1UP MEDIA INC. WEBSITE TERMS OF USE

1UP Media Inc. operating 1upmedia.com, a company registered in Canada whose registered address is at  500 King Street West, Toronto, ON, M5V, hereinafter referred to as ‘1UP’ or ‘We’ set out the following terms and conditions upon which 1UP offers a 1UP visitor herein referred to as ‘1UP User’, ‘You’ and ‘Your’ a license to use 1upmedia.com (the ‘Site’) and any services available to You on the Site (‘1UP Services’) (the ‘Terms’). These Terms incorporate our Cookie Policy by this reference (collectively called the ‘License’). You are referred specifically to Clause 12 herein as local legislation and local codes do not apply to these Terms where You reside outside of Canada.

GENERAL

The Site and the 1UP Services may include, but are not limited to, the provision of an online platform whereupon You can be provided with sociable, informative, fun an entertaining content by way of articles, blogs, pictures etc. across a variety of different categories in any form, medium or technology now known or hereinafter developed that may be viewed on, accessed through or disseminated and shared publicly on or via the Site for Your use and for the use by other 1UP Users or potential 1UP Users across the social world-wide web (“1UP Services”).

By using the Site to access the 1UP Services, You expressly agree to be bound by these Terms and all applicable laws and regulations. These Terms form a legally binding agreement between You and 1UP and apply to all 1UP Users.

You should read these Terms carefully and ensure that You understand the effect before proceeding to use the 1UP Services. If You disagree with any part of these Terms, do not use the Site.

If You violate these Terms, 1UP may terminate Your use of the Site, bar You from future use of the Site and/or take appropriate legal action against You.  1UP reserves the right to change these Terms at any time without notice, effective immediately upon posting on the Site. Please check this page periodically. You agree that 1UP will treat Your use of the Site to access the 1UP Services as acceptance of the Terms including Your continued use subsequent to any changes being posted.

1UP CONTENT ON THE SITE

1UP gives You a personal, worldwide, royalty-free, non-assignable and non-exclusive license to access and use the 1UP Services that is provided to You by 1UP as part of the 1UP Services for the sole purpose of enabling You to use and enjoy the benefit of the 1UP Services as provided by 1UP, in the manner permitted by these Terms.

1UP CONTENT ON THE SITE

All content and the selection and arrangement of such content on the Site constitutes “1UP Content” and is either owned by, or licensed to, 1UP and is subject to copyright, trade mark rights, and other Intellectual Property Rights of 1UP and licensors of 1UP. Such 1UP Content is protected by Canada copyright laws and international laws. Any third party trade or service marks present on 1UP Content not uploaded or posted by You are trade or service marks of their respective owners. Such 1UP Content may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the prior written consent of 1UP or, where applicable, the licensors of 1UP. 1UP and/ or its licensors reserve all rights not expressly granted in and to their 1UP Content. Nothing herein gives You a right to use the 1upmedia name or any of the 1upmedia trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions You may provide regarding 1UP, or the 1UP Services is entirely voluntary and We will be free to use such feedback, comments or suggestions as We see fit and without any obligation to You.

GENERAL RESTRICTIONS ON USE

Subject to the following express restrictions, 1UP grants You permission to access and use the Site and the 1UP Services. You may view Site pages, download Site pages (for caching purposes only) and print Site pages (excluding Site images) and retain a copy of the same solely for Your own personal, non-commercial use. You agree that Your failure to adhere to any of these restrictions shall constitute a breach of these Terms on Your part. You agree:

not to sell, license, rent, distribute or otherwise exploit any 1UP Content for any other purposes without the prior written consent of 1UP or the respective licensors of the 1UP Content;

not to post, frame, deep link, publish, reverse engineer or modify or make any derivative works of any part of Site or the 1UP Services including but not limited to any 1UP Content, in any medium without 1UP’s prior written authorization, unless 1UP makes available the means for such activity through the functionality offered by the 1UP Services;

not to establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists;

not to establish a link to the Site in any website that is not owned by You and authorized by 1UP;

not to alter or modify any part of the Site or use the same in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;

not to access 1UP Content through any technology or means other than the Site or such other means as 1UP may explicitly designate for this purpose;

not to penetrate or attempt to penetrate 1UP’s security measures;

not to (or attempt to) circumvent, disable or otherwise interfere with any security related features of the Site or features that (i) prevent or restrict use or copying of 1UP Content; or, (ii) enforce limitations on the use of the 1UP Services or the accessible 1UP Content;

not to use the Site to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, viruses, Trojans, worms, keystroke logger, rootkit, logic bombs or other material which is malicious or technologically harmful;

not to attempt to gain unauthorized access to the Site, the server on which the Site is stored or any server, computer or database connected to the Site;

not to conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to any 1UP User of the Site;

not attack the Site via a denial-of-service attack or a distributed denial-of service attack.

You are responsible for configuring Your information technology, computer programs and platform in order to access the Site. You should use Your own virus protection software.

PRIVACY AND CONFIDENTIALITY

These Terms incorporates our Cookie Policy by this reference which applies in full to Your use of Site to access the 1UP Services.

AVAILABILITY AND SECURITY OF THE SITE

To ensure that You are kept entertained and up-to-date with what is going on out there, 1UP shall use reasonable efforts to ensure that scheduled maintenance downtime is kept to a minimum in accordance with industry standards and, where possible, scheduled downtime shall be completed outside of normal Canada working hours.

Unscheduled emergency maintenance may be required at any time. 1UP agrees however, to use all reasonable efforts to keep emergency maintenance to a minimum and reduce the effects of any emergency maintenance required.

You acknowledge and agree that to improve the Site and the 1UP Services, 1UP may stop (permanently or temporarily) providing the 1UP Services (or any features within the 1UP Services) to You generally at 1UP’s sole discretion, without prior notice to You.

1UP does not warrant the validity and accuracy of information on the Site or otherwise as part of the 1UP Services or that the same is kept up-to-date.  The Site and its content and the 1UP Services are delivered on an “as-is” and “as-available” basis. 1UP shall use reasonable endeavors to ensure that the Site and the 1UP Services and any information it holds on You are kept secure. However, due to the nature of the Internet, 1UP does not represent or warrant to You that:

Your use of Site and the 1UP Services will be uninterrupted, timely, secure or free from error at all times, nor that it will provide specific results from use of the Site or any content, search or link on them;

Your use of the 1UP Services will meet Your requirements;

any information obtained or downloaded by You as a result of Your use of the 1UP Services will be accurate, reliable or free of viruses or contamination or destructive features;

HYPERLINKS AND SEARCH RESULTS

The Site may contain hyperlinks or produce search results that reference or link to third party sites throughout the World Wide Web. These are provided for Your ease of reference only and 1UP do not endorse such websites or accept any responsibility for the content of such websites and cannot therefore guarantee, represent or warrant that the content contained in the websites is accurate, legal and/or inoffensive or that they will not contain viruses or otherwise impact Your computer. By using the Site to search for or link to another website, You agree and understand that You may not make any claim against 1UP for any damages or Losses, whatsoever, resulting from Your use of the Site to obtain search results or to link to another website. 1UP advises You to read the terms and conditions including the privacy, cookie and other website policies of any other website that You visit. 1UP will not be liable for any loss or damage that may arise from your use of such links. “Losses” in this License shall be understood to mean any claims, losses, demands, actions, third party claims, damages, costs (including court costs and legal fees), fines, liabilities, obligations, liens and expenses.

LIABILITY

Nothing in this Clause 8 shall exclude or restrict liability for:

fraudulent misrepresentations;

any liability where the law does not permit such exclusion of liability; and,

death or personal injury arising from negligence.

1UP shall not be in breach of any of its obligations under these Terms, which arise or occur due to the act, omission, default of You or Your failure to comply with any of Your obligations.

Subject to Clause 8.1, 1UP shall not be liable to You under any circumstances whatsoever in contract, tort (including negligence) or otherwise for any consequential, special or incidental loss or damage (whether direct or indirect) or, anticipated profits, business, data, opportunity, revenue, goodwill, or reputation suffered by You arising from Your use of Site to access the 1UP Services or, any Losses which may be incurred by You as a result of:

any breach by You of these Terms or breach of warranty by You or Your acts or omissions including Your use of, or inability to use, Site and the 1UP Services;

any reliance placed by You on the completeness, accuracy or existence of any 1UP Content;

any changes which 1UP may make to the 1UP Services, or for any permanent or temporary cessation in the provision of the 1UP Services (or any features within the 1UP Services);

the availability of third party sites or resources, or as a result of any reliance placed by You on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources; and,

the acts, omissions and conduct of any 1UP Users in connection with or otherwise related to Your use of Site and the 1UP Services.

The limitations on 1UP’s liability to You in this Clause 8 shall apply whether or not 1UP has been advised of, or should have been aware of, the possibility of any such Losses arising.

You shall indemnify and hold harmless 1UP on demand, and shall keep 1UP fully and effectively indemnified against any and all Losses incurred by or asserted against 1UP, arising out of or in connection with:

any breach of the License by You (other than and to the extent that any losses arise directly from breach of these Terms by 1UP or through 1UP’s negligence); and,

any breach by a third party arising out of Your use of Site and/ or the interactive 1UP Services.

Except as expressly set out in these Terms, 1UP gives no warranties and excludes all other express or implied terms, conditions and warranties including also any implied warranties of merchantability and fitness for a particular purpose to the fullest extent permitted by law.

ENTIRE AGREEMENT/ SEVERABILITY

These Terms incorporate our Cookie Policy as applicable which together constitute the entire agreement between You and 1UP in relation to Your use of Site and the 1UP Services and supersedes any prior representations, inducements or agreements relating to its subject matter. Should the courts strike-out as invalid or unenforceable or otherwise alter any part of these Terms, the remaining terms shall remain valid and in force.

ASSIGNMENT

These Terms shall be personal to You and You may not assign, transfer, lease or delegate all or any of your rights and obligations hereunder. 1UP reserves the right to assign or transfer all or any of its rights and obligations under these Terms to any companies in the same group as 1UP or other third party. In the event of assignment or transfer, notification will either be given to You by e-mail or posted on the Site.

NO WAIVER

Failure by either 1UP or You to exercise or enforce any right conferred shall not be deemed to be a waiver of any such right nor operate so as to bar that exercise or enforcement thereof or of any other right on any later occasion.

LAW AND JURISDICTION

If You are not happy with the way 1UP deal with any dispute or disagreement between You and 1UP and You want to take court proceedings, You must do this within Canada.