof) with or without notice. You agree that
WEORC shall not be liable to you or to any third party for any modification,
suspension or discontinuance of WEORC.
Delivery
Any
tangible property purchased through the WEORC Site will be shipped FOB Shipping
Point. Title to such products passes from Company to you upon shipment. With
respect to services you purchase through the WEORC Site, you acknowledge and
agree that upon making such services available to you (or to their intended
authorized recipients), Company will have fully satisfied its obligation to
deliver or otherwise provide such services, regardless of any failure or
inability to use such services.
Product and Service Descriptions and
Availability, Errors
Company
and its suppliers continually upgrade and revise its products and services to
provide you with new products and services. Company may revise, discontinue or
modify products or services at any time without prior notice to customers, and
products or services may become unavailable without notice. Company shall have
no liability of any kind if a product or service that has been ordered is
unavailable. If necessary, Company reserves the right to substitute items of
equal or greater value when an item or service is unavailable or Company may
cancel the order.
We
attempt to be as accurate as possible and eliminate errors on WEORC; however we
do not warrant that any product, service or description, photograph, pricing or
other information is accurate, complete, reliable, current, or error-free. In
the event of an error, whether on the WEORC Site, in an order confirmation, in
processing an order, delivering a product or service or otherwise, we reserve
the right to correct such error and revise your order accordingly if necessary
(including charging the correct price) or to cancel the order and refund any
amount charged. In addition, we may, in lieu of a refund as provided in this
paragraph, opt to provide you with a merchandise or service credit (including
without limitation issuing, at our option, Gift Credits as described below),
with a value at least equal to the amount charged to your credit card. WEORC
reserves the right to determine and modify from time to time the exact nature of
any such merchandise or service credit, including conversion into one or more
different types of merchandise or service credits. Your sole remedy in the event
of such error is to cancel your order and obtain a refund or credit as set forth
above. To request a refund, send an email to charges@WEORC.com.
Taxes
User
will be responsible for any applicable sales or use tax, duties, or other
governmental taxes or fees payable in connection with your purchase. If you do
not pay such sales or other tax or fee on a transaction, you will be responsible
for such taxes or fees in the event that they are later determined to be payable
on such sale, and , and Company reserves the right to collect such taxes or
other fees from you at any time.
Returns
All
tangible merchandise, other than special orders and as otherwise noted by
Company, may be returned to us for a refund of your purchase price when you
notify us within 10 days of receipt of your order. We do not accept returns
after this 10-day period. A 20% restocking fee may be applied to your return,
but it shall not apply to returns due to defects or errors by Company. You are
responsible for paying shipping back to the designated location for returned
items, unless such item is being returned due to a product defect or error by
Company. You must call first for a return authorization number, and no
merchandise can be returned without a written authorization number. Items must
be unopened, in new condition, and returned in original shipping containers. All
merchandise must be inspected by customer upon delivery. If any box looks dented
or damaged in any way, the driver must make a notation and should mark any
damages. Boxes opened later and then damage noticed without driver making
notation, is considered concealed damage. Some shipping companies do not always
cover full refunds on concealed damage items. Company is not responsible for
damaged incurred during shipping. There are no returns or cancellations for any
intangible property or services purchased from Company, including without
limitation Virtual Gift services. All sales are final, non-cancelable and
nonrefundable except as expressly set forth in this Agreement or as otherwise
determined by Company in its sole discretion.
Privacy
We care
about the privacy of our Users. Click here to view the
WEORC Privacy Policy. By using the WEORC
Site, you are consenting to have your personal data transferred to and processed
in the United States.
Disclaimers
ANY
WARRANTY ON PRODUCTS OR SERVICES PURCHASED THROUGH THIS SITE ARE PROVIDED BY THE
ORIGINAL MANUFACTURER ONLY AND NOT BY COMPANY. COMPANY ITSELF MAKES NO
WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY PRODUCTS OR
SERVICES SOLD ON THIS SITE.
PRODUCTS
AND SERVICES ARE PROVIDED OR SOLD "AS-IS" AND THE COMPANY DISCLAIMS ANY AND ALL
REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT
LIMITATION IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE COMPANY CANNOT GUARANTEE AND DOES
NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF PRODUCTS OR SERVICES. COMPANY DOES
NOT REPRESENT OR WARRANT THAT PRODUCTS, SERVICES OR ANY PART THEREOF, ARE
ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT PRODUCTS OR SERVICES
THAT ARE DOWNLOADED FROM THE SITE ARE FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF
ANY SUCH CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND
DISINFECT VIRUSES.
Reference to any products, services, processes or other information, by trade
name, trademark, manufacturer, and supplier or otherwise does not constitute or
imply endorsement, sponsorship or recommendation thereof, or any affiliation
therewith, by the Company.
Limitation on Liability
EXCEPT
IN JURISDICTIONS WHERE SUCH PROVISIONS ARE RESTRICTED, IN NO EVENT WILL COMPANY
OR ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR
ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES,
INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR PURCHASE OR USE OF
ANY PRODUCTS OR SERVICES, EVEN IF THE COMPANY IS AWARE OR HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED HEREIN, THE COMPANY'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND
REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT
PAID BY YOU TO COMPANY FOR THE PRODUCT OR SERVICE, BUT IN NO CASE WILL THE
COMPANY'S LIABILITY TO YOU EXCEED $1,000. YOU ACKNOWLEDGE THAT IF NO AMOUNT IS
PAID TO COMPANY FOR THE PRODUCT OR SERVICE, YOU SHALL BE LIMITED TO INJUNCTIVE
RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE ENTITLED TO
DAMAGES OF ANY KIND FROM COMPANY, REGARDLESS OF THE CAUSE OF ACTION.
CERTAIN
STATE AND PROVINCIAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE
EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR
ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU,
AND YOU MAY HAVE ADDITIONAL RIGHTS.
Governing Law; Venue and Jurisdiction
You
agree that the laws of the Province of Ontario, without regard to principles of
conflict of laws, will govern your use and purchase of products and services and
these Terms of Sale, and any dispute of any sort that might arise between you
and the Company or any of our affiliates. With respect to any disputes or claims
not subject to arbitration (as set forth below), you agree not to commence or
prosecute any action in connection therewith other than in the provincial courts
Ontario or Federal courts of Canada, and you hereby consent to, and waive all
defenses of lack of personal jurisdiction and forum non convenient with respect
to, venue and jurisdiction in the province of Ontario and federal courts of
Canada.
Arbitration
YOU AND
COMPANY AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL
DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF SALE
(INCLUDING THE TERMS OF USE) OR THE SALE OF THE PRODUCTS OR SERVICES SHALL BE
FINAL AND BINDING ARBITRATION, except that, to the extent that either of us has
in any manner infringed upon or violated or threatened to infringe upon or
violate the other party's patent, copyright, trademark or trade secret rights,
such other party may seek injunctive or other appropriate relief.
Arbitration under this Agreement shall be conducted by the American Arbitration
Association (the "AAA") under its Commercial Arbitration Rules and, in the case
of consumer disputes, the AAA's Supplementary Procedures for Consumer Related
Disputes ( the "AAA Consumer Rules") (collectively the "AAA Rules"). The
location of the arbitration and the allocation of costs and fees for such
arbitration shall be determined in accordance with such AAA Rules and shall be
subject to the limitations provided for in the AAA Consumer Rules (for consumer
disputes). If such costs are determined to be excessive in a consumer dispute,
the Company will be responsible for paying all arbitration fees and arbitrator
compensation in excess of what is deemed reasonable. The arbitrator's award
shall be binding and may be entered as a judgment in any court of competent
jurisdiction.
To the
fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE
TERMS OF SALE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY
ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE,
AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any
claim, action or proceeding by you related in any way to any products or
services be instituted more than three (3) years after the cause of action
arose.
Indemnity
You
agree to indemnify and hold the Company, its subsidiaries and affiliates, and
each of their directors, officers, agents, contractors, partners and employees,
harmless from and against any loss, liability, claim, demand, damages, costs and
expenses, including reasonable attorney's fees, arising out of or in connection
with your purchase or use of any product or services, or any violation of this
Agreement or of any law or the rights of any third party.
Other
These
Terms of Sale, including the Terms of Use, constitute the entire agreement
between you and Company regarding purchases you make on WEORC, superseding any
prior agreements between you and Company relating to such purchases. The failure
of Company to exercise or enforce any right or provision of these Terms of Sale
shall not constitute a waiver of such right or provision in that or any other
instance. If any provision of this Agreement is held invalid, the remainder of
this Agreement shall continue in full force and effect. If any provision of
these Terms of Sale shall be deemed unlawful, void or for any reason
unenforceable, then that provision shall be deemed severable from these Terms of
Sale and shall not affect the validity and enforceability of any remaining
provisions. In the event of a conflict between these Terms of Sale and the Terms
of Use, these Terms of Sale shall be controlling.
Contacting the Web Site
Please
address email to customercare@WEORC.com or alternatively you may also contact us by
mail at 1659 Victoria Street North, Kitchener-Waterloo, Ontario, Canada N2B 3E6.
Please
visit these links for more information.
WEORC © 2009
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