CoinField Platform

Terms & Conditions

User Agreement

COINFIELD.COM

TERMS AND CONDITIONS OF USE

Welcome to CoinField.com (the “ Website ”), a digital asset exchange and custodian operated by and proprietary to Central Crypto Exchange Corp. (the “ Company ”). This Website, together with all content, features, information and services made available on or through the Website (collectively, the “ Services ”), is provided by the Company and its affiliate, Select Software Inc. (“ Select Software ”), on the condition that you accept the terms and conditions of use set out below (collectively, the “ Terms of Use ”).

For the purposes of these Terms of Use, the words “ we ”, “ us ”, and “ our ” refer to the Company. The terms “ you ”, “ your ” and “ user ” refer to (i) the individual accessing or otherwise using the Website or the Services for personal use, and (ii) the corporation, partnership, institution, joint venture or other entity, whether incorporated or unincorporated, on behalf of whom the individual is accessing or otherwise using the Website or the Services.

  1. TERMS OF USE
  2.  

    1. ACCEPTANCE OF THESE TERMS OF USE
    2.  

      By accessing, reading, and making use of this Website and the Services, you are deemed to have reviewed, understood and accepted, on your own behalf and on behalf of any person on whose behalf you may be acting, these Terms of Use and agreed with the Company to be bound hereunder. For the purposes of these Terms of Use, “ person ” means any natural person, corporation, partnership, joint venture or any other incorporated or unincorporated entity, whether acting as an individual, fiduciary, or in any other capacity.

      If you do not wish to be bound by these Terms of Use, you may not use this Website or any of the Services.

    3. CHANGES TO TERMS OF USE AND WEBSITE
    4.  

      The Company reserves the right, exercisable at any time at its sole discretion, to add to or remove, modify or otherwise change any part of these Terms of Use. Changes will be effective immediately at such time as the Terms of Use are posted on this Website. You should check the Terms of Use for changes by checking the date this page was last updated. If any change to the Terms of Use is not acceptable to you, you must discontinue your use of this Website and the Services immediately. Your continued use of this Website or any of the Services after any changes to the Terms and Conditions will constitute your unqualified acceptance of the changes.

       

      The Company may terminate, change, suspend or discontinue any aspect of this Website or the Services at any time without notice. Without limiting the generality of the foregoing, the Company may change the availability of any features, institute new, or amend existing fees or charges for the use of the Website, the Services, or any features included in the Website or the Services, add, remove, modify or otherwise change any content on this Website, and impose limits on certain features or restrict access to parts or all of this Website. The Company reserves the right, but not the duty, to correct any errors or omissions in any portion of this Website at any time and without notice.

       

    5. OTHER AGREEMENTS
    6.  

      These Terms of Use are in addition to and supplementary to any other agreements that you or any persons you represent have or may enter into with the Company and Select Software concerning your dealings with them, including any information, products or services provided by the Company or Select Software, or both of them. In the event of any inconsistency or conflict between the provisions of these Terms of Use and the provisions of any other agreement that you or any persons you represent have with the Company or Select Software, the provisions of these Terms of Use shall govern regarding your access to and use of the Website and the Services.

       

  3. THE SERVICES
    1.  

    2. DIGITAL ASSET MANAGEMENT
    3.  

      Among the Services made available by the Company through Website, the Company shall provide certain digital asset management and digital currency exchange and trading services (collectively, the “ Digital Asset Management Services ”) to users that have created a CoinField Account (defined below). Using the CoinField Account and the payment processing services provided by Select Software, users shall be entitled to deposit Canadian dollars, or such other currencies as are made available on the Services from time to time, into their CoinField Account and convert those funds into various digital assets, including virtual currencies, digital currencies, digital commodities, and cryptocurrencies based on the cryptographic protocol of a computer network that may be (i) centralized or decentralized, (ii) closed or open-source, and (iii) used as a medium of exchange or store of value (including but not limited to Bitcoin, Bitcoin Cash, Litecoin, Ripple and Dash), and such other digital assets as the Company may make available on the Website from time to time (each, a “ Digital Asset ”).

       

      Using the CoinField Account and the payment processing services provided by Select Software, users may purchase and manage their Digital Assets, exchange their Digital Assets for other Digital Assets or Canadian dollars (or such other currencies as are made available on the Services from time to time) and withdraw their Digital Assets or fiat currency, as the case may be, from their CoinField Account in accordance with the Company’s and Select Software’s posted exchange rates, these Terms of Use and the policies of the Company and Select Software, as same may be amended, supplemented, restated and replaced from time to time.

       

    4. COINFIELD ACCOUNT AND DIGITAL ASSET MANAGEMENT SERVICES
    5.  

      You must create a user account (a “ CoinField Account ”) in order to access and use many of the Services made available through the Website, including the Digital Asset Management Services. In order to create your CoinField Account, you must follow the account registration process set out on the Website and provide accurate and complete information to the Company and Select Software, as required, together with a unique secret password necessary for you to access your CoinField Account.

       

    6. USER’S ACKNOWLEDGMENTS, REPRESENTATIONS, WARRANTIES AND COVENANTS
      1. By creating a CoinField Account or using the Services, including the Digital Asset Management Services, you acknowledge, represent, warrant and covenant to the Company and Select Software as follows:

        Eligibility to Use Services

      2. You are at least 18 years of age or, if the age of majority in the jurisdiction in which you reside is greater than 18 years of age, you are at least that age. You are otherwise fully competent and have the capacity to enter into and be bound by these Terms of Use and to perform your obligations as herein set out.
      3.  

      4. You are either a Canadian citizen or a Permanent Resident of Canada and are not a resident or citizen of the United States of America or any territory thereof.
      5.  

      6. The Website and Services may only be accessed from and used in jurisdictions in which such access and use is legal under the applicable laws. Any use of the Services from a location where the Website or Services are illegal or otherwise unauthorized by the competent authorities located therein is expressly prohibited. The Website and Services may be used only for lawful purposes and in a lawful manner. Any user that uses the Website or the Services in a manner that is unauthorized or in contravention of the law in their jurisdiction of residence or nationality shall be liable to and responsible for any losses or damages incurred by the Company and Select Software in connection with such unauthorized or unlawful action.
      7.  

      8. Any user that uses the Website or the Services in a manner that is unauthorized or in contravention of the law in their jurisdiction of residence or nationality may have their CoinField Account revoked and be required to forfeit some or all of the Digital Assets and funds held therein. Without limiting the generality of the foregoing, in the event the Company or Select Software incurs any losses or damages as a result of a user’s unlawful or unauthorized use of the Website or Services, the Company and Select Software shall have the right to freeze such user’s CoinField Account and, upon notice to the user, recover such losses or damages by withdrawing the Digital Assets and funds maintained therein and applying same toward remedying the losses and damages.
      9.  

      10. You have obtained such legal and tax advice as you consider necessary and appropriate in connection with your trading of Digital Assets and use of the Digital Asset Management Services.
      11.  

      12. Your use of the Website and the Services will conform with all applicable laws, including all laws relating to intellectual property rights, data privacy, international communications and the transmission of technical or personal data.
      13. Information and Privacy

      14. All information that we collect via the Website or otherwise in connection with the Services is subject to our privacy policy, which is available for your review on the Website at the following address:(the “ Privacy Policy ”). The Privacy Policy is incorporated by reference into these Terms of Use.
      15.  

      16. All information that you submit to the Company and Select Software, in connection with the creation of your CoinField Account or otherwise, is true, complete and correct in all material respects. Should any information change after the date of submission (for example, your phone number or home address), you will update the information submitted to the Company and Select Software no later than 15 days after the date of such change. Neither the Company nor Select Software accepts any responsibility or liability whatsoever for any losses or damages incurred by you or any other person arising from or in connection with your failure to maintain current and accurate information with the Company and Select Software.
      17.  

      18. You are solely responsible for the activity that occurs on your CoinField Account, and you must keep your account password secure and not disclose it to any person or permit any other person to use it.
      19.  

      20. You will immediately notify the Company of any breach of security or unauthorized use of your CoinField Account. Neither the Company nor Select Software will be liable to you or any other person for any losses or damages caused by the unauthorized use of your CoinField Account, and you may be held liable for any losses or damages suffered by the Company, Select Software or others arising from such unauthorized use.
      21.  

      22. Subject to the Privacy Policy and any applicable laws, any communications that you send via the Services, whether solicited by us or otherwise, are deemed to have been communicated on a non-confidential basis, and the Company shall have the right to use and disclose the content of any such communications, including any ideas, inventions, concepts or know-how disclosed therein, for any purpose including developing, manufacturing or marketing goods and services.
      23.  

      24. Pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (the “Proceeds of Crime Act”), the Company and Select Software may be required, from time to time, to disclose to the Financial Transactions and Reports Analysis Centre of Canada (“ FINTRAC ”) and other law enforcement authorities certain information about users and CoinField Accounts that the Company, Select Software, FINTRAC or other law enforcement authorities believe may be linked to money laundering or terrorist financing. Neither the Company nor Select Software accepts any responsibility or liability whatsoever for any losses or damages incurred by you or any other person arising from or in connection with any disclosure by the Company or Select Software that is compelled by a law enforcement authority, legislative body, or pursuant to the Proceeds of Crime Act, or any other applicable law.
      25.  

        Digital Assets

         

      26. As of the date of these Terms of Use, the Digital Assets available for purchase via the Website and the Services are not “securities” within the meaning of the Securities Act (British Columbia) and, therefore, you will not have access to any of the rights, remedies or other protections available at law to purchasers of securities.
      27.  

      28. The Digital Assets do not grant to the holders thereof any rights commonly associated with securities ownership, such as voting rights and rights to participate in the equity of an issuing company.
      29.  

      30. The Digital Assets have no inherent or underlying monetary or other value and may, at any time and without warning or notice, have no such value whatsoever.
      31.  

      32. The Services and all Digital Assets made available using the Services are provided on an “as is” and “as available” basis. The Company makes no representations or warranties with respect to the Services or the Digital Assets available for purchase and sale using the Services and you are solely responsible for informing yourself as to the nature and value of your Digital Assets prior to engaging in a transaction with them.
      33.  

      34. The Services, including the Digital Asset Management Services, do not constitute an offer or solicitation in any jurisdiction in which such offer or solicitation is unauthorized or unlawful.
      35.  

        Market Risks

         

      36. Through the Website, the Company offers a marketplace for the buying and selling of Digital Assets. Digital Assets and the markets in which such Digital Assets are traded are listed at the sole discretion of the Company. The Company reserves the exclusive right to add and remove Digital Assets and markets from the Services at any time.
      37.  

      38. In the event the market for a Digital Asset is closed or removed from the Services, your open orders will be cancelled and your CoinField Account will be credited an amount equal to the value of cancelled order. If a Digital Asset is scheduled for removal from the Services, you will be notified and granted 25 days to withdraw your funds from your CoinField Account if permitted by the applicable Digital Asset or its blockchain. Neither the Company nor Select Software bears any responsibility or liability to you or any other person whatsoever for any losses or gains incurred in connection with the removal of a Digital Asset or market from the Services.
      39.  

      40. While we strive to ensure that the marketplace is both fair and free, the Company cannot be held accountable for any form of market manipulation that may occur, whether it be within the marketplace made available through the Digital Asset Management Services, or in the worldwide marketplace for Digital Assets, including cryptocurrencies, as a whole.
      41.  

      42. The purchase and sale of Digital Assets, particularly digital and virtual currencies and cryptocurrencies, involves high levels of speculation and risk. Due to the constant and frequent fluctuations in value and exchange rates, the value of your Digital Assets may increase or decrease at any time. The Company does not and cannot control the value of any Digital Assets. By creating a CoinField Account or using the Website or the Services, including the Digital Asset Management Services, you acknowledge and agree that neither the Company nor Select Software bears any responsibility or liability to you or any other person whatsoever for any losses or gains incurred in connection with your use of the Website or the Services, including the Digital Asset Management Services.
      43.  

      44. The prices of Digital Assets, including digital and virtual currencies and cryptocurrencies, are often unpredictable and experience swings due to a variety of reasons, including government interference, market conditions and speculation. Neither the Company nor Select Software set the current market price for any of the Digital Assets. The price of Digital Assets, including cryptocurrency units traded using the Digital Asset Management Services platform, results directly from buy and sell orders placed by users.
      45.  

      46. While the Company endeavors to provide current, accurate and complete information relating to the Digital Assets and Services, including prices and market data, the Company provides such information exclusively on an “as is” and “as available” basis. The Company makes no representations or warranties with respect to such information.
      47.  

      48. Issuers of the Digital Assets may not be subject to ongoing public disclosure and reporting requirements and, therefore, it may be difficult or impossible to obtain accurate and current information relating to such issuers or the Digital Assets they make available. Due to the foregoing, there is a risk that others trading in Digital Assets may be doing so while in possession of material non-public information relating thereto.
      49.  

      50. Any trading decision based on information provided by the Company or Select Software or otherwise featured on the Website shall be the responsibility of the user alone. The Company and Select Software assume no responsibility and explicitly disclaim any and all liability for any action that you or any other user takes in the course of using the Website or the Services, including the Digital Asset Management Services.
      51.  

        The Company

         

      52. The Company is not a financial institution, bank, credit union, trust, hedge fund, investment consultant or deposit business and is not subject to the same laws, regulations, directives or requirements applicable to such entities.
      53.  

      54. The Company is not protected by the Canadian Deposit Insurance Corporation (the “ CDIC ”) or any similar entity providing comparable insurance services. Funding to your CoinField Account, whether in a national currency or by means of a Digital Asset, are not protected by any governmental insurance policy. For added security and protection of your Digital Assets, we recommend you transfer all of your Digital Assets to your offline cold wallets. More information on our security technology can be found at http://coinfield-general.appspot.com/support/security/.
      55.  

      56. All information, analyses, data, opinions and other content provided on the Website by or on behalf of the Company or Select Software is provided for informational purposes only and are not intended to constitute financial, legal, tax or investment advice. Neither the Company nor Select Software accepts any responsibility or liability whatsoever for any losses or damages incurred by you or any other person arising from or in connection with information or other content posted on the Website.
      57.  

        Order Processing

         

      58. All orders for the purchase or sale of Digital Assets that are confirmed and accepted by the Company are deemed to be final and irrevocable. Neither the Company nor Select Software accepts any responsibility or liability whatsoever for any losses or damages incurred by you or any other person arising from or in connection with a purchase or sale order that is incorrectly placed by a user.
      59.  

      60. An open order for the purchase or sale of a Digital Asset may be cancelled at any time by a user prior to its confirmation, acceptance and final execution.
      61.  

      62. All payment deposits to and withdrawals from your CoinField Account are processed for the Company by Select Software and subject to transaction fees posted on the Website. Transaction fees are non-refundable and subject to change without notice from time to time. The user is solely responsible and liable for any taxes, fees and other expenses payable as a result of the user’s use of the Services.
      63.  

      64. The ability of the Company and Select Software to fulfil purchase and sale orders on a timely basis depends in part on the presence of a market for the relevant Digital Asset. It may not be possible to fulfil orders where there are insufficient corresponding purchase and sale orders. Neither the Company nor Select Software accepts any responsibility or liability whatsoever for any losses or damages incurred by you or any other person arising from or in connection with purchase or sale orders that are not fulfilled on a timely basis in this regard.
      65.  

      66. The Company may, in its sole discretion, match orders placed by users using a third party platform or, alternatively, within the Company’s own network of users.
      67.  

      68. The Company may, in its sole discretion, decline or delay the processing and fulfilment of any order for the purchase, sale or withdrawal of Digital Assets or fiat currency at any time. Without limiting the generality of the foregoing, the Company reserves the right to cancel or delay any orders placed using the Services while system maintenance is ongoing or there is a shortage of liquidity in relation to a large volume of orders to be processed.
      69.  

      70. While the Company attempts to offer the best available exchange rates applicable to the Digital Assets and fiat currencies available on the Services, by using the Services (including the Digital Asset Management Services) you are deemed to accept and agree to all exchange rates posted on the Website and applicable your transactions using your CoinField Account.
      71.  

      72. In the event a user places a stop-limit buy or sell order that results in profits that exceed the trigger price of such order, the Company may retain the difference between the total order amount and the resulting return provided the terms of the stop-limit order are fulfilled.
      73.  

      74. Neither the Company nor Select Software accepts any responsibility or liability whatsoever for any losses or damages incurred by you or any other person arising from or in connection with purchase or sale orders that are not fulfilled on a timely basis, or are cancelled, by reason of non-routine system maintenance.
      75. Internet Usage

      76. Accessing and using the Website and the Services requires an internet connection and the transmission of data by your internet service provider. You shall be solely responsible for complying with your internet service provider’s terms and conditions of use, together with all fees and expenses you incur in connection with your use of the Website or the Services. In no event shall the Company or Select Software be liable for any fees, expenses or other charges incurred by you or any other person in connection with your use of the Website or the Services.
      77.  

      78. The Company cannot guarantee that the Services or the Website will always be available or free of errors.The Website and the Services may be subject to limitations, delays, downtime and other problems inherent in the use of the internet and electronic communications. The Company is not responsible for any delays, delivery failures, or losses or damages resulting from such problems.
      79.  

      80. The Website and the Services may contain exploitable security flaws that, if subject to malicious cyberattack, may result in security breaches and the loss or theft of your data, Digital Assets or other funds in your CoinField Account. Neither the Company nor Select Software warrant the security of any information you transmit using the Services. More information on our security features can be found at: https://alpha.coinfield.com/support/most-secure-bitcoin-exchange-canada
      81.  

      82. While the Company will endeavor to provide notice to users in advance of any scheduled maintenance to the Website or Services that results in delayed or halted availability, it shall not be responsible for any losses or damages incurred by you or any other person arising therefrom. However, the Company will undertake all reasonable efforts to provide stable and reliable Services, and will attempt to resolve any problems quickly and with minimal disruption.
      83.  

  4. PROHIBITED USES
  5.  

    When using the Website or the Services, you agree not to do any of the following:

     

    1. Use the Website or the Services in any manner that contravenes these Terms of Use, the Privacy Policy, or any applicable laws.
    2.  

    3. Use or attempt to use another person’s CoinField Account.
    4.  

    5. Use the Website or the Services to distribute malware, viruses, trojan horses or other harmful, disruptive, or destructive files.
    6.  

    7. Reproduce, duplicate, copy, sell, resell, or otherwise exploit for any commercial purpose the Website, the Services, or any portion thereof or content contained therein, other than as expressly permitted under these Terms of Use.
    8.  

    9. Use any device, software or other instrument to interfere or attempt to interfere with the proper functioning of the Website and the Services.
    10.  

    11. Take any action that imposes an unreasonable or disproportionately large load on equipment, software or data bandwidth used to operate the Website and the Services.
    12.  

    13. Use any robot, automatic device, or manual process to monitor or copy any content from the Website without the prior express consent from the Company, unless such use is by a search engine employed to direct internet users to the Website.
    14.  

    15. Use the Services to send spam, chain letters, junk mail, or any other type of unsolicited mass e-mail.
    16.  

    17. Reverse engineer or access the Website or the Services in order to build a competitive product or service, build a product using similar ideas, features, functions or graphics from the Services, or copy any ideas, features, functions or graphics from the Services.
    18.  

    19. Copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of Services or any part thereof.
    20.  

    21. Use any libellous, hateful, abusive, harassing, or obscene language towards other users.
    22.  

    23. Post any material that infringes or violates the Company’s, Software Select’s, or any third party’s copyright, trade-mark, trade secret, privacy, or other proprietary or property right.
    24. Notwithstanding anything contained in these Terms of Use to the contrary, the Company may, in its sole and unfettered discretion, terminate any user’s CoinField Account and discontinue such user’s participation in the Services for any failure by such user to comply with these Terms of Use, the applicable laws, or any other policy or guideline published by the Company in relation to the Services, or if the Company has any reason to believe that the user’s conduct may be harmful to other users, advertisers, licensees or consumers.

       

  6. OWNERSHIP OF WEBSITE CONTENT
  7.  

    The Website and all information (whether communicated through text, graphics, video, audio or other media), images, icons, software, designs, applications, source code, models, data, and other elements available on or through the Website (collectively, the “ Works ”) are the property of the Company and others, and are protected by Canadian and international copyright, trademark, and other laws. The Company’s logos are trade-marks of the Company, and may not be used without the express written permission of the Company. Your use of the Website does not transfer to you any ownership or other rights in the Works, the Website or its content. Other product and company names and logos appearing on the Website may be registered or unregistered trademarks, service marks, trade names and logos of their respective owners. Any use of the trademarks, service marks, trade names official marks or logos displayed on the Website (collectively “ Marks ”), except as expressly provided in these Terms of Use, is strictly prohibited. Nothing appearing on the Website or elsewhere will be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any Marks. The Company grants you a limited licence to use, download, print, or reproduce, in whole or in part, the Works contained on this Website, subject to the following conditions:

     

    1. they must identify the Company as the source;
    2. they must be used or reproduced accurately, without any modification; and
    3. they must be used exclusively for non-commercial purposes.

    The Company’s prior written consent is required for the use of Works for any purpose not expressly permitted above, such as for any commercial purpose whatsoever.

  8. THIRD PARTY WEBSITES
  9.  

    This Website may include links to other websites or resources and businesses operated by third parties and persons other than the Company (collectively “ Third Party Websites ”). Third Party Websites are independent from the Company, and the Company has no responsibility or liability for or control over Third Party Websites, their business, goods, services, or content. Your use of Third Party Websites and your dealings with the owners or operators of Third Party Websites is at your own risk, and you will not make any claim against the Company arising from, connected with, or relating to your use of Third Party Websites or your dealings with the owners or operators of Third Party Websites. The Company makes no representations or warranties regarding, and does not endorse, any Third Party Websites, the contents thereof, the information appearing thereon or any of the products or services described thereon. Links to Third Party Websites do not imply that the Company sponsors, endorses or is affiliated or associated with the person that owns or is responsible for such Third Party Website. If you decide to visit any linked Third Party Websites, you will do so at your own risk.

     

  10. LINKING TO WEBSITE
  11.  

    You may link to the Website provided you comply with the linking conditions described below (collectively, the “ Website Linking Terms ”):

     

    1. A link may be established to the following home page of this Website at <www.coinfield.com>;
    2.  

      1. If you link to this Website, your website:
      2.  

      3. may not imply that the Company or Select Software is endorsing you or your products or services;
      4.  

      5. may not imply an affiliation between you or any entity on whose behalf you may be acting without the prior written consent of the Company;
      6.  

      7. may not misrepresent your relationship with the Company or present false or misleading impressions about the Company or its services; and
      8.  

      9. may not contain content that is illegal or may be interpreted as distasteful or offensive;
      10.  

    3. the Company shall have no responsibility or liability for any content appearing on your website;
    4.  

    5. the Company may, at any time and in its sole discretion, immediately terminate your right to link to this Website, with or without cause. If the Company exercises this right, you will immediately remove all links to this Website; and
    6.  

    7. Without limiting the generality of the foregoing, regardless of whether a link has been permitted by the Company, the Company is not responsible for the contents of any website that is linked to this Website. The Company makes no representations or warranties, and does not endorse, any website that is linked to this Website, the contents of any such website, the information appearing on any such website or any of the products or services described on any such website. The fact that a website is linked to this Website does not imply that the Company sponsors, endorses or is affiliated or associated with the entity that owns or is responsible for the website.

    By linking to this Website, you will be deemed to have reviewed, understood and accepted, on your own behalf and on behalf of any person on whose behalf you may be acting, the Website Linking Terms and agreed with the Company to be bound hereunder.

  12. DISCLAIMER
  13.  

    YOU ARE SOLELY LIABLE AND RESPONSIBLE FOR ANY AND ALL CLAIMS AND DEMANDS MADE BY ANY OTHER PERSON ARISING OUT OF, IN CONNECTION WITH, OR OTHERWISE RELATING TO YOUR USE OF THE WEBSITE AND SERVICES, YOUR BREACH OF THESE TERMS OF USE, YOUR VIOLATION OR INFRINGEMENT OF THE RIGHTS OF OTHERS (INCLUDING OTHER USERS), OR YOUR VIOLATION OF ANY APPLICABLE CIVIL OR CRIMINAL LAW. EACH OF THE COMPANY AND SELECT SOFTWARE DISCLAIMS ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING THE FOREGOING MATTERS.

     

    YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ACTIONS AND COMMUNICATIONS UNDERTAKEN OR TRANSMITTED IN THE COURSE OF YOUR USAGE OF THE WEBSITE AND THE SERVICES, AND THAT YOU WILL COMPLY WITH ALL APPLICABLE LAWS IN RESPECT OF SAME.

     

    YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY AND SOFTWARE SELECT MAY INVESTIGATE OCCURRENCES WHICH MAY INVOLVE VIOLATIONS OF SUCH LAWS, AND MAY INVOLVE, AND CO-OPERATE WITH, LAW ENFORCEMENT AUTHORITIES IN PROSECUTING USERS WHO ARE INVOLVED IN ANY SUCH VIOLATIONS. WE RESERVE THE RIGHT AT ALL TIMES TO DISCLOSE ANY INFORMATION (INCLUDING YOUR PERSONAL INFORMATION) REGARDING YOUR USAGE OF THE SERVICES IN EACH CASE AS MAY BE PERMITTED OR REQUIRED BY APPLICABLE LAW, INCLUDING AS NECESSARY TO SATISFY ANY REQUEST AUTHORIZED BY APPLICABLE LAW.

     

    YOUR USE OF THIS WEBSITE AND THE SERVICES IS ENTIRELY AT YOUR OWN RISK. THE WEBSITE, SERVICES AND DIGITAL ASSETS ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESSED OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY WARRANTIES OF (A) MERCHANTABILITY, (B) MERCHANTABLE QUALITY, (C) FITNESS FOR A PARTICULAR PURPOSE, (D) TITLE, OR (E) NON-INFRINGEMENT. FURTHER, NEITHER THE COMPANY NOR SELECT SOFTWARE WARRANTS OR REPRESENTS THAT THE WEBSITE, SERVICES, DIGITAL ASSETS OR ANY CONTENT CONTAINED ON THE WEBSITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES, MALWARE, SPYWARE OR OTHER HARMFUL COMPONENTS.

     

    WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, THE ABILITY TO USE, OR THE RESULT OF USE OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. THE COMPANY MAY MAKE CHANGES OR IMPROVEMENTS TO THE CONTENT, THE WORKS OR THE WEBSITE AT ANY TIME. THE COMPANY MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.

     

  14. LIMITATION OF LIABILITY
  15.  

    NEITHER THE COMPANY NOR SOFTWARE SELECT, NOR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS OR REPRESENTATIVES, OR ANYONE FOR WHOM ANY OF THE FOREGOING IS RESPONSIBLE AT LAW, SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, OR DAMAGES ARISING FROM OR IN CONNECTION WITH (A) THE WEBSITE, (B) THE SERVICES, (C) ANY ERRORS OR OMISSIONS IN CONTENT CONTAINED IN THE WEBSITE, THE SERVICES OR THE WORKS, (D) ANY UNAUTHORIZED ACCESS TO OR USE OF THE COMPANY’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (E) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE OR THE SERVICES, (F) ANY VIRUSES, TROJAN HORSES, MALWARE, SPYWARE, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE OR THE SERVICES BY ANY THIRD PARTY, OR (G) FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE. THIS LIMITATION OF LIABILITY APPLIES REGARDLESS OF THE LEGAL THEORY GIVING RISE TO THE DAMAGES, AND EVEN IF THE COMPANY OR SOFTWARE SELECT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

     

    YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY AND SOFTWARE SELECT, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS AND REPRESENTATIVES, AND ANYONE FOR WHOM ANY OF THE FOREGOING IS RESPONSIBLE AT LAW, SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, YOU HEREBY EXPLICITLY WAIVE YOUR RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT OR A CLASS-WIDE ARBITRATION AGAINST THE COMPANY, SELECT SOFTWARE, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS AND REPRESENTATIVES, AND ANYONE FOR WHOM ANY OF THE FOREGOING IS RESPONSIBLE AT LAW.

     

  16. INDEMNITY
  17.  

    YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE COMPANY AND SELECT SOFTWARE, TOGETHER WITH THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS AND REPRESENTATIVES, AND ANYONE FOR WHOM ANY OF THE FOREGOING IS RESPONSIBLE AT LAW, FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES (WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL), OBLIGATIONS, JUDGMENTS, LOSSES, LIABILITIES, COSTS OR DEBT, LEGAL FEES AND OTHER EXPENSES ARISING FROM OR IN CONNECTION WITH: (A) YOUR ACCESS TO AND USE OF THE WEBSITE, THE SERVICES OR YOUR COINFIELD ACCOUNT; (B) YOUR VIOLATION OF ANY THIRD PARTY RIGHT, INCLUDING, WITHOUT LIMITATION, ANY COPYRIGHT, PROPERTY, OR PRIVACY RIGHT; OR (C) ANY CLAIM THAT YOU DID NOT HAVE THE RIGHT TO PROVIDE ANY USER CONTENT OR THAT YOUR USER CONTENT CAUSED DAMAGE TO A THIRD PARTY. THIS DEFENSE AND INDEMNIFICATION OBLIGATION WILL SURVIVE THESE TERMS AND YOUR USE OF THE WEBSITE INDEFINITELY. IN THE FOREGOING CASE, THE COMPANY WILL PROVIDE YOU WITH WRITTEN NOTICE OF SUCH CLAIM, SUIT OR ACTION.

     

  18. GENERAL
    1.  

    2. ASSIGNMENT
    3.  

      You may not transfer or assign any rights or delegate any obligations under these Terms of Use to any other person without the Company’s prior written consent

       

    4. SEVERABILITY
    5.  

      In the event any provision contained in these Terms of Use is determined to be invalid, such invalidity will not affect the validity of the remaining portions of these Terms of Use, and you, the Company and Select Software hereby agree to substitute for the invalid provision, the provision that most closely approximates the intent and economic effect of the invalid provision.

       

    6. CHOICE OF LAW
    7.  

      These Terms of Use and the performance of the covenants contained herein shall be governed by and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to any provision regarding conflict of laws. The courts located in the City of Vancouver, in the Province of British Columbia, shall have exclusive jurisdiction to hear any disputes arising under these Terms of Use.

       

    8. SALE OF GOODS
    9.  

      The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms of Use.

       

    10. ENTIRE AGREEMENT
    11.  

      The terms and conditions contained in these Terms of Use supersede all prior or contemporaneous agreements, representations, warranties and understandings relating to the subject matter contained herein. No amendment to or modification of these Terms of Use will be binding unless in writing and signed by the Company or a duly authorized representative of the Company. Any translation of these Terms of Use is done for local requirements and in the event of a dispute between the English and the non-English version of these Terms of Use, the English version will govern to the extent not prohibited by applicable law.