We reserve the right to amend these Terms of Service, any documents and agreements incorporated herein by reference and any Special Terms, at any time by notifying you as provided in this Agreement. Your continued use of the Services after any such change constitutes your acceptance of the revised Terms of Service. If you do not agree to any of these terms or any future amendments to this Agreement, do not use, access, or continue to access the Services. This Agreement applies to all persons, including natural persons and legal persons, who visit our mobile application and/or access the Services (“Users”).
These Terms of Service are in addition and supplementary to, any terms and conditions and any other agreements made between you and Luminari in connection with the Services, including the SaaS Agreement.
Certain features of the Services may also have their own specific terms and conditions that you agree to when you sign-up for that particular product, function or service (the “Special Terms”). Special Terms supplement this Agreement, but if any term of this Agreement expressly conflicts with any of the Special Terms, the Special Terms will prevail, but only with respect to the applicable product, function or service. All other terms and conditions in both this Agreement and the Special Terms will remain in force.
2. Overview of the Services
Our Services include a mobile platform that provide Chartered Professional Accountants (“CPAs”) with training videos and podcasts.
3. Use of the Services
You may use the Services only if you are at least 18 years of age and can form a binding contract with Luminari, and only in compliance with this Agreement, the SaaS Agreement and all applicable local, provincial and federal laws, rules and regulations. Any use of or access to the Services by anyone under 18 is strictly prohibited and in violation of this Agreement. The Services are not available to any Users previously removed from the Services by Luminari, unless we provide such Users with specific written authorization to re-use the Services. If you use Luminari on behalf of a company, organization, or other entity, then (a) “you” includes you and that entity, and (b) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement, and that you agree to this Agreement on the entity’s behalf.
You must not be a competitor of Luminari or use the Services for reasons that are in competition with Luminari or otherwise to replicate some or all of the Services for any reason.
(b) The Services Functionality
The Services give you access to services and functionality that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of Accounts (as defined below) or services for different types of Users. You may not use another User’s Account unless specifically authorized to do so by Luminari in connection with an Account maintained on behalf of another entity. Luminari will not intervene in disputes between Users who have shared Account login credentials. You must notify us immediately upon learning that someone else may be using your Account without your permission, or if you suspect any other breach of security, by contacting firstname.lastname@example.org. Upon receiving notification, we may request further information to confirm that you are the owner of the Account.
To the extent that you access the Services through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply for which you have the sole responsibility and Luminari does not undertake to indemnify you. In addition, downloading, installing, or using certain Services may be prohibited or restricted by your carrier, and not all Services may work with all carriers or devices.
In some parts of the Services, we may ask for your consent to contact you by telephone. By granting such consent, you authorize Luminari to contact you by telephone and/or SMS or MMS messages at the number(s) you have provided, and acknowledge that Luminari may do so using an automatic telephone dialing system or an artificial or pre-recorded voice.
You may revoke consent to be contacted by telephone or by emailing email@example.com and including the wording “Revocation of Telephone Consent” in the subject line. Consent to being contacted by telephone is not required as a condition of using the Services or of purchasing any other property, goods, or services from Luminari.
By using the Services, you acknowledge that we do not have control over the quality, timing, or legality of the information uploaded to the Services or requested by Users. In addition, you acknowledge that we do not have control over the integrity, responsibility or actions of other Users or visitors of the Services.
You acknowledge and agree that Luminari may use third party vendors and/or partners to provide the Services, or any portion thereof, to you and may, from time to time, share your personal information with such third parties as necessary. You agree these parties may also contact you using autodialed or pre-recorded calls and text messages, as authorized by us to carry out the purposes we have identified above, and not for their own purposes.
(c) User Accounts
The information in this section applies to all user accounts of the Service (each an “Account”). You may control your profile information and how you interact with the Services by changing the settings in your “settings” page. When creating your Account or uploading information to the Services through your Account, you represent and warrant that you will provide accurate and complete information. You are solely responsible for the activity that occurs on your Account, and you must keep your Account password secure. We encourage you to use “strong” passwords, passwords using a combination of upper and lower case letters, numbers and symbols, to restrict access to your Account. You must notify Luminari immediately of any breach of security or unauthorized use of your Account. Luminari will not be liable for any losses caused by any unauthorized use of your Account.
(d) Services Rules
You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Services in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” or “offline readers,” to access the Services in a manner that sends more request messages to the Luminari servers than a human can reasonably produce in the same period of time by using a conventional on-line web browsers; (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Services; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Services; (vii) collecting or harvesting any personally identifiable information from the Services, except as expressly permitted by the features of the Services; (viii) using the Services for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, misrepresenting your credentials, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Services; (xi) accessing any content on the Services through any technology or means other than those provided or authorized by the Services; or (xii) bypassing the measures we may use to prevent or restrict access to the Services, including without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein.
Luminari grants the operators of public search engines revocable permission to use spiders to copy materials from the Services for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials.
We may, without prior notice, change the Services, or any part thereof, or stop providing the Services or features of the Services, to you or to Users generally. You agree that Luminari will not be liable to you or to any third party for any modification, suspension or discontinuance of the Services. We have no obligation to retain any of your Account or User Content for any period of time beyond what may be required by applicable law. We may permanently or temporarily terminate or suspend your access to the Services without notice and liability for any reason, including if, in our sole determination, you violate any provision of this Agreement, commit fraud or other abuse using the Services, or for no reason.
You acknowledge that Luminari may establish general practices and limits concerning use of the Services, including, without limitation, usage limits for the Services, the maximum period of time that data or other content will be retained by Luminari and the maximum storage space that will be allotted on Luminari servers on your behalf. You agree that Luminari has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Services. You acknowledge that Luminari reserves the right to terminate Accounts that are inactive for an extended period of time. You further acknowledge that Luminari reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
You are solely responsible for your interactions with other Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. Luminari shall have no liability for your interactions with other Users, or for any User's action or inaction. Luminari shall have no obligation to you to enforce this Agreement against any other User.
4. User Content
The Services may allow Users to post content that may be viewable by other Users, including educational job and company information, job postings, application information, onboarding information, logos, trademarks, trade names, comments, questions, and other content or information (“User Content”).
You agree not to post User Content that: (i) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you or to any other person; (ii) may create a risk of any other loss or damage to any person or property; (iii) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (iv) may constitute or contribute to a crime or tort; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people, publicly or otherwise, libelous, threatening, profane, or otherwise objectionable; (vi) contains any information or content that is illegal, including, without limitation, the disclosure of insider information under securities law or of another party's trade secrets; (vii) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships; or (viii) contains any information or content that you know is not correct and current. You agree that any User Content that you submit or post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights or rights of privacy. Luminari reserves the right, but is not obligated, to reject and/or remove any User Content that Luminari believes, in its sole discretion, violates these provisions. For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyrights, mask work rights, moral rights, rights of publicity, trademark, trade name, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
You represent and warrant that you have every right, power and authority necessary to grant the rights to any User Content that you submit or post to the Services, that the use by Luminari of your User Content will not violate any law or infringe the rights of any third party, and that to the best of your knowledge, your User Content and any other information that you provide to us is truthful and accurate.
Luminari takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Services. You shall be solely responsible for your User Content and the consequences of posting or publishing it and you acknowledge and agree that Luminari has no obligation to screen your User Content. However, Luminari may review and not display on, or remove any content from, the Services that (A) violates this Agreement or any other agreement you have with Luminari, or violates applicable laws, rules or regulations, (B) is abusive, disruptive, offensive or illegal, or (C) violates the rights of, or harms or threatens the safety of Users.
You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, or otherwise unsuitable for your purposes, and you agree that Luminari shall not be liable for any damages you allege to have incurred as a result of User Content.
5. User Content Licence Grant
By posting and/or otherwise providing any User Content using our Services, you expressly grant, and represent and warrant that you have a right to grant to Luminari, a royalty-free, unconditional, sublicensable transferable, irrevocable, non-exclusive, worldwide licence to use, reproduce, adapt, list information regarding, edit, translate, publicly perform, publicly display, and make derivative works of all such User Content in whole or in part, and in any form, media or technology, whether now known or hereafter developed. This licence continues even if you stop using the Services. To the extent your User Content is a trademark, trade name, service mark or service name protected by law, the foregoing licence also extends to the use by Luminari to identify you as a User as contemplated by the Services. Further, to the extent you have given Luminari the right to access certain User Content that is present on another website or service you own or control, you give Luminari the right to scrape such website as required to retrieve such User Content for use on the Services as contemplated in the licence grants above.
6. Licence Grant
Your access to the Services, or certain paid features of the Services, may start with a free trial. The free trial period of your access to the Services may last for up to one month, or as otherwise specified during sign-up and is intended to allow new Users to try the service.
Free trial eligibility is determined by Luminari in its sole discretion and we may limit eligibility or duration to prevent free trial abuse. We reserve the right to revoke the free trial and put your account on hold in the event that we determine that you are not eligible for a free trial. We may use information such as device ID, method of payment or an account email address used with an existing or recent Luminari account to determine eligibility. For combinations with other offers, restrictions may apply.
Upon payment for the Services or any features of the Services (the “Subscription Fee”), and subject to the terms and conditions of this Agreement and the SaaS Agreement, you will hereby be granted a non-exclusive, limited, non-transferable, non-sublicensable, revocable licence to access and use the Services or certain features of the Services on a subscription basis (the “Subscription”). The Subscription commences on the date on which the Subscription Fee is received by Luminari and ends on December 31st of the same calendar year during which the Subscription Fee is received by Luminari at 11:59:59 PM EST (the “Term”). Subject to cancellation or notice that you do not intend to renew your Subscription, the Term of the Subscription will renew automatically on January 1st at 12:00:01 AM EST of the following calendar year, each year, for a successive 12-month period (the “Renewal Term”).
You authorize Luminari to maintain your Account information and charge that Account automatically upon the Renewal Term with no further action required by you. In the event that Luminari is unable to charge your Account, Luminari may, in its sole discretion: (i) bill you for the Services and suspend your access to the Services until payment is received, and/or (ii) seek to update your Account information through third party sources (i.e., your bank or a payment processor) to continue charging your Account as authorized by you.
The Subscription may be cancelled at any time prior to the Renewal Term. Luminari may change the Subscription Fee from time to time and will communicate any changes thereto to you in advance and, if applicable, how to accept such changes. Changes to the Subscription Fee will take effect in the manner and at the date and time communicated to you by Luminari. You accept the new price by continuing to use your Subscription after the change takes effect.
From time to time Luminari may issue a one-time discount code or coupon or other special rates instruments (“Special Rates”) to be applied in the time specified by Luminari at the time of issuance under the terms and conditions specified by Luminari (“Specific Terms and Conditions”). Such Special Rates are only valid between the dates and times specified in the Specific Terms and Conditions. If no duration or expiration is specified, Luminari reserves the right to expire such Special Rates at its sole discretion.
Luminari reserves all rights not expressly granted herein in the Services and the Luminari Content. Luminari may terminate this licence at any time for any reason or no reason.
(b) Mobile App
Upon payment for the Services, or the paid features of the Services, we will make available software for the User to access such Services or paid features thereof via a mobile or tablet device as such software may be amended, updated or otherwise changed from time to time (“Mobile App”). To use the Mobile App you must have a mobile device that is compatible with the Services. Luminari does not warrant that the Mobile App will be compatible with your mobile device. Upon the payment for the Services, Luminari will hereby grant you a non-exclusive, non-transferable, revocable licence to use a compiled code copy of the Mobile App for one Luminari Account on any mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile App, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicence, distribute or otherwise transfer the Mobile App to any third party or use the Mobile App to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile App; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile App, features that prevent or restrict use or copying of any content accessible through the Mobile App, or features that enforce limitations on use of the Mobile App; or (v) delete the copyright and other proprietary rights notices on the Mobile App. You acknowledge that Luminari may from time to time issue upgraded versions of the Mobile App, and may automatically electronically upgrade the version of the Mobile App that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile App is covered by the applicable open source or third-party licence, if any, authorizing use of such code. The foregoing licence grant is not a sale of the Mobile App or any copy thereof, and Luminari or its third party partners or suppliers retain all right, title, and interest in the Mobile App. Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. Luminari reserves all rights not expressly granted under this Agreement. In addition, the Mobile App may be subject to the import and export laws of other countries. You agree to comply with all Canadian and foreign laws related to use of the Mobile App and the Services.
7. Proprietary Rights
The Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audios, videos, music, and User Content (the “Luminari Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Luminari and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a licence in or under, any such Intellectual Property Rights, and you agree not to sell, licence, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Services. Use of the Luminari Content or materials on the Services for any purpose not expressly permitted by this Agreement is strictly prohibited.
You agree that any feedback, comments, or suggestions you may provide regarding Luminari or the Services are entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.
8. Paid Services
(a) Billing Policies
Except for any free trial period and unpaid features of the Services, the licences, products, services or features of the Services are available to Users only on purchase. All prices are in Canadian dollars unless otherwise indicated, and subject to provincial and federal sales tax, where applicable. Details are provided at the point of purchase. You will be informed of total charges and asked to confirm the transaction before it is charged to your Account. You are responsible for all fees and taxes incurred by you.
Pricing and payment terms for the applicable service may be amended or updated from time to time. Luminari may add new services for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion.
We may also provide certain services via our third party partners and you agree, that your use of such third party services is subject to the contractual terms presented by such third parties should you wish to use their services. You further agree that Luminari has no responsibility for such third-party services and your use of such services is entirely at your own risk.
Any change to the fees for paid services shall become effective in the billing cycle following notice of such change to you as provided for in this Agreement.
(b) No Refunds
You may cancel your Account at any time; however, there are no refunds for cancellation. Accordingly, no refunds or credits of any sort will be provided to you. In the event that Luminari suspends or terminates your Account or this Agreement for your breach of this Agreement, you understand and agree that you shall receive no refund or exchange for any unused time on a subscription, any licence or subscription fees for any portion of the Services, any User Content, Luminari Content or data associated with your Account, or for anything else.
(c) Payment Instrument and Information; Taxes
To the extent that the Services or any portion thereof is made available for any fee, you will be required to select a payment instrument and provide Luminari with information regarding your credit card, debit card, or other payment instrument as may be applicable. You represent and warrant that you are authorized to use the payment instrument.
All information that you provide in connection with a purchase or other monetary transaction interaction with the Services must be accurate, complete, and current. You will promptly update your Account information with any changes that may occur. You agree to pay all charges incurred by Users of your credit card, debit card, or other payment instrument used in connection with a purchase or transaction or other monetary transaction interaction with the Services at the prices in effect when such charges are incurred. You will pay any applicable taxes relating to such purchases or other monetary transaction interactions.
If at any time Luminari is required by a taxing authority to pay any taxes not previously collected from you, you will promptly submit such taxes, including applicable penalties and interest, if any, to Luminari upon written notice.
Where applicable, in accordance with the SaaS Agreement, all charges and invoices must be paid within 30 days of issuance. Delinquent payments may bear interest at the rate of 1% per month, or the highest rate permitted by law, if less, from the payment due date until paid in full. You will be responsible for all reasonable expenses, including legal fees, incurred by Luminari in collecting delinquent amounts, except where the delinquent amounts are due to billing inaccuracies.
If you dispute any charges you must inform Luminari within 60 days after the date that Luminari charges you. We reserve the right to change Services prices. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the changed amount.
Luminari reserves the right to reject any payment instrument in its sole discretion.
9. No Guarantee
Luminari makes every effort to ensure that our lecture series and applicable Services are eligible and approved in every province for qualifying CPD hours. However, Luminari accepts no liability related to CPD eligibility and you acknowledge that it is your responsibility to ensure any content is acceptable to your applicable CPA governing body as CPD hours. We strongly recommend that you contact your applicable CPA governing body. LUMINARI DOES NOT GUARANTEE OR WARRANT ANY ELIGIBILITY FOR MEETING CPD REQUIREMENTS.
Whilst every effort has been made to ensure the accuracy of the information and material of the information contained in the Services, Luminari assumes no responsibility for and gives no guarantees, undertakings or warrantees concerning the accuracy, completeness or up to date nature of the information provided and does not accept any liability whatsoever arising from errors or omissions contained in the courses provided.
Luminari cares about the integrity and security of your personal information. We cannot, however, guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
12. Third-Party Links and Services
You agree to defend, indemnify and hold harmless Luminari and its subsidiaries, agents, licensors, managers, distributors, and other affiliated companies, and their respective employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses, including but not limited to attorney's fees, (collectively, “Losses”), whether such Losses arise prior to termination of this Agreement or subsequent thereto, arising from: (i) your use of and access to the Services, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties herein; (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable law, rule or regulation; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your account; or (vi) any other party's access and use of the Services with your account or log-in information.
14. No Warranty
LUMINARI DOES NOT GUARANTEE ANY RESULTS FROM USING THE SERVICES. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICES IS AT YOUR OWN OPTION AND RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. ANY INFORMATION, DOCUMENTS, OR MATERIAL THAT MAY BE POSTED ON, OR AVAILABLE THROUGH, THE SERVICES ARE FOR INFORMATIONAL PURPOSES ONLY AND ARE NOT INTENDED TO REPLACE OR BE A SUBSTITUTE FOR ANY PROFESSIONAL FINANCIAL, LEGAL, TAX, COMPLIANCE, OR OTHER ADVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LUMINARI OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, LUMINARI, ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN OPTION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.
LUMINARI DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICES ADVERTISED OR OFFERED BY A USER OR THIRD PARTY THROUGH THE LUMINARI SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND LUMINARI WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND A USER OR THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
LUMINARI IS NOT RESPONSIBLE IN ANY MANNER FOR DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OUR SERVICES, OR OF ANY SOFTWARE THAT MAY BE AVAILABLE FOR DOWNLOAD OR THE PURCHASE OR LICENSE OF ANY GOODS OR SERVICES RELATED TO THE SERVICES.
LUMINARI DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THE SERVICES IS IN ACCORDANCE WITH APPLICABLE LAW.
15. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LUMINARI, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL LUMINARI BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LUMINARI ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; (VII) USER CONTENT OR (VIII) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER OR THIRD PARTY.
LUMINARI SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES, OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET, ELECTRONIC COMMUNICATIONS, TELECOMMUNICATIONS NETWORKS OR OTHER SYSTEMS OR NETWORKS OUTSIDE THE REASONABLE CONTROL OF LUMINARI.
IN NO EVENT SHALL LUMINARI, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO LUMINARI HEREUNDER OR CDN $100, WHICHEVER IS LESS.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF LUMINARI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
Your satisfaction with the Services is important to Luminari. If you have a complaint regarding the Services, or with respect to any provision of this Agreement, you must first submit your complaint directly to Luminari at firstname.lastname@example.org. Luminari will review your complaint and seek to resolve the complaint to your satisfaction as soon as possible.
If your complaint is not resolved to your satisfaction within 30 days of making the complaint, you agree to resolve the complaint by final and binding arbitration to the extent mandatory arbitration is permitted by applicable law. The arbitration will be conducted in the province or territory in which you reside in accordance with the commercial arbitration laws and rules in the province or jurisdiction in which you reside. The complaint shall not be made the subject matter of an action in any court unless the complaint has first been submitted to arbitration and finally determined in arbitration. Any such action commenced thereafter shall only be for the purpose of enforcing the arbitration decision and the costs incidental to the action.
If mandatory arbitration of your dispute is not permitted under applicable law, you agree that you will seek a remedy before the superior court of justice of your province or territory of residence.
(a) Governing Law
The Services are controlled and operated by Luminari from within Canada. Luminari makes no representations that the Services or the materials available via the Services, are appropriate or available for use in other locations outside of Canada. Those who choose to access the Services from other locations do so on their own initiative and are responsible for compliance with all Canadian laws as well as local laws, if and to the extent local laws are applicable.
This Agreement and any disputes shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Luminari without restriction.
(c) Relationship of the Parties
Nothing in this Agreement shall be construed as making either party the partner, joint venturer, employer, contractor or employee of the other. Neither party shall have, or hold itself out to any third party as having any authority to make any statements, representations or commitments of any kind, or to take any action, that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound.
(d) Notification Procedures
Luminari may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our website, as determined by Luminari in its sole discretion. Luminari reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Luminari is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We recommend that you add email@example.com to your email address book to help ensure you receive email notifications from us.
(e) Entire Agreement
This Agreement, together with any amendments and any additional agreements you may enter into with Luminari in connection with the Services, shall constitute the entire agreement between you and Luminari concerning the Services.
If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
(g) No Waiver
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Luminari's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
(h) English Language
The parties hereto confirm that they have requested that this Agreement and all related documents be drafted in English. Any French translation hereof has been provided for information purposes only and does not have any legal value nor create any contractual relationship between the parties.
Les parties aux présentes ont exigé que la présente entente et tous les documents connexes soient rédigés en anglais. Toute traduction de celle-ci est non-officielle, est fournie à des fins d’information seulement et ne crée aucun lien contractuel entre les parties.
If you have any questions about this Agreement, the practices of this site, or your dealings with this website, please contact us at firstname.lastname@example.org, or send mail to:
Luminari Talent Inc.
Attn: Michael Kravshik, CPA, CA
CEO, Luminari Talent Inc.
325 Front St. W. – 4th Floor, Toronto, ON M5V2Y1