TERMS AND CONDITIONS

Last Updated: April 5, 2019

  1.  INTRODUCTION
    CitySmarts Data Ltd. d.b.a. CitySmarts (“CitySmarts”) operates this website, www.citysmartsdata.com (the “Website”). By accessing the Website, you represent that you have read and understand, and agree to be bound by, these Terms and Conditions of Use and other documents referenced and linked below (collectively the “Terms” or “Agreement”).

  2. NON-EXCLUSIVE LICENCE TO USE MATERIALS
    CitySmarts grants users a non-exclusive licence to download copies of the materials on the Website for personal, non-commercial use only. No title, assignment, ownership or interest in of any materials transfers as a result of the use of the Website or the download of any materials herein. This temporary, revocable, non-exclusive licence does not grant the user permission to:

    (a)    modify or copy the materials;
    (b)    use the materials for any commercial purpose, or for any public display (commercial or non-commercial);
    (c)    remove any copyright or trademark symbols from the materials, or remove any other information indicating the ownership of the materials;

    (d)    transfer the materials to another person; or

    (e)    reproduce or “mirror” the materials on any other server.

    CitySmarts reserves the right to terminate this non-exclusive licence for any reason, including breach of the terms above, with no prior notice to you. In any event, this licence terminates upon termination of the Agreement. Upon the termination, you must destroy any downloaded materials in your possession or control, whether in electronic or printed format.

  3. REPRESENTATIONS AND WARRANTIES
    You represent and warrant that:
    -You can lawfully enter into and form contracts on the Website in accordance with Canadian law;
    -Your use of the Website will at all times comply with the terms of this Agreement;
    -You have all the rights, power and authority necessary to enter into this Agreement,  and to grant the consents contained herein; and
    -You will not use the Website to advertise or solicit for any commercial or other purpose, or to compete, directly or indirectly with CitySmarts.

  4. DISCLAIMER
    CitySmart’s provision of services is dependent on a variety of other service providers—like Internet service providers (including both yours and ours), website hosts, email service providers and the like—that CitySmarts does not and cannot control. As such, the Website, subscriptions, and the services provided on or through the Website or otherwise by CitySmarts ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. We assume no risk or responsibility for your use of or inability to use any of the services or the content provided on the Website.

    TO THE FULL EXTENT PERMITTED BY LAW, CITYSMARTS, ITS MEMBERS AND AFFILIATES DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS WITH RESPECT TO THE WEBSITE, ITS CONTENTS, SUBSCRIPTIONS AND ALL SERVICES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, OR ARISING BY COURSE OF DEALING OR USAGE OF TRADE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE OR USE.

    Without limiting the foregoing, we do not represent or warrant that the information on the Website is accurate, complete, reliable, useful, timely or current or that the Website will operate without interruption or error.  We assume no responsibility, and are not to be liable for, any damages to your computer equipment or other property on account of your access to, use of, or browsing on the Website, or inability to do any of the foregoing.

  5. MODIFICATIONS
    CitySmarts may revise these Terms at any time without notice.

  6. GOVERNING LAW, FORUM SELECTION & TIMING OF CLAIMS
    This Agreement, your use of the Website and your use of any materials contained on or downloaded from the Website will be governed by and interpreted exclusively in accordance with the laws of the Province of British Columbia, and the federal laws of Canada applicable in British Columbia, excluding all conflict of laws rules and all private international laws. You consent and submit to the exclusive jurisdiction of the Courts located in the Province of British Columbia in all disputes arising out of or relating to your use of or inability to use the Website, the Database and this Agreement. You agree that any claim or cause of action you may have arising from, connected with, or relating to this Agreement, the Website, or any materials downloaded from the website must be commenced in a court of competent jurisdiction in the Province of British Columbia within six (6) months after the claim or cause of action arises, after which time you agree the claim or cause of action is waived and forever barred.

  7. ENTIRE AGREEMENT
    This Agreement, together with those documents incorporated or referred to herein, constitute the entire agreement between you and CitySmarts relating to your use of the Website, and supersede any prior understandings or agreements (whether electronic, oral or written) regarding any subject matter contained on the Website, and cannot be amended or modified except by the express and explicit agreement of CitySmarts in writing. CitySmarts may make such amendments or modifications to this Agreement as permitted herein.

  8. ENUREMENT
    The provisions of this Agreement will enure to the benefit of and be binding upon each of CitySmarts and its successors and assigns and related persons, and you and your heirs, executors, administrators, successors, permitted assigns, and personal representatives. You may not assign this Agreement or your rights and obligations under this Agreement without the express prior written consent of CitySmarts which may be withheld in CitySmarts’s sole discretion. CitySmarts may assign this Agreement and its rights and obligations under this Agreement without your consent or notice to you.

  9. WAIVER
    The failure of CitySmarts to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision.

  10. OTHER JURISDICTIONS
    Use of the Website is unauthorized in jurisdictions that do not give effect to this Agreement or where access to or use of the Website may be illegal or prohibited. Those who choose to access the Website or use the services from such locations do so on their own initiative, at their own risk and are responsible for compliance with local laws, if and to the extent local laws are applicable.

  11. SURVIVAL
    Sections 1, 4, and 6 – 10 of this Agreement will survive termination.