Acceptance of The Website Terms of Use

KemNet Inc. (“Company”, “us”, “we”, “our”) has implemented these terms of use to govern your use of kemnet.ca (the “Website”). The following terms of use, together with any documents and/or additional terms they expressly incorporate by reference (collectively, the “Terms of Use”), govern your access to and use of the Website, including without limitation, HTML, software, code, data, text, documents, images, photographs, videos, music, icons, graphics and designs accessible on or through the Website (collectively, the “Content”).

Our Website offers an online platform that enables Users (as defined below) to view, prescribe, sell and/or purchase compounded drugs (the “Listings”). We do not own, control or manage any of the Listings or act as agent in any capacity for any Users. You are solely responsible for the products that you may sell or purchase through the Website (including description, price, fees, Taxes (as defined below), defects, required legal disclosures, regulatory compliance, offers or promotional content) as well as compliance with any applicable laws, rules, regulations and contracts with other Users and/or third parties that apply to your Listing. We do not warrant that the product description is accurate, complete, reliable, current or error-free.

BY USING THE WEBSITE OR BY CLICKING TO ACCEPT THE TERMS OF USE, THE USER (“YOU”) ACCEPT AND AGREE TO BE BOUND AND COMPLY WITH THESE TERMS OF USE, OUR PRIVACY POLICY, FOUND AT [NTD: insert link to privacy policy] (THE “PRIVACY POLICY”), INCORPORATED HEREIN BY REFERENCE. IF THESE TERMS OF USE ARE BEING ENTERED INTO BY A CORPORATION OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS OF USE TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS OF USE AS ITS AUTHORIZED REPRESENTATIVE, IN WHICH CASE THE TERMS “YOU” OR “YOUR” WILL REFER TO SUCH ENTITY AND ITS AFFILIATES, AS WELL AS YOU. IF YOU DO NOT AGREE TO THESE TERMS OF USE OR THE PRIVACY POLICY, YOU MUST NOT ACCESS OR USE THE WEBSITE.

If you are an individual, by using this Website, you represent and warrant that you are of the legal age of majority under applicable law to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

Modifications to the Terms of Use and to the Website

We reserve the right in our sole discretion to revise and update the Terms of Use from time to time. Any and all such modifications are effective immediately upon posting to the Website and apply to all access to and continued use of the Website. You agree to periodically review the Terms of Use in order to be aware of any such modifications and your continued use shall be your acceptance of the amended Terms of Use.

The Content on the Website may be changed, withdrawn, or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Website is restricted to Users or unavailable at any time or for any period.

Privacy & Policy

By submitting your personal information and using our Website, you acknowledge that you have read the Privacy Policy and you consent to the collection, use, storage and disclosure of any personal information in compliance with our Privacy Policy, as we deem necessary for use of the Website.

By using this Website you are consenting to the use of cookies which allow a server to recall previous requests or registration and/or IP addresses to analyze Website use patterns. You can set your browser to notify you before you receive a cookie, giving you the opportunity to decide whether to accept it. You can also set your browser to turn off cookies. If you do, however, some areas of the Website may not function adequately.

Users

By using this Website, you represent and warrant that you are:

1. a pharmacy (the “Pharmacy”);

2. a licensed compounder (the “Compounder”);

3. a licensed prescriber (the “Prescriber”); or

4. a patient (the “Patient”, together with the Pharmacy, Compounder and Prescriber, the “Users”).

A Patient is required to obtain a prescription from a Prescriber. The Website connects Compounders, who compound drugs, to Pharmacies and connects Pharmacies to Patients who require compounded drugs.

Relationship of Parties

The relationship between the Company and the Users is that of independent contractors. These Terms of Use do not create a partnership, joint venture, franchisee or other similar relationship between the Company and Users. No party shall make a public statement that suggests partnership with or sponsorship or endorsement by another party without such party's prior written approval.

The parties' obligations under these Terms of Use are non-exclusive. Unless otherwise agreed upon separately in writing, Users are not precluded from purchasing products, prescribing products or marketing, licensing, positioning, providing and distributing their own products through other alliances, programs or partners as long as it does not breach, or attempt to breach, these Terms of Use.

Your Use of the Website and Account Set-Up and Security

The security of your personal information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure. The safety and security of your information also depends on you. Users are responsible for obtaining their own access to the Website. Users are required to ensure that all persons who access the Website through a user's internet connection are aware of these Terms of Use and comply with them.

The Website requires user registration, which may include providing proof of license from an applicable regulatory body that oversees or regulates the distribution, sale, manufacture or compounding of certain goods (the “License”). It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete and that you are in compliance with all applicable regulatory bodies, including without limitation all relevant health regulatory bodies. By using the Website, and completing a registration, you represent and warrant that the License and any other information you provide is complete, accurate and current.  You agree and authorize us to take any necessary steps in order to verify the License and any other  information you provide. If there are reasonable grounds to suspect any or all of the information you provide is inaccurate, not current, or incomplete, we reserve the right to suspend or terminate your current and future access to and use of the Website. If your information changes, you agree to promptly notify us of such changes. Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

If you create an account on the Website:

you are solely responsible for your account, including without limitation the confidentiality and security of your account and all passwords related to your account, and any and all activities that occur under your account, including all activities of any persons who gain access to your account with or without your permission;

you agree not to provide any other person with access to this Website or portions of it using your username, password, or other security information;

you agree to ensure that you logout from your account at the end of each session; and

you agree to immediately notify us of any unauthorized use of your account or any other breach of security with respect to your account, and you agree to provide assistance to us, as requested, to remedy any breach of security related to your account.

Your provision of registration information and any submissions you make to the Website through any functionality such as e-mail, profiles, facsimile, posts, the chat function and other such functions (collectively, "Interactive Functions") constitutes your consent to all actions we take with respect to such information consistent with our Privacy Policy.

Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website. You agree that we may rely on the information you provide to send you information and notices regarding the Website. If you register for any of our mailing lists, you agree that we may email you newsletters and promotional material. You may unsubscribe from the newsletters and other promotional material by following the “unsubscribe” link contained in such emails.

You are prohibited from attempting to circumvent and from violating the security of this Website, including, without limitation: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting or disabling service to Users, hosts, servers, or networks; (d) illicitly reproducing TCP/IP packet header; (e) disrupting network services and otherwise disrupting Website owner's ability to monitor the Website; (f) using any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website; (g) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (h) attacking the Website via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; (i) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Website, in whole or in part; and (j) otherwise attempting to interfere with the proper working of the Website.

The Company may, at any time, in its sole discretion, modify, remove or otherwise update the software and/or Website.

Relationship of Parties

We may send you certain communications and notifications in connection with your use of the Website. For example, you may receive offers, promotions and other commercial electronic communications (“CEMs”) from us and our promotional partners through email, text message or messages on the Website. You can unsubscribe from CEMs at any time by using the unsubscribe links provided in the CEMs or by contacting us at KemNet Inc., 2261 Market Street #4823, San Francisco, CA 94114 or admin@kemet.care.

Access to the Website

Certain areas of the Website may be restricted from access by you at any time, for any reason, without notice to you, in our sole and absolute discretion.

Conditions of Use and User Submissions and Site Content Standards

As a condition of your access and use of the Website, you agree that you may use the Website only for lawful purposes and in accordance with these Terms of Use. The following site content standards apply to any and all content, material, and information a user submits, posts, publishes, displays, or transmits (collectively, "submit") to the Website or to other Users or persons (collectively, "User Submissions") and any and all Interactive Functions. Any and all User Submissions must also comply with all applicable federal, provincial, local, and international laws, regulations, and terms of service.

Without limiting the foregoing, you warrant and agree that your use of the Website and any User Submissions shall in all manners, comply with all applicable federal, provincial, local or international law or regulation in respect of the business conducted on the Website, and for certainty, shall not:

1. In any manner violate any applicable federal, provincial, local, or international law or regulation including, without limitation, any laws regarding the export of data or software, patent, trademark, trade secret, copyright, or other intellectual property, legal rights (including the rights of publicity and privacy of others), any and all federal and provincial laws regarding the compounding and repackaging of drugs and manufacturing of drugs or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy

2. In any manner violate the terms of use of any third-party website that is linked to the Website, including but not limited to, any third-party social media website.

3. Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Company's sole discretion.

4. Involve stalking, attempting to exploit or harm any individual in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable laws, regulations, or code.

5. Involve, provide, or contribute any false, inaccurate, or misleading information.

6. Impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).

7. Transmit, or procure the sending of, any advertisements or promotions, sales, or encourage any other commercial activities, including, without limitation, any "spam", "junk mail", "chain letter, contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation.

8. Encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or Users or expose them to liability.

9. Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm any other person.

10. Promote any illegal activity, or advocate, promote, or assist any unlawful act.

11. Give the impression that they originate from or are endorsed by us or any other person or entity, if this is not the case.

Intellectual Property Rights and Ownership

You understand and agree that the Website and the Content, and any portion thereof are owned by the Company, its licensors, or other providers of such Content, and are protected in all forms by intellectual property laws including, without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights. Such laws may be violated by unauthorized access and/or use of the Website or the Content.  Users of the Website or Content are solely responsible for ensuring that they comply with any applicable intellectual property laws, including without limitation copyright, trademark, and patent laws. We do not grant any license or other authorization to you under or to any of our trademarks or other copyrightable material or other intellectual property right, unless we otherwise expressly agree in writing. Except as expressly provided in these Terms of Use, the Content may not be copied, reproduced, distributed, posted, downloaded, displayed, presented, transmitted, republished, modified, or otherwise exploited or used in any form or by any means without our prior express written consent.

The Company name, the Company logo, any Company trademarks and all related names, logos, product and service names, designs, images, and slogans are trademarks of the Company or its affiliates. You must not use such marks without the prior written permission of the Company. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Website are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.

You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the Content or other material on our Website, in any form or medium whatsoever except:

1. your computer and browser may temporarily store or cache copies of materials being accessed and viewed; and in the event social media platforms are linked to certain content on our Website, you may take such actions as our Website and such third-party social media platforms permit.

2. Users are not permitted to modify copies of any materials from this Website nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site. You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website. If you print off, copy, or download any part of our Website in breach of these Terms of Use, your right to use the Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. You have no right, title, or interest in or to the Website or to any content on the Website, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may infringe or violate copyright, trademark, and other intellectual property or other proprietary laws.

Infringing, violating and/or misappropriating someone else's intellectual property is prohibited by our Terms of Use. We recommend you seek legal advice if you believe your intellectual property rights are being infringed, violated and/or misappropriated. If you believe any of the products on our Website infringe, violate and/or misappropriate your intellectual property, you may also notify us in writing at:

KemNet Inc.

2261 Market Street #4823

San Francisco, CA 94114

admin@kemet.care.

Written notice must include the following information:

1. your contact information, including your full name, address, phone number, and email address;

2. the physical or electronic signature of the owner of the intellectual property or its agent;

3. a description of the intellectual property that you claim has been infringed, violated and/or misappropriated and a link to the product on the Website or information reasonably sufficient to permit us to locate the product on our Website;

4. a description of what intellectual property rights you own/have and why you believe your intellectual property rights are being infringed, violated and/or misappropriated; and

the following statements:

I have a good faith belief that use of the intellectual property in the manner complained of is not authorized by the owner, its agent, or the law;

I swear that the information in this notice is accurate, and that I am the owner of the intellectual property or am authorized to act on behalf of the owner of an exclusive right that is allegedly being infringed, violated and/or misappropriated; and

I acknowledge that a copy of this notice, including any contact information provided above, may be provided to the person that posted the intellectual property allegedly being infringed, violated and/or misappropriated.

If you falsely report that a product infringes, violates and/or misappropriates your intellectual property, then you may be liable for damages.

User Submissions: Grant of License

The Website may contain Interactive Functions allowing User Submissions on or through the Website.

None of the User Submissions you submit to the Website will be subject to any confidentiality by the Company. By providing any User Submission to the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to a world-wide, royalty free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose and according to your account settings and/or incorporate such material into any form, medium or technology throughout the world without compensation to you. By using the Website, you also agree that we may display any User Submission on a third-party site for the purposes of advertising the Website. You further waive any moral rights or other rights of authorship as a condition of submitting any User Submission.

By submitting the User Submissions, you declare and warrant that you own or have the necessary rights to submit the User Submissions and have the right to grant the license hereof to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns to the User Submissions and comply with these Terms of Use. You represent and warrant that all User Submissions comply with applicable laws and regulations and the conditions of use and User Submissions and Site Content Standards set out in these Terms of Use.

You understand and agree that you, not the Company, the Company's parent, subsidiaries, affiliates nor their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, or successors, are fully responsible for any User Submissions you submit or contribute, and you are fully responsible and legally liable, including to any third-party, for such content and its accuracy. We are not responsible or legally liable to any third-party for the content or accuracy of any User Submissions submitted by you or any other user of the Website.

Feedback

If you or any of your employees, contractors, and/or agents sends or transmits any communications or materials to us by mail, email, telephone, or otherwise, suggesting or recommending changes to our Website or any of our products, any comments, questions, suggestions, or the like (collectively “Feedback”), all such Feedback is and will be treated as non-confidential. You hereby assign to us on your own behalf, and on behalf of your employees, contractors, and agents, all right, title, and interest in, and we are free to use, without any attribution or compensation to you or any third-party, any ideas, know-how, concepts or techniques contained in the Feedback, for any purpose whatsoever, although we are not required to use any Feedback.

Site Monitoring and Enforcement, Suspension, and Termination

Company has the right, without provision of notice to:

1. Remove or refuse to post on the Website any User Submissions for any or no reason in our sole discretion.

2. At all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole discretion, including, without limitation, for violating these Terms of Use.

3. Take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Website. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website.

4. Terminate or suspend your access to all or part of the Website for any or no reason, including, without limitation, any violation of these Terms of Use.

YOU INDEMNIFY AND HOLD HARMLESS THE COMPANY AND ITS PARENT, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, AND SUCCESSORS FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY AND ANY OF THE FOREGOING PARTIES RELATING TO ANY, INVESTIGATIONS BY EITHER THE COMPANY OR SUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES.

We have no obligation, nor any responsibility to any party to monitor the Website or its use, and do not and cannot undertake to review material that you or other Users submit to the Website. We cannot ensure prompt removal of objectionable material after it has been posted and we have no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third-party, subject to applicable laws.

No reliance

The content on our Website is provided for general information purposes only. It is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our site.

Although we make reasonable efforts to update the information on our Website, we make no representations, warranties, or guarantees, whether express or implied, that the content on our Website is accurate, complete, or up to date. Your use of the Website is at your own risk and neither the Company nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever for your use of this Website.

This Website includes content provided by third parties, including from other Users and third-party licensors. All statements and/or opinions expressed in any such third-party content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of the Company. Neither the Company nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, or successors have any responsibility or liability whatsoever to you, or any third-party, for the content or accuracy of any third-party materials.

Third-Party Websites

The Website and/or the Content may contain links to third-party websites. These links are provided solely as a convenience to you and not as an endorsement by us. There also may be circumstances in which access to the Website or the Content may be provided by a hypertext link located at a third-party website.

We are not responsible for and do not endorse, authorize, approve, certify, maintain, or control the content of any third-party website, or any third-party products or services that may be referred to in, or linked to, the Website or the Content. We do not make any representation or warranty of any kind, express or implied, regarding any third-party website, products, or services, including, without limitation: (i) any representation or warranty regarding the legality, use, accuracy, currency, reliability, completeness, efficacy, timeliness, applicability, performance, security, or availability of any information or content on such third-party websites; (ii) any representation, warranty or condition regarding the merchantability and fitness for a particular purpose of any content, software, goods, or services located at or made available through such third-party websites; or (iii) any representation or warranty that the operation of such third-party websites will be uninterrupted or error free, that defects or errors in such third-party websites will be corrected, or that such third-party websites will be free from viruses or other harmful components.

We take no responsibility for and do not endorse any third-party advertisements posted on the Website, nor do we take any responsibility for the products or services provided by advertisers. Any dealings you have with advertisers while using the Website, including through engaging with interactive advertisements, are between you and the advertiser, and you agree that we are not liable for any loss or claim that you may have against an advertiser. If you provide any confidential or personal information or engage in any transaction through an advertisement, the Company is not responsible for such information or transaction and we encourage you to read the terms of use and privacy policy of the advertiser collecting such information or engaging in such transaction.

Our Website must not be framed on any other site and/or applications, nor may you create a link to any part of our Website other than the homepage. We reserve the right to withdraw linking permission without notice. The Website in which you are linking must comply in all respects with the conditions of use, User Submissions and Site Content Standards. You agree to cooperate with us in causing any unauthorized framing or linking to immediately stop.

We are not responsible or liable for any loss or damage caused as a result of your use of any third-party services linked on our Website.

Finally, we are not responsible for the privacy practices of such third-party websites. We encourage you to review the privacy policies and terms of use of any linked third-party websites before navigating any such website, disclosing any personal information online or making purchases of goods or services from those websites.

Contract of Sale

Any contract of sale made through the Website is between the buyer and seller. The seller is responsible for delivering the product under the terms and at the price specified in the Listing to the buyer. Any terms, policies or conditions included in any supplemental contract between the buyer and seller must not be inconsistent with these Terms of Use.

Risk of Loss

The risk of loss to all products ordered through the Website is the sole responsibility of the seller, subject to the contract of sale between the seller and buyer.

Fees and Payments

If you are a Compounder, you agree to pay to the Company all applicable fees, including ten (10) percent of the total purchase price of all products, all applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes (collectively, “Taxes”), and any other fees or charges now in force or enacted in the future, as may be determined by the Company in its sole discretion (“Fees”).

For the avoidance of doubt, all sums payable under these Terms of Use will be paid free and clear of any deductions or withholdings whatsoever. Other than Taxes charged by the Company to you and remitted to the appropriate tax authorities on your behalf, any deductions or withholdings that are required by law will be borne by you and paid separately to the relevant taxation authority. The Company is entitled to charge the full amount of Fees stipulated under these Terms of Use ignoring any such deduction or withholding that may be required.

You are solely responsible for determining, collecting, withholding, reporting, and remitting applicable Taxes, duties, fees, surcharges and any additional charges that arise from or as a result of any sale on our Website.

Except as otherwise provided on the Website or in extenuating circumstances, or as otherwise authorized by the Company, Fees are non-refundable.

The Company reserves the right to change the Fees from time-to-time and will provide you with advanced notice prior to any changes to the Fees. We will not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of any products. If you do not agree with the Fees, you must not access or use the Website.

Geographic Restrictions

The owner of the Website is based in the Province of Alberta in Canada. We provide this Website for use only by persons located in Canada. This Website is not intended for use in any jurisdiction where its use is not permitted. If you access the Website from outside Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.

Disclaimer of Warranties

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

NEITHER THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY, REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE WEBSITE OR ITS CONTENTS. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS REPRESENT OR WARRANT THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE WEBSITE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE WEBSITE AND YOUR COMPUTER, INTERNET, AND DATA SECURITY. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING, FLOODING, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

Limitation on Liability

EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT, BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE COMPANY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE WEBSITE, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, NOR ANY WEBSITE CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON OR ANY PRODUCTS AVAILABLE ON THE WEBSITE OR THE TRANSMISSION OF INFORMATION TO OR FROM THE WEBSITE OVER THE INTERNET.

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the Company, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your breach of these Terms of Use or your use of the Website, including, but not limited to, your User Submissions, third-party sites, any use of the Website's content other than as expressly authorized in these Terms of Use and any other materials, products, and services available on or through the Website.

Dispute Resolution

You agree to endeavour to resolve any dispute, claim or controversy arising out of or relating to these Terms of Use, or the Website, by negotiations; however, if a dispute is not resolved by negotiation within twenty (20) days of commencing negotiations, the dispute shall be submitted to arbitration by a single independent arbitrator who is acceptable to both you and us and whose expenses will be shared equally by you and us.  If we cannot agree on an arbitrator, the ADR Institute of Canada will appoint an arbitrator.  The determination of the arbitrator will be conclusive, final and binding on you and us.  The Arbitration Act (Alberta) or successor legislation will apply to the arbitration. Notwithstanding the foregoing, each party shall retain the right 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 partys copyrights, trademarks, trade secrets, patents or other proprietary or intellectual property rights.

Assignment

You may not assign, transfer or delegate any of your rights or obligations under these Terms of Use without the prior written consent of the Company. No assignment, transfer or delegation shall relieve you of any of your obligations hereunder.

Entire Agreement

The Terms of Use and Privacy Policy constitute the sole and entire agreement between you and the Company regarding the Website and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.

Force Majeure

Except for any obligation to make payments, any delay or failure of either party to perform its obligations under these Terms of Use shall be excused if, and to the extent, that the delay or failure is caused by an event or occurrence beyond the reasonable control of the party and without its fault or negligence, such as, by way of example and not by way of limitation, acts of God, action by any governmental authority (whether valid or invalid), fires, flood, wind storms, explosions, riots, natural disasters, wars, terrorist acts, sabotage, labour problems (including lock-outs, strikes and slowdowns, except for any labour problems of the party claiming a force majeure event), or court order or injunction; provided that written notice of delay (including anticipated duration of the delay) shall be given by the affected party to the other party within ten (10) calendar days of the affected party first becoming aware of such event. If requested by the unaffected party, the affected party shall, within five (5) calendar days of the request, provide adequate assurances that the delay shall not exceed fifteen (15) calendar days. In the event that the force majeure event lasts for thirty (30) calendar days or longer, either party shall have the option to terminate these Terms of Use upon written notice to the other without liability.

Survival

Any section or subsection which by its nature would be reasonably expected to survive the termination of these Terms of Use shall survive the termination of these Terms of Use.

Governing Law and Choice of Forum

The Website and these Terms of Use will be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule (whether of the laws of the Province of Alberta or any other jurisdiction) and notwithstanding your domicile, residence, or physical location. 

Any action or proceeding arising out of or relating to this Website and under these Terms of Use will be instituted in the courts of the Province of Alberta and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.

Severability

If any term or provision of these Terms of Use is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms of Use or invalidate or render unenforceable such term or provision in any other jurisdiction.

Waiver

No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms of Use operates, or may be construed, as a waiver thereof; and no single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

Reporting and Contact

This website is operated by KemNet Inc. 2261 Market Street #4823 San Francisco, CA 94114.

Should you become aware of misuse of the website including libelous or defamatory conduct, you must report it to the Company at admin@kemet.care.

All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to admin@kemet.care.