All initial capitalized terms used in this Agreement shall have the meaning ascribed to such terms. In addition to the terms defined elsewhere in this Agreement, the following terms shall have the meanings listed below:
• "Intellectual Property Rights" means any writing, trade name, trademark, service mark, or any other material registered or otherwise protected or protectable under provincial, state, federal, or foreign patent, service mark, trademark, copyright, industrial design, trade secret or similar laws.
• "Person" means any individual, trust or legal entity.
• "Personal Information" means information about an identifiable individual, such as information that can be reasonably linked to a specific User.
• "Proprietary Information" includes any scientific, technical, trade or business secrets of any person or entity and any scientific, technical, trade or business materials that a person or entity treats, or is obligated to treat, as confidential or proprietary, including, but not limited to, Inventions belonging to a person or entity and confidential information obtained by or given to a person or entity about or belonging to a third party.
• "Site Content" means all information on the Site and available through the Services, including without limitation designs, text, graphics, pictures, video, animation, information, applications, software, programs, music, sound, audio, schematics, illustrations, diagrams, documents, data, and other files and creative output, in whatever format, and their selection and arrangement.
• "User" is anyone that accesses the Site other than Keyspire or its Licensees.
You acknowledge that in order to maintain control and proper usage of the Site for the delivery of services to all of its Users, Keyspire reserves the right to monitor, limit and/or eliminate any User interaction or usage of on the Site for any reason or for no reason.
Keyspire reserves the right to interrupt the Services with or without prior notice for any reason or no reason. You agree that Keyspire and its Licensees will not be liable for any interruption, delay or failure to perform of the Services,. Keyspire has the right at any time for any reason or no reason to change and/or eliminate any aspect(s) of the Site as it sees fit in its sole discretion. You agree that Keyspire and its Licensees will not be liable for any such change or elimination.
In consideration of your use of the Site, you agree to (a) provide accurate, current and complete information about you as may be prompted by any forms on the Site ("Registration Data"); (b) promptly change or cancel your Registration for the Wealth Tour if you are no longer able to attend on your selected location and date; and (c) promptly indemnify, defend and hold Keyspire and its Licensees harmless from any loss, cost, damage, liability or expense for breach of the covenants in the foregoing clauses (a) or (b).
For the proper operation of our associated software, products and/or devices and delivery of our Services, Keyspire may download computer software to one or more of your devices, including your PC, laptop, smart phone, tablet, or any other type computing or processing device which you may use to access and use the Services. You consent and agree that; (a) this downloaded computer software may install applications, application updates, update notification tools and cookies, and collect Personal Information as well as certain information about the operation and usage of our associated software, products and/or devices in order to allow us to improve our Services and (b) this collected Personal Information and additional information may be transmitted to Keyspire's servers for storage and analysis.
By using this Site or registering for an event through Thewealthtour.com, you expressly consent to allowing Keyspire to (a) download and install any such computer software and cookies to any of your devices used to access the Services; and (b) to collect Personal Information and other information as may be deemed necessary by Keyspire for effective operation and delivery of our Services.
"KEYSPIRE", "KEYSPIRE and Design", "KNOWLEDGE EMPOWERS YOU", "WEALTH TOUR", and other product names, brands, graphics, logos, designs, page headers, button icons, scripts and service names used by Keyspire to identify the Services, Site and/or other services and/or products owned by Keyspire or offered by its Licensees are registered trademarks, trademarks or trade dress (collectively, the "Marks") of Keyspire, or its Licensees in Canada, the United States and/or other countries if applicable. The Marks may not be used, including as part of trademarks, tradenames, assumed names, business names and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion or association, sponsorship or affiliation with Keyspire or its Licensees and may not be copied, recorded, imitated, or used, in whole or in part, without the prior written permission of the Company.
When using the Site or the Services, you may accumulate Site Content, objects, cookies, items, scripts, or other value or status indicators that reside as data on the Company's servers. THIS DATA, AND ANY OTHER DATA RESIDING ON KEYSPIRE'S SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN KEYSPIRE'S SOLE DISCRETION.
YOU UNDERSTAND AND AGREE THAT KEYSPIRE HAS THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE ANY SITE CONTENT IN WHOLE OR IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR WITHOUT NOTICE AND WITHOUT ANY LIABILITY OF ANY KIND.
Keyspire's liability to you is expressly limited, to the maximum extent allowable under applicable law.
IN NO EVENT SHALL KEYSPIRE OR ANY OF ITS SHAREHOLDERS, AFFILIATES, DIRECTORS, OFFICERS, SUBSIDIARIES, EMPLOYEES, LICENSEES OR AGENTS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION ANY DAMAGES FOR LOST PROFITS, ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICES OR THE SITE (INCLUDING WITHOUT LIMITATION ITS MODIFICATION OR TERMINATION), WHETHER OR NOT THE COMPANY MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN ADDITION, IN NO EVENT WILL KEYSPIRE'S CUMULATIVE LIABILITY TO YOU FOR DIRECT DAMAGES OF ANY KIND OR NATURE EXCEED ONE HUNDRED DOLLARS (CAD $100.00 or US $100.00 as applicable).
SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING LIMITATIONS OF LIABILITY, SO TO THE EXTENT THAT ANY SUCH LIMITATION IS IMPERMISSIBLE, SUCH LIMITATION MAY NOT APPLY TO YOU. YOU AGREE THAT KEYSPIRE SHALL NOT BE HELD RESPONSIBLE OR LIABLE FOR ANYTHING THAT OCCURS OR RESULTS FROM ACCESSING THE SITE OR PARTICIPATING IN THE SERVICES.
KEYSPIRE PROVIDES SERVICES STRICTLY ON AN "AS IS" BASIS, PROVIDED AND ACCEPTED AT YOUR OWN RISK, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Without limiting the foregoing, the Company does not ensure uninterrupted, error-free, secure or virus-free operation of the Services, and you hereby waive, and agree and understand that you shall not be entitled to make, any claim against Keyspire or its Licensees based on Keyspire's failure to provide any of the foregoing other than as explicitly provided in this Agreement. Some jurisdictions do not allow the disclaimer of implied warranties, and to that extent, the foregoing disclaimer may not apply to you.
KEYSPIRE AND ITS LICENSEES DO NOT SELL AND YOU ARE NOT PURCHASING A BUSINESS OPPORTUNITY, FRANCHISE, SECURITY, BUSINESS, AFFILIATION, SELLER-ASSISTED MARKETING PLAN, OR MULTILEVEL MARKETING PLAN. KEYSPIRE DOES NOT OFFER TAX, ACCOUNTING, REAL ESTATE, FINANCIAL, LEGAL OR ANY OTHER PROFESSIONAL OPINION OR ADVICE. PRIOR TO UNDERTAKING ANY REAL ESTATE TRANSACTION, YOU MUST CONSULT YOUR OWN ACCOUNTING, LEGAL, REAL ESTATE AND TAX ADVISORS TO EVALUATE THE RISKS, CONSEQUENCES AND SUITABILITY OF THAT TRANSACTION. NO GUARANTEED EARNINGS OR RETURN ON INVESTMENT CLAIMS HAVE BEEN MADE.
You hereby agree to defend, indemnify and hold harmless Keyspire, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, Licensees, distributors, successors and assigns and other Users of the Services, from all damages, liabilities, loss, cost, damages, claims and expenses, including without limitation attorneys' fees and costs, arising from any breach of this Agreement by you, or from your use of any Services provided by Keyspire.
You agree to defend, indemnify and hold harmless Keyspire, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, Licensees, and distributors, successors and assigns from all damages, liabilities, claims and expenses, including without limitation attorneys' fees, expenses and costs, arising from any claims by third parties that your activity on the Site infringes upon, violates or misappropriates any of their Intellectual Property Rights or discloses their Proprietary Information.
You agree to defend, indemnify and hold harmless Keyspire, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, Licensees, and distributors, successors and assigns from all damages, liabilities, claims and expenses, including without limitation attorneys' fees, expenses and costs, arising from your use of any information presented in our events and products.