Kizby Terms of Use Agreement

Last revised: Nov 12, 2010.

This Terms of Use Agreement (Agreement) governs your use of the Kizby Service. By using the Kizby Services offered herein, you indicate your acceptance to be bound by this Terms of Use.

  1. Definitions
  2. Registration and Security
  3. User Responsibilities
  4. Changes to the Kizby Service and Pricing
  5. Submissions
  6. Intellectual Property
  7. Kizby Service Refund Policy
  8. Currency Conversion and Associated Fees
  9. Kizby Auto-Renew and Cancellation Policy
  10. Disclaimer of Warranty
  11. Limitation of Liability
  12. Indemnification
  13. Monitoring
  14. Revisions to the Terms of Use
  15. Termination
  16. Miscellaneous

1. Definitions

The Kizby Service or the Service is the on-line service operated by Manumitting Technologies, including the Kizby Website and associated software products.

The Kizby Website is the website and affiliated websites hosted at kizby.com.

You means a customer of the Kizby Service and/or visitor of the Kizby Website.

Account means your Kizby account, including user name and password information.

Affiliates refers to the our affiliated companies, officers, directors, suppliers, partners, sponsors, and advertisers, and includes all parties involved in creating, producing, and/or delivering the Kizby Service.

2. Registration and Security

When you register, you choose a password and provide your email and other information. You are responsible for providing accurate registration information and for updating it as required. You are responsible for maintaining the confidentiality of your password. Our current Privacy Policy is available at manumitting.com and is specifically included by reference into this Agreement.

3. User Responsibilities

You may only use the Kizby Service (a) for lawful purposes, (b) in accordance with this Agreement and any operating rules established by Manumitting Technologies. You may not restrict or inhibit any other person from using or enjoying the Kizby Service. You will not use the Kizby Service in jurisdictions where prohibited by applicable law.

You may use the Kizby Service as an individual and are prohibited from sharing your user account and login information with any other individual.

Should you be found in violation of this specific policy, Manumitting Technologies reserves the right to invoice you for unauthorized use of the Kizby Service for the cost of the subscription plan which is applicable to your actual use of the Kizby Service.

4. Changes to the Kizby Service and Pricing

Manumitting Technologies may, at any time, change or discontinue any aspect or feature of the Kizby Service, including content, subscription plans and features, pricing, hours of availability, equipment or the software needed for access or use. Kizby may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability.

5. Submissions

The Service may provide features that allow you to post messages and content, to interact with us and other users and to upload files, documents, URLs or other materials (collectively, Submissions). When using any of the features of the Service which allow you to post, upload or make Submissions, it is a condition of your use of the Service that you observe the rules of netiquette and that you do not:

  1. restrict or inhibit any other user from using and enjoying the Service, interfere or attempt to interfere with the proper workings of the site or do anything which in our sole discretion imposes an unreasonable or disproportionately large load on our Service infrastructure;
  2. post or transmit any unlawful, threatening, abusive, libellous, defamatory, obscene, vulgar, pornographic, profane or indecent information of any kind, including, without limitation, any Submission constituting or encouraging conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any local, state, provincial, national or international law or regulation;
  3. post or transmit any Submission, including, without limitation, articles, images, stories, software or other material, which violates or infringes upon the rights of others, including material which is an invasion of privacy or publicity rights or which is protected by any intellectual property rights, including, without limitation, copyright, patent, trade secret, trademark or other proprietary rights herein, or derivative works with respect thereto, without first obtaining permission from the owner or rights holder;
  4. post or transmit any Submission that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual, could be harmful to minors, harasses or advocates harassment of another person, provides material that exploits people under the age of 18 in a sexual or violent manner, provides instructional information about illegal activities, including, without limitation, the making or buying of illegal weapons;
  5. post or submit any Submission which solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
  6. post or transmit any Submission which contains a virus or other harmful component, or provides or creates computer viruses;
  7. post or transmit junk mail, chain letters, unsolicited mass mailing or spam; or
  8. use the Service for commercial purposes, including, without limitation, posting, uploading or transmitting any Submissions which contain advertising or which engage in commercial activities and/or sales, or which involve contests, sweepstakes, barter, advertising, and/or pyramid schemes.

By posting or uploading Submissions to the Service, you grant us a royalty-free, perpetual, non-exclusive, irrevocable, unrestricted, worldwide licence to: (i) use, reproduce, store, adapt, translate, modify, make derivative works from, transmit, distribute, publicly perform or display such Submissions for any purpose; and (ii) to sub-licence to third parties the unrestricted right to exercise any of the foregoing rights. In addition to the grant of the above licence, you hereby (i) agree to waive all moral rights in any Submission in our favour; (ii) consent to your Personal Profile Information appearing as the contributor of any Submission, where applicable, and to the disclosure and/or display of such information and any other information which appears in or is associated with a Submission; (iii) acknowledge and agree that we are not responsible for any loss, damage, or corruption that may occur to your Submissions; and (iv) acknowledge and agree that any Submissions you provide for display on the Service will be considered non-confidential.

Either Manumitting Technologies, or any third-party provider of information, may review Submissions before they are posted, and may refuse to post any Submission to the Service. Furthermore, Manumitting Technologies and any third-party provider of information reserve the right, in our sole discretion, to edit or remove any Submission, whether or not the Submission is in violation of the provisions hereof or otherwise objectionable.

Neither Manumitting Technologies, nor any third-party provider of information, are not responsible for the content of any Submission. Submissions represent the views and opinions of the person(s) posting the Submission and do not represent the views or opinions of Manumitting Technologies, or respective author(s), or publisher(s). While we are under no obligation to investigate any complaint regarding any Submission, Manumitting Technologies and any third-party provider of information may, in our sole discretion, investigate complaints and take any actions we deem appropriate in the circumstances, including, without limitation, removing the offending communication from the Service and terminating the submitting party's right to access and use the Service (or any portion thereof).

6. Intellectual Property

The Kizby Service contains copyrighted material, trademarks and other proprietary information. Without limiting the scope of Manumitting Technologies' intellectual property rights, you acknowledge that Manumitting Technologies and/or its licensors own intellectual property rights in (i) the content included within the publications; (ii) the Kizby Service, the content contained within it; (iii) the selection, coordination, and arrangement of the Kizby Website and the publications contained within it; and (iv) the trademarks used in connection with the Service. Publications available with the Service are for your personal use with the Kizby only and may not be modified, reverse engineered, redistributed, sold, publicly displayed, licensed, rented, or otherwise provided to a third party or commercially exploited. We do not grant you any licenses express or implied, to the intellectual property of Kizby or our partners except as expressly authorized in this Agreement.

7. Kizby Service Refund Policy

We make no guarantee that you will be entitled to any refund for subscription purchases. A pro-rata refund of the unused portion of a current subscription may be granted at our discretion.

8. Kizby Auto-Renew and Cancellation Policy

Subscriptions purchased to the Kizby Service are auto-renewed at the end of the subscription term. However, you may cancel your subscription at any time. In case of cancellation no refund is granted for the unused portion of the cancelled subscription.

9. Currency Conversion and Associated Fees

Manumitting Technologies shows prices in Canadian dollars. When you purchase a subscription plan to the Kizby service, Manumitting Technologies will charge you a price in Canadian dollars. If your bank or a credit card company converts Canadian dollars to your local currency, the resulting price may fluctuate depending on the changes in the conversion rate. Your credit card company may charge you a fee for this service. Manumitting Technologies is not responsible for any fees that your bank or credit card company charges for performing currency conversion, conversion rate or changes in the conversion rate.

Manumitting Technologies may attempt to show approximations for its prices in your local currency. These approximations are for informational purposes only. Manumitting Technologies is not responsible for any discrepancies between the approximations shown and the prices actually charged to your credit card.

10. Disclaimer of Warranty

(A) THE KIZBY SERVICE IS PROVIDED AS IS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE, NON-INFRINGEMENT, NONINTERFERENCE, ACCURACY OF DATA, ACCURACY OF TRANSLATION, AVAILABILITY, TIMING, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.

(B) WITHOUT LIMITING THE FOREGOING, NEITHER MANUMITTING TECHNOLOGIES NOR ITS AFFILIATES, LICENSORS, OR AGENTS WARRANT THAT THE KIZBY SERVICE WILL BE UNINTERRUPTED, TIMELY, OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE KIZBY SERVICE, OR AS TO THE ACCURACY, RELIABILITY, OR CONTENT OF ANY INFORMATION, SERVICE, OR GOODS PROVIDED IN CONNECTION WITH THE KIZBY SERVICE. YOU BEAR THE RESPONSIBILITY FOR OBTAINING AND MAINTAINING RELIABLE INTERNET CONNECTIVITY, TYPICALLY THROUGH A THIRD PARTY INTERNET SERVICE PROVIDER. MANUMITTING TECHNOLOGIES IS NOT RESPONSIBLE FOR ISSUING REFUNDS BASED ON YOUR INABILITY TO CONNECT TO KIZBY SITE OR USE THE SERVICES.

11. Limitation of Liability

IN NO EVENT WILL MANUMITTING TECHNOLOGIES OR ITS AFFILIATES, LICENSORS, OR AGENTS BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, AND CONSEQUENTIAL (INCLUDING WITHOUT LIMITATION LOST PROFITS) OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE KIZBY SERVICE. YOU ACKNOWLEDGE THAT (I) THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THE KIZBY SERVICE; AND (II) MANUMITTING TECHNOLOGIES IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF THIRD PARTIES INCLUDING MANUMITTING TECHNOLOGIES LICENSORS AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

12. Indemnification

You agree to defend, indemnify and hold harmless Manumitting Technologies, its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys' fees, arising out of your use or inability to use of the Kizby Service. You agree to fully cooperate as reasonably required in the defense of any such claim.

13. Monitoring

We have the right, but not the obligation, to monitor the Kizby Service (i) to determine compliance with this Agreement and any operating rules established by Manumitting Technologies; and (ii) to satisfy any law, regulation or authorized government request. Without limiting the foregoing, we shall have the right to remove any content that we, in our sole discretion, find to be in violation of the provisions hereof or otherwise objectionable or in breach of Manumitting Technologies licensors' obligations.

14. Revisions to the Terms of Use

Manumitting Technologies shall have the right at any time to change or modify this Agreement. You will be effectively notified when (i) we prominently display the revised Terms of Use Agreement on the Kizby website; or (ii) you are notified by any other means that would make a reasonable person aware of the new Terms of Use Agreement. Your continued use of the Kizby Service after notice of the new agreement constitutes your acceptance of the new agreement.

15. Termination

Either Manumitting Technologies or you may terminate this Agreement at any time. Without limiting the foregoing, we have the right to immediately terminate your Account in the event that you breach this Agreement. If your Account is terminated, you are and will remain responsible for all charges incurred up to the time of the termination. The provisions of Section 1 and Sections 4–12 shall survive termination of this Agreement.

16. Miscellaneous

This Agreement and any operating rules for the Kizby Service established by Manumitting Technologies constitute the entire agreement between us with respect to the subject matter hereof, and supersede all previous written or oral agreements between us with respect to such subject matter. This Agreement shall be construed in accordance with the laws of the Province of Ontario, Canada without regard to its conflict of laws rules. For any suit, action or other proceeding arising from or relating to this Agreement, you hereby irrevocably agree to personal jurisdiction and exclusive venue of the Canadian Court, Province of Ontario in the city of Guelph. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.