KnowQuest Terms of Use

Knowquest, Inc. ("knowquest.com" or "we") offers a social networking service which enables its users, including students, faculty and librarians, to create academic profile pages and to connect with other users, including students, faculty and librarians, around the province of Ontario with the same academic interests (the “Services”) through our website, accessible at knowquest.com (the “Site”). Please read carefully the following terms and conditions (“Terms”) and our Privacy Policy, which may be found at knowquest.com/privacy and which is incorporated by reference into these Terms. These Terms govern your access to and use of the Site, Services and Collective Content (defined below), and constitute a binding legal agreement between you and knowquest.com.

Key Content-related Terms

“Content” means text, graphics, images, music, software, audio, video, information or other works of authorship.
“knowquest.com Content” means Content that knowquest.com makes available through the Site or Services, including any Content licensed from a third party, but excluding Member Content.
“Member” means a person who completes knowquest.com account registration process, as described under the “Account Registration” section below.
“Member Content” means Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Site or Services.
“Collective Content” means, collectively, knowqust.com Content and Member Content.
Certain areas of the Site (and your access to or use of certain Services or Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Services or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Services or Collective Content, as applicable.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE OR THROUGH THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY, THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED ON OR THROUGH THE SITE. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, SERVICES OR COLLECTIVE CONTENT. If you accept or agree to these Terms on behalf of a company, college or other legal entity, you represent and warrant that you have the authority to bind that company, university or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

Modification

Knowquest.com reserves the right, at its sole discretion, to modify the Site, Services and these Terms, at any time and without prior notice. If we modify these Terms we will post the modification on the Site or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Site or Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and Services.

Eligibility

The Site and Services are intended solely for persons who are 13 years of age or older. Any access to or use of the Site or Services by anyone under the age of 13 is expressly prohibited. By accessing or using the Site or Services you represent and warrant that you are 13 years of age or older.

Account Registration

In order to access certain features of the Site and Services and to post any Member Content on the Site or through the Services you must register to create an account (“Account”) and become a Member.
You may register directly via the Site or by logging into your account with certain third party social media or social networking sites (“SNS”) (including, but not limited to, Facebook) via the Site, as described herein. If you decide to register through an SNS, we will extract the personal information you have provided to the SNS (such as your “real” name, email address and other information you make publicly available via the SNS) from the account you have with the applicable SNS and use that information to create your Account. The specific information that we extract may depend on the privacy settings you have with the SNS. You hereby consent to our access to and collection of such personal information about you. During the registration process, you will be required to provide certain information and you will establish a username and a password.
You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Knowquest.com reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Account, whether or not you have authorized such activities or actions. You will immediately notify Knowquest.com of any unauthorized use of your Account.

Privacy

See knowquest’s Privacy Policy for information and notices concerning knowquest.com’s collection and use of your personal information.

Ownership

The Site, Services and Collective Content are protected by copyright, trademark, and other laws of Canada and foreign countries. You acknowledge and agree that the Site, Services and Collective Content, including all associated intellectual property rights, are the exclusive property of knowquest.com and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services or Collective Content.
Licenses Granted by knowquest.com to knowquest.com Content and Member Content
Subject to your compliance with the terms and conditions of these Terms, knowquest.com authorizes you to download, view and print any knowquest.com Content, solely for your personal and non-commercial purposes, and to access and use the Site and Services, including to download, view and print any Member Content solely for your personal and non-commercial purposes, and subject to the restrictions set forth in these Terms. You have no right to sublicense the license rights granted in this section.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Services or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by knowquest.com or its licensors, except for the licenses and rights expressly granted in these Terms.

License granted by Member

We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit Member Content. By making any Member Content available through the Site or Services, you hereby grant to knowquest.com a worldwide, non-exclusive, transferable, sublicenseable, perpetual, royalty-free license to reproduce, modify for formatting purposes, prepare derivative works based upon, publicly display, publicly perform, distribute, and otherwise use your Member Content in connection with operating and providing the Services and Content to you and to other Members. Knowquest.com does not claim any ownership rights in any Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any Member Content.
You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Site or Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Site or Services or you have all rights, licenses, consents and releases that are necessary to grant to knowquest.com the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or knowquest.com’s use of the Member Content (or any portion thereof) on, through or by means of the Site or Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Content from Social Media and Networking Sites

As part of the functionality of the Site and Services, you may link your Account with online accounts you may have with third party service providers (each such account, a “Third Party Account”) by either: (i) providing your Third Party Account login information to knowquest.com through the Site or Services; or (ii) allowing knowquest.com to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to knowquest.com and/or to grant knowquest.com access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating knowquest.com to pay any fees or making knowquest.com subject to any usage limitations imposed by such third party service providers.
By granting knowquest.com access to any Third Party Accounts, you understand that knowquest.com will access, make available and store (if applicable) any Content that you have provided to and stored in your Third Party Account (“Third Party Account Content”) so that it is available on and through the Site and Services via your Account. Unless otherwise specified in these Terms, all Third Party Account Content, if any, will be considered to be Member Content for all purposes of these Terms. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts will be available on and through your Account on the Site and Services. Please note that if a Third Party Account or associated service becomes unavailable or knowquest.com’s access to such Third Party Account is terminated by the third party service provider, then the Third Party Account Content that was available from such Third Party Account will no longer be available on and through the Site and Services. You have the ability to disable the connection between your Account and your Third Party Accounts, at any time, by accessing your Account Settings page. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WTH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS. Knowquest.com makes no effort to review any Third Party Account Content for any purpose, including but not limited to, for accuracy, legality or non-infringement and Knowquest.com is not responsible for any Third Party Account Content.

Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site or Services (“Feedback”). You may submit Feedback by emailing us at info@knowquest.com or through the “Feedback” section of the Site. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

General Prohibitions

You agree not to do any of the following:

  1. Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, knowingly false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
  2. Use, display, mirror or frame the Site, or any individual element within the Site or Services, Knowquest.com’s name, any knowquest.com trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without knowquest.com’s express written consent;
  3. Access, tamper with, or use non-public areas of the Site, knowquest.com’s computer systems, or the technical delivery systems of knowquest.com’s providers;
  4. Attempt to probe, scan, or test the vulnerability of any knowquetst.com system or network or breach any security or authentication measures;
  5. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by knowquest.com or any of knowquest.com’s providers or any other third party (including another user) to protect the Site, Services or Collective Content;
  6. Attempt to access or search the Site, Services or Collective Content or download Collective Content from the Site or Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by knowquest.com or other generally available third party web browsers;
  7. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
  8. Use any meta tags or other hidden text or metadata utilizing a  knowquet.com trademark, logo URL or product name without knowquest.com’s express written consent;
  9. Use the Site, Services or Collective Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
  10. Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services or Collective Content to send altered, deceptive or false source-identifying information;
  11. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services or Collective Content;
  12. Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site or Services;
  13. Collect or store any personally identifiable information from the Site or Services from other users of the Site or Services without their express permission;
  14. Impersonate or misrepresent your affiliation with any person or entity;
  15. Violate any applicable law or regulation; or
  16. Encourage or enable any other individual to do any of the foregoing.

Knowquest.com will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Knowquest.com may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that knowquest.com has no obligation to monitor your access to or use of the Site, Services or Collective Content or to review or edit any Collective Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Knowquest.com reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content, including, but not limited to, Collective Content that knowquest.com, at its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Site or Services.

Copyright Policy

Knowquest.com respects copyright law and expects its users to do the same. It is knowquest.com’s policy to terminate, in appropriate circumstances, Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see knowquest.com’s Copyright Policy at knowquest.com/copyright, for further information.

Links

The Site or Services may contain links to third-party websites or resources. You acknowledge and agree that knowquest.com is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by knowquest.com of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products, or services on or available from such websites or resources.
Termination and Account Cancellation
Knowquest.com reserves the right, at its sole discretion, to discontinue or terminate the Site and Services and to terminate these Terms, at any time and without prior notice. If you breach any of these Terms, Knowquest.com will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Knowquest.com reserves the right to revoke your access to and use of the Site, Services and Collective Content at any time, with or without cause. You may cancel your Account at any time by visiting your Account Settings page and clicking on “Remove” or by sending an email to info@knowquest.com

Disclaimers

THE SITE, SERVICES AND COLLECTIVE CONTENT ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, KNOWQUEST.COM EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. KNOWQUEST.COM MAKES NO WARRANTY THAT THE SITE, SERVICES OR COLLECTIVE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. KNOWQUEST.COM MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES OR COLLECTIVE CONTENT PURCHASED OR OBTAINED THROUGH THE SITE OR SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM KNOWQUEST.COM OR THROUGH THE SITE, SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES. YOU UNDERSTAND THAT KNOWQUEST.COM DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SITE OR SERVICES, NOR DOES KNOWQUEST.COM MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE OR SERVICES. KNOWQUEST.COM MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.

Indemnity

You agree to defend, indemnify, and hold knowquest.com, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Services or Collective Content, or your violation of these Terms.

Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, SERVICES AND COLLECTIVE CONTENT REMAINS WITH YOU. NEITHER KNOWQUEST.COM NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, SERVICES OR COLLECTIVE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES OR COLLECTIVE CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT KNOWQUEST.COM HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL KNOWQUEST.COM’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES OR COLLECTIVE CONTENT EXCEED FIFTY DOLLARS ($50). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN KNOWQUEST.COM AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of knowquest.com used herein are trademarks or registered trademarks of knowquest.com. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Controlling Law

These Terms and any action related thereto will be governed by the laws of the province of Ontario without regard to its conflict of laws provisions.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between knowquest.com and you regarding the Site, Services and Collective Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between knowquest.com and you regarding the Site, Services and Collective Content.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without knowquest.com’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Knowquest.com may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by knowquest.com (i) via email (in each case to the address that you provide); or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Dispute Resolution

You and knowquest.com agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Site or Services (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). The exclusive jurisdiction and venue of any IP Protection Action will be the state and federal courts located in the province of Ontario and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You acknowledge and agree that you and knowquest.com are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and knowquest.com otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding.

Contacting Knowquest.com

If you have any questions about these Terms, please contact Knowquest.com at info@knowquest.com

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