Last Updated On: March 1, 2012
1. ACCEPTANCE OF TERMS:
By registering for, or using, this website and/or any mobile applications that link to or reference this website (the “Site”) or any services provided herein (the “Services”), you are agreeing and consenting to the following terms and conditions of use and the Privacy Policy (collectively the “Terms of Use”) in its entirety. If you do not agree to these Terms of Use, please do not use this Site or immediately discontinue all use of this Site, do not register for Services, do not submit any details about yourself, and do not access any of the web content.
Cityhound Inc. (hereinafter “Cityhound”, “we”, “us” or “our”) owns this Site, but does not necessarily own, monitor or control all Content (as defined below) contained herein. We provide this Site for information purposes only and subject to the Terms of Use which we reserve the right to update at any time without notice to you.
2. RESTRICTIONS ON USE AND CONDUCT OF USERS:
a) Permission: Your right to access and use this Site and its Content and Services is governed and limited by these Terms of Use, by which, you agree to be and are hereby bound.
b) Content and Responsibility: All content on this Site, including but not limited to text, images, graphics, logos, photos, music, sound, video, messages or other materials (the “Content”) are the exclusive responsibility of the party from which such Content originated. “Your Content” means Content that you submit or transmit to or through the Site, such as ratings, reviews, compliments, invitations, and information that you display or distribute. “Cityhound Content” means Content that we create, post, or otherwise make available, on the Site. "Third Party Content" means Content that is made available on the Site by parties other than Cityhound or its users, including advertisers and businesses. Unless otherwise stated, no Content from this Site may be copied, reproduced, republished, transmitted, sold or distributed in any way or by any means. Cityhound does not monitor or control the Content posted to this Site, and consequently, each user is strictly responsible and liable for all Content uploaded, posted, emailed, transmitted or otherwise made available on the Site. Cityhound does not warrant or guarantee the accuracy, integrity or quality of such Content and nor does the Content necessarily reflect the opinion of Cityhound. You alone are responsible for Your Content, and once published, it cannot always be withdrawn. You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by Cityhound. You may expose yourself to liability if, for example, Your Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation. You agree to indemnify and hold Cityhound and its officers, directors, agents, subsidiaries, joint ventures, employees, owners, partners and third-party service providers (collectively the “Cityhound Group”), harmless from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown including reasonable legal fees, arising out of any of the foregoing, Your Content, your use of the Site, or your violation of any law or the rights of a third party.
c) Ownership: You own Your Content (subject to the License granted below) and we own the Cityhound Content, including but not limited to visual interfaces, interactive features, graphics, design, compilations, computer code, products, software, aggregate user review ratings and all other elements and components of the Site excluding Your Content. We also own all intellectual and proprietary rights, including copyrights, trademarks, service marks, trade names, and moral rights throughout the world associated with the Cityhound Content and the Site. You may only use or reproduce the Cityhound Content for your own personal and non-commercial use. The Cityhound Content may not be otherwise used, reproduced, broadcast, published or retransmitted without the prior written permission of Cityhound. You must abide by all copyright notices, information and restrictions contained in any Content on, or accessed through the Site and maintain such notices in the Content.
d) License: We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms. By posting, uploading or submitting any information, material or Content to the Site, you automatically grant (or automatically warrant that the owner of the rights to such material, information or Content has expressly granted) the Cityhound Group a perpetual, royalty-free, irrevocable non-exclusive right and license throughout the world to use, reproduce, modify, adapt, create derivative works from, publish, translate, license, transmit, distribute, display and otherwise exploit any or all portions of such information, material or Content. In additional, you irrevocably waive all moral rights in any such information, material or Content. Cityhound does not guarantee that you will have any recourse through the Site to edit or delete any of Your Content. We also reserve the right to remove or refuse to post Your Content or any submission for any reason at the sole and absolute discretion of Cityhound.
e) Availability: This Site may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
f) Prohibited Use: You hereby irrevocably warrant and agree not to use this Site or the Services in any manner which may or could interfere with their operation nor to create, upload, post, publish or otherwise transmit or disseminate any material, information, or Content which:
i. may be considered or is libellous, defamatory, untrue, obscene, threatening, violent, scandalous, or discriminatory;
ii. could constitute a criminal offence, including without limitation, any crimes relating to pornography, threats, intimidation, hate, assault or fraud;
iii. violates the personal, proprietary, or intellectual property rights of Cityhound or any third party;
iv. contains a virus or any other contaminating or destructive features;
v. contains commercial content or promotes a business or other commercial venture or event, unless in connection with a Business Account as expressly permitted by Cityhound;
vi. contains bulk offers, surveys, contests or other mass messaging, whether commercial or not;
vii. in any other manner, contravenes applicable statutes, laws, rules, orders, regulations, bylaws or other legal requirements;
viii. in any manner violates the Terms of Use or the Privacy Policy governing your use of the Site and Services;
ix. is a modification, adaptation, appropriation, reproduction, distribution or exploitation of the Site or Content (other than your Content) unless expressly authorized by Cityhound
g) Advertising: Cityhound and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
h) No Endorsement: The Content on this Site does not necessarily reflect the opinion of Cityhound. We reserve the right to remove, screen, edit, or reinstate any Content from time to time at our sole discretion and without notice to you. For example, we may remove a review if we believe it violates the Terms of Use. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.
3. DISCLAIMER:
PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF CITYHOUND GROUP. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED.
Cityhound intends for the Content and the Site to be accurate and reliable, however, the Site and Content are provided on an “as is” and “as available” basis and without warranties of any kind, either express or implied. To the fullest extent permitted by applicable law, Cityhound Group disclaims all warranties, express or implied, including, but not limited to, implied warranties of fitness for a particular purpose with respect to the Site, the Content, or any materials accessible therefrom and any website with which it is linked. The Cityhound Group does not warrant the functions, the Site, the Content or links contained on the Site or that the Site and Content will meet your requirements, that the Site, or the Content are fit for any particular purpose or that the Site will be uninterrupted or error free, that defects will be corrected, or that the Site or Content are free of viruses, or another harmful components. The Cityhound Group do not warrant or make any representations regarding the use or result of the use of the Site or Content or Services on the Site in terms of correctness, accuracy, reliability, or otherwise.
You acknowledge that, notwithstanding your use of the Site, the Services, or the Content provided herein, the Cityhound Group does not endorse any specific individual, partnership, association, business, or service provider.
Cityhound Group makes no claims or promises with respect to any third party, such as the businesses listed on the Site or the Site’s users. Accordingly, the Cityhound Group is not liable to you for any loss or damage that might arise from their actions, including if another user misuses Your Content or identity or if you have a negative experience with one of the businesses listed on the Site. Your purchase or use of any product or service of any third party listed on the Site is entirely at your own discretion and risk.
Should you have a dispute with any third party, you must address such dispute with the third party directly, and you hereby agree to release the Cityhound Group from any damages or claims (including consequential and incidental damages) of every kind or nature, suspected and unsuspected, known and unknown, and disclosed or undisclosed, arising out of or in any way connected with such disputes and your dealings with third parties listed on or linked to this Site.
Your sole and exclusive right and remedy in case of dissatisfaction with the Site, related Services, or any third party listed on or linked to the Site, shall be your termination and discontinuation of access to, or use of, the Site.
4. LIMITATION OF LIABILITY:
You acknowledge and agree that your use of this Site may expose you to Content that is, inter alia, inaccurate, incomplete, offensive, indecent or objectionable. Under no circumstances, including, but not limited to negligence, shall the Cityhound Group, be liable for any damages whatsoever, including direct, indirect, special, incidental, or consequential damages or losses arising from your use of, or inability to use, or the performance of, this Site, the Content, or the Services, even if Cityhound or an authorized representative has been advised of the possibility of such damages. Nor shall Cityhound Group, in any event, be liable to you or any third party for any special, punitive, incidental or consequential damages, including loss of profits, business interruption, reputational harm, or the loss of data arising out of or in connection with the use of the Services or the Site or any service or site referenced in, or linked to, the Site.
5. CITYHOUND BUSINESS ACCOUNTS:
If you purchase a Cityhound Paid Business Account (“Business Account”), the terms of your purchase will be governed by the Cityhound Business Account General Terms. Please review them before you make each purchase since they may change from time to time. In the event of any conflict between the Cityhound Business Account General Terms and these Terms of Use, the Cityhound Business Account General Terms will prevail.
Similarly, if you purchase advertising from Cityhound the Cityhound Advertising Terms will apply. In the event of any conflict between the Cityhound Advertising Terms and these Terms of Use, the Cityhound Advertising Terms will prevail.
6. INDEMNITY:
You acknowledge and expressly agree that your use of the Site is entirely at your own risk. You agree to defend and indemnify and hold the Cityhound Group harmless from any obligation, liability, claim, cost, suit, damage or demand, including reasonable legal fees, due to or arising out of: Content you submit, post, transmit or make available through the Site; your violation of the Terms of Use; your conduct or misconduct in dealings with other users of the Site or the Services; or your violation of any rights of another. Cityhound reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Cityhound. Cityhound will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
7. MODIFICATIONS TO SITE and TERMS OF USE:
We reserve the right, at any time, and from time to time, to modify or discontinue, temporarily or permanently, the Terms of Use or Site (or any part thereof) with or without notice. You agree that Cityhound Group shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site or Terms of Use. Any continued use of the Site after any such modification of the Site or Terms of Use shall be deemed conclusive of your acceptance of the modified Terms of Use.
8. DEALINGS WITH ADVERTISERS OR THIRD PARTIES:
Any correspondence or business dealings with any third parties, including merchants, sellers, buyers, or advertisers found on or through the Site, are solely between you and such third parties. The Cityhound Group has no control over the quality or legality of the Content advertised or the truth or accuracy of any representations made by such third parties. 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 third parties on the Site. You and the third party are responsible for compliance with all laws applicable in any transaction.
9. LINKS TO THIRD PARTY SITES:
This Site contains links to third-party web-sites or services that are not under the control of Cityhound. Consequently, we make no representations whatsoever about any other web-site or service to which you may have access through this Site. Cityhound provides these links merely as a convenience and the inclusion of such links does not imply that we endorse or accept any responsibility for the content or uses of such web-sites or services. The Cityhound Group shall not be responsible for the contents of any site linked to this Site or for any link contained in a linked site. Your use of third party sites is at your own risk.
10. PROPRIETARY RIGHTS
You acknowledge and agree that the Site and any necessary software used in connection with the Site contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Site or advertisers, is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Cityhound or advertisers, you agree not to decompile, reverse engineer, modify, rent, lease, loan, sell, distribute or creeate derivative works based on the Site or its Content or Advertising, in whole or in part, or otherwise attempt to discover the source code of any of the software available on or through the Site. Except as otherwise indicated elsewhere on this Site, you may view, download, modify and print the materials available on the Site provided that you are in compliance with these Terms of Use; you may not remove any copyright, trademark or other proprietary notices contained in the materials; and the rights granted to you constitute a limited license and not a transfer of title.
11. TERM AND TERMINATION:
The Terms of Use, by which you are hereby bound, will remain in full force and effect while you use the Site, the Services and/or have a Paid Business Account.
Cityhound may terminate your account, suspend your ability to use certain portions of the Site, and/or ban you altogether from the Site for any or no reason, and without notice or liability of any kind. Upon such termination by Cityhound, with or without cause, you shall not be entitled to, nor shall we be liable to you, for any refund of any unused portion of any Business Account payments that we have received from you, and we may continue to bar your use of the Site and Service in the future.
These Terms of Use shall continue to bind you after termination of your account or suspension or ban from the Site and you expressly agree to be bound by the Terms of Use which shall survive termination, including the indemnity and disclaimer provisions.
12. WARRANTIES AND DISCLAIMERS:
Some provinces or jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you. To the extent permissible, any implied warranties that cannot by law be excluded are limited to ninety (90) days.
Applicable law may not allow the limitation or exclusion of liability of incidental or consequential damages, so the above limitations or exclusions may not apply to you. In no event shall the total liability to you by Cityhound or Cityhound Group for all damages, losses, and causes of action (whether in contract or tort (including but not limited to negligence) or otherwise) exceed the greater of (i) the amount paid, if any, by you to Cityhound in connection with the Site in the 12 months prior to the action giving rise to the liability, or (ii) CDN $100.00.
13. GOVERNING LAW AND SEVERABILITY:
This Site is controlled by Cityhound from its offices within the province of Ontario, Canada. By accessing this Site and its Services, you and Cityhound agree that the statutes and laws of the Province of Ontario, without regard to the conflicts of laws principles thereof, shall govern all matters relating to your access to, or use of, this Site and its Services. You and Cityhound also agree and hereby submit to the exclusive forum, jurisdiction and venue of the courts of Ontario in any and all actions, disputes or controversies relating hereto. If any provision of these Terms of Use shall be found to be unlawful, void and unenforceable, then such provision shall be deemed severable herefrom and will not affect the validity and enforceability of any remaining provisions.
14. PRIVACY POLICY:
This Cityhound Privacy Policy (the “Privacy Policy”) is a binding and integral part of the Terms of Use of this Site, and applies to this Site, and all Services or URL’s controlled or operated by Cityhound which link to this Site, unless otherwise specified.
You represent that you have read and understood our Privacy Policy. Note that we may disclose information about you to third parties if we have a good faith belief that such a disclosure is reasonably necessary to (i) take action regarding suspected illegal activities; (ii) enforce or apply our Terms and Privacy Policy; (iii) comply with legal process or other government inquiry, such as a search warrant, subpoena, statute, judicial proceeding, or other legal process served on us; or (iv) protect our rights, reputation, and property, or that of our users, affiliates, or the public. If you use the Site outside of Canada, you consent to having your personal data transferred to and processed in Canada.
15. GENERAL TERMS:
a) We reserve the right to modify, update, or discontinue the Site at our sole discretion, at any time, for any or no reason, and without notice or liability.
b) We may provide you with notices, including those regarding changes to the Terms by email, regular mail or communications through the Site.
c) Except as otherwise stated herein, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
d) The Terms, which by reference include the Privacy Policy, contain the entire agreement between you and us regarding the use of the Site, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
e) Any failure on Cityhound's part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
f) If any provision of the Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
g) The Terms are not assignable, transferable or sub-licensable by you except with Cityhounds's prior written consent, but may be assigned or transferred by us without restriction. Any assignment, transfer, or sub-license attempted to be made in violation of the Terms shall be void.