THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.
DEFINITION OF TERMS
Registered Users : Refers to the users who register and create an account with us in order to (i) purchase products and services through one of our Websites; (ii) access exclusive content available only to Registered Users; (iii) create, access, manage, and update their own personal accounts on the Websites; (iv) post comments and other content on the Websites (collectively, “Registered User Content”); (v) sign up for our various courses and programs; (vi) sign up for alerts and other notifications; and (vii) become part of the Sadashiva or My Lifestyle Business community.
Account: The Account you created with us
Visitors: Refers to individuals who do not who do not register with us, but want to explore the Websites. No login is required for Visitors. Visitors can: (i) view all publicly-available content on the Websites; and (ii) email us.
We are concerned with how you maximize the use of our Websites. In order to provide you with good experience, Sadasiva and My Lifestyle Business’s community encourages you to follow certain rules. By accessing and/or using the Websites, you agree to conform with these community guidelines (the “Community Guidelines”):
SIGN-IN NAME; PASSWORD; UNIQUE IDENTIFIERS
When you register with us, you will be required to create an account, which includes a sign-in name (“Sign-In Name”), a password (“Password”), and perhaps certain additional information that will assist in authenticating your identity when you log-in in the future (“Unique Identifiers”). In creating your account, you hereby represent and warrant that the information provided are true, accurate, current, and complete. Each Sign-In Name and corresponding Password can be used by only one Registered User.
You are solely responsible for the confidentiality and use of your Sign-In Name, Password, and Unique Identifiers, as well as for any use, misuse, or communications entered through the Websites using one or more of them. In case of any changes in your Unique Identifiers and Sign-in Name or the need to deactivate your Account, you undertake to promptly notify us. We reserve the right to delete or change your Password, Sign-In Name, or Unique Identifier at any time and for any reason and shall have no liability to you for any loss or damage caused by such action.
We prohibit you from sharing your access credentials with others (especially if they are using your credentials to access our proprietary Content (as defined below).
FEES AND PAYMENT
In any purchase transactions you entered with us, you shall pay Sadashiva all applicable fees and taxes, which shall be charged in US Dollars (USD). We (or our third-party payment processor) shall authorize your credit card, bank account, or other approved payment facility you provided during the registration process for the full payment of the fees and any applicable taxes, and you hereby consent to the same.
In making payments, you undertake to perform the following:
Our Websites contain materials, such as videos, coursework, lesson plans, training modules, photographs, software, text, graphics, images, sound recordings, and other materials provided by or on behalf of Sadashiva (collectively referred to as the “Content”). Visitors may view all publicly-made available Content for their own personal, non-commercial use. Registered Users who have purchased any product or service, may download onto their own machines and view any Content contained in such purchased product or service for their own personal, non-commercial use. Other than these rights, you have no other rights in or to the Content (other than your own Registered User Content that you post to the Websites), and you will not use the Content except as permitted under this Agreement.
The trademarks, service marks, and logos of Sadashiva (the “Sadashiva Trademarks”) used and displayed on the Websites are registered and unregistered trademarks or service marks of Sadashiva. Other company, product, and service names located on the Websites may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with Sadashiva Trademarks, the “Trademarks”).
The Content or Trademarks may be owned by us or third parties. No other use of the Content or Trademarks is permitted without the prior written consent of Sadashiva specific for each such use. Nothing on the Websites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Content or Trademarks. Use of the Content or Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Sadashiva Trademarks and our Content inures to our benefit. Sadashiva retains all right, title, and interest, including all intellectual property rights, in and to the Trademarks or Content. You must retain all copyright and other proprietary notices contained in the original Content. You may not sell, transfer, assign, license, sublicense, or modify the Trademark or Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Trademarks or Content on any other website, social media page, or in a networked computer environment for any purpose is expressly prohibited. Unauthorized use of the Content may violate copyright, trademark, and other laws. The Content is protected under both Canada and foreign laws.
If you violate any part of these Agreements, your permission to access and/or use the Content and the Websites automatically terminates and you must immediately destroy any copies you have made of the Content.
In the event of any claims of copyright infringement we received and request to remove any Content deemed to have been posted or distributed in violation of any intellectual property laws, you can contact our designated agent under the Digital Millennium Copyright Act (the “Act”) for the receipt of any Notification of Claimed Infringement which may be given under that Act, as follows:
2001 Boul. Robert Bourassa
Montreal, QC, H3A 2A6
info @ sadashiva.tv
If you believe that your work has been copied on the Websites in a way that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements of the Act, including (i) a description of the copyrighted work that has been infringed and the specific location on the Websites where such work is located; (ii) a description of the location of the original or an authorized copy of the copyrighted work; (iii) your address, telephone number and email address; (iv) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (v) a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (vi) an electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
In the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, you acknowledge that we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce these Agreements. We may, without waiving any other remedies under these Agreements, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the federal and provincial courts in the Province of Quebec, Montreal, for purposes of any such action by us.
REGISTERED USER CONTENT: LICENCES
In posting and uploading Registered User Content, you expressly acknowledge and agree that once you submit your Registered User Content for inclusion into the Websites, it will be accessible by others, and that there is no confidentiality or privacy with respect to such Registered User Content, including, without limitation, any personally identifying information that you may make available. YOU, AND NOT Sadashiva, ARE ENTIRELY RESPONSIBLE FOR ALL YOUR REGISTERED USER CONTENT THAT YOU UPLOAD, POST, EMAIL, OR OTHERWISE TRANSMIT VIA THE WEBSITES. If you submit Registered User Content to us, each such submission constitutes a representation and warranty to Sadashiva that such Registered User Content is your original creation (or that you otherwise have the right to provide the Registered User Content), that you have the rights necessary to grant the license to the Registered User Content under the prior paragraph, and that it and its use by Sadashiva and its content partners as permitted by this Agreement does not and will not infringe or misappropriate the intellectual property or moral rights of any person or contain any libelous, defamatory, or obscene material or content that violates our Community Guidelines.
You retain all copyrights and other intellectual property rights in and to your own Registered User Content. However, you hereby grant us and our sublicensees the following:
COMMUNICATIONS WITH US
Although we encourage you to email us, we do not want you to, and you should not, email us any content that contains confidential or proprietary information. Should you do so, emails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, you hereby agree that we are free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.
NO WARRANTIES: LIMITATION OF LIABILITY
THE WEBSITES AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING THAT THE WEBSITES WILL OPERATE ERROR-FREE OR THAT THE WEBSITES, THEIR SERVERS, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.
WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: WE AND OUR LICENSORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE WEBSITES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE WEBSITES OR THE CONTENT SHALL BE LIMITED TO THE FEES YOU HAVE PAID US IN CONNECTION WITH ANY PURCHASES YOU HAVE MADE FROM US DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.
THE WEBSITES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE WEBSITES. THE WEBSITES MAY CONTAIN INFORMATION ON CERTAIN PRODUCTS AND SERVICES, NOT ALL OF WHICH ARE AVAILABLE IN EVERY LOCATION. A REFERENCE TO A PRODUCT OR SERVICE ON THE WEBSITES DOES NOT IMPLY THAT SUCH PRODUCT OR SERVICE IS OR WILL BE AVAILABLE IN YOUR LOCATION. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE WEBSITES AT ANY TIME WITHOUT NOTICE.
The Websites may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites.
In this regard, we are not liable for any content of any linked External Sites and do not represent or warrant regarding the content or accuracy of materials on such External Sites. We advise you to take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
REPRESENTATIONS; WARRANTIES, AND INDEMNIFICATION
TERMINATION OF THE AGREEMENT
We have the sole right, upon own discretion, to restrict, suspend, or terminate these Agreements and your access to all or any part of the Websites, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Websites at any time without prior notice or liability. Notwithstanding any termination, the sections on “Fees and Payment” (until you pay all fees and taxes due hereunder), “Intellectual Property,” “Registered User Content; Licenses,” “Communications with Us,” “No Warranties; Limitation of Liability,” “Representations; Warranties; and Indemnification,” “Termination of the Agreement,” “Controlling Law,” “Binding Arbitration,” “Class Action Waiver,” “Equitable Relief,” and “Miscellaneous” shall survive these Agreements.
This Agreement and any action related thereto shall be governed by the laws of the Province of Quebec, Canada without regard to its conflict of laws provisions.
In case of any dispute or controversy arising under or relating to these Agreements, the Content, or the Websites (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration as governed by the Code of Civil Procedures of the Province of Quebec. Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION.
All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the Code of Civil Procedures of the Province of Quebec. The arbitration shall be commenced and conducted by the CCAC – Canadian Commercial Arbitration Center pursuant to its then current Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those rules. All applicable CCAC rules and procedures are available at the CCAC website www.ccac-adr.org. Each party will be responsible for paying any CCAC filing, administrative, and arbitrator fees in accordance with CCAC rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in Canada. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. As set forth in Section 18 below, nothing in this Agreement will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.
CLASS ACTION WAIVER
You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
NON-WAIVER; ENTIRETY OF AGREEMENT; ASSIGNEES
Our failure to act on or enforce any provision of the Agreements shall not be construed as a waiver of that provision or any other provision in this Agreements. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, these Agreements constitute the entire agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.