Introduction

The products and online services offered by SuperMegaUltraGroovy Inc. (“SMUG”, “we” or “us”, which includes SMUG’s directors, officers, employees, consultants, affiliates and assignees) include those offered through the “SMUG Website” (which term includes supermegaultragroovy.com and any and all SMUG branded URLs which may be used by us from time to time and all components thereof) and all products and services offered now or in the future by SMUG (including but not limited to downloadable software applications, or “apps”, on or through the SMUG Website and/or third party provider) (collectively, the “Services’, which term also includes access to and use of the SMUG Website generally).

This Terms of Use Agreement (this “Agreement” or “Terms of Use Agreement”) sets forth the legally binding terms for your use of the Services. By accessing and/or using the Services, you agree to be bound by the terms and conditions contained in this Agreement. Further, continued use of the Services and/or downloading any software application(s) from or through the SMUG Website is confirmation of your acceptance of the terms and conditions as set out in this Agreement.

The SMUG Website is maintained and updated to bring you the latest information online. However, we cannot be held responsible for errors and omissions. The SMUG Website is hosted in the United States of America and operated from and in Canada and subject to the laws and regulations of those jurisdictions, as applicable.

You (the user / downloader) are only authorized to use the Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. Please read this Agreement carefully and save it. You may receive a copy of this Agreement by emailing us at: support@supermegaultragroovy.com.

Binding Agreement

This Agreement forms and is a legal agreement between you and SMUG concerning your access to and use of the Services. In consideration of SMUG providing you with access to the Services, through your access to and use of the Services you accept and agree, without limitation or qualification, to the terms and conditions contained in this Agreement and acknowledge that you intend and expect to be legally bound by its terms and conditions. If you do not agree with this Agreement, or with any of the legal provisions applicable to it and to follow all applicable laws you may not access or use the Services and you should immediately cease and permanently desist any and all use of the Services.

This Agreement includes the SMUG Privacy Policy, the SMUG Linking Policy, which are hereby incorporated by reference and form integral parts hereof.

Eligibility

In consideration of your use of the Services, you represent and warrant that: (a) you are: (i) of legal age to form a binding agreement, which in the Province of Ontario is 18 years of age or (ii) your parent(s) or legal guardian(s) is aware of your intention to agree to this Agreement and has given you his/her/their consent to do so; (b) you are not a person barred from receiving services under the laws and regulations of Ontario, Canada and/or other applicable jurisdictions; and © you will provide true, accurate, current and complete information about yourself as prompted and you will maintain and promptly update such information to keep it true, accurate, current and complete. SMUG has the right to refuse, suspend or terminate any and all current or future use of the Services (or any portion thereof) if you provide any information that is untrue, inaccurate, not current or incomplete, or SMUG has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete. Use of the Services and registration is void where prohibited.

Right to Access and Use

The Services (including but not limited to software downloaded by or otherwise made available to you by SMUG or any of its licensors or providers (the “SMUG Software”)) are licensed, not sold, to you for use only under the terms of this license, unless a Service is accompanied by a separate agreement providing for same, in which case the terms of that separate agreement will govern, subject to your prior acceptance of that separate agreement. We reserve all rights not expressly granted to you. In the event you use the Services and/or obtain any SMUG Software from an indirect source (i.e. not directly from us), your retention and use of such SMUG Software shall be subject to the terms and conditions imposed by the indirect source as well as the terms and conditions of this Agreement. In the event of a conflict between this Agreement and the third party’s agreement, unless stated in the third party’s agreement the stricter terms shall govern, as and where applicable, on a case by case basis.

You agree to use the Services (which, we remind you, includes but is not limited to the SMUG Software) for lawful purposes only and in a manner consistent with all applicable local, national or international laws and regulations. The Services shall not be used where, and to any extent, such use is prohibited by law. Your use of the Services from any location is subject to your compliance with all applicable laws and regulations that may be applicable to you. You agree, and confirm, that your use of the Services is in full compliance with the laws of the jurisdiction(s) to which you are subject, and that you are not prohibited from using the Services due to any restriction whatsoever.

You agree that you shall not use the Services in any manner that infringes the rights of third parties (including but not limited to copyright, trademark, patent, personality and design rights) of any third party.

We reserve the right to refuse, suspend or terminate any and all current or future use of the Services (or any portion thereof) and/or notify the rights holder(s) where we suspect possible infringement. We may also limit or terminate your access to the Services (in whole or in part) and/or take technical and/or legal steps against you if we think that you are creating problems or acting inconsistently with this Agreement and/or the spirit hereof. However, we are not liable for and make no commitment of any kind to do any monitoring of user conduct and your use of the SMUG Website and/or the Services is at your sole risk.

Without limitation to the above:

  1. You shall not attempt to, or assist another person in attempting to, circumvent, override, reverse engineer, decompile, disassemble or otherwise tamper with any of the security components related to the Services for any reason whatsoever;

  2. You shall not modify, or attempt to modify, any the SMUG Software in any manner or form, or to use modified versions of the SMUG Software for any purpose including obtaining unauthorized access to the Services;

  3. You shall not copy the code of any SMUG Software or create any derivative works thereof, unless expressly permitted to do so;

  4. You shall not engage in any criminal, tortious or other unlawful activity, including but not limited to child pornography, corruption of minors, fraud (including the fraudulent purchase or use of any of the Services), trafficking in obscene material, drug dealing, gambling, harassment, defamation, stalking, hacking, “spamming”, “spimming”, sending of viruses or other harmful files, infringement of intellectual property rights (including but not limited to copyright, trademark and patent infringement), or theft of trade or industrial secrets;

  5. You shall not engage in any activity encouraging or facilitating the prohibited conduct described in subsection (d);

  6. You shall not forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content (as described below) transmitted through the Services or cover or obscure any banner advertisements on any SMUG Website page via HTML/CSS or any other means;

  7. You shall not use any information obtained from the Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;

  8. You shall not engage in any activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;

  9. You shall not engage in any automated use of the Services, including but not limited to Maillist, Listserv or any other auto-response software or program;

  10. You shall not use the account, login name or password of another user at any time or disclosing your password to any third party or permitting any third party to access your account; selling or otherwise transferring any of the Services; and

  11. You shall not resell or otherwise transfer any of the Services or accept payment or anything of value from a third person in exchange for you performing any commercial activity through the unauthorized or impermissible use of the Services on behalf of that person.

SMUG reserves the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates the above-listed usage rules, including without limitation, reporting you to law enforcement authorities.

No Resale of the Services

Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, trade, or exploit for any commercial purposes, any portion of the Services, the SMUG Software, use of the Services and/or the Content, or access to the Services.

Ownership

You hereby agree and acknowledge that SMUG and/or its licensor(s) is/are and shall remain the sole and exclusive owner(s) of the Content and the Services, and all intellectual property associated therewith, including but not limited to all copyrights, trademarks, trade secrets, patents, logos and designs. You may, to the extent available to do so and subject to this Agreement, use the Services to access such other related information, materials and services as may be made available from SMUG through the Services from time to time hereafter. You agree that you acquire absolutely no rights or licenses to any of the Content or the Services other than the limited right to access and use the Content and the Services in accordance with this Agreement. Any unauthorized reproduction, publication, further distribution or public exhibition of the Services or the Content, in whole or in part, is strictly prohibited.

You acknowledge and expressly agree that content and information (with the exception of your name, phone number and other similar personal information) posted or otherwise provided by you as part of your access to and/or use of the Services, is and shall be owned by SMUG immediately and automatically upon the posting/providing of such consent and/or information on the SMUG Website or otherwise to SMUG, and is protected by applicable intellectual property and other laws (including but not limited to copyright, trademark, patent, trade secret, industrial secret, and other laws). To the extent that ownership of such content and/or information cannot be assigned or transferred, you hereby grant to SMUG a non-exclusive, transferable, sub-licensable, royalty-free, irrevocable and perpetual worldwide license to use and otherwise exploit any and all intellectual property and other content and materials posted or otherwise provided by you as part of your access to and/or use of the Services. You also hereby completely and unconditionally waive in whole, any and all moral rights in, or associated with all content sand information posted or otherwise provided by you as part of your access to and/or use of the Services.

Licenses

Provided you abide by the terms and conditions herein, SMUG grants you a personal, non-transferable and non-exclusive license to access, read, download and print the data, images, graphics, illustrations, designs, icons, photographs, video clips and written and other materials available through the Services and/or otherwise contained on and/or in the SMUG Website (the “Content”) solely and exclusively for your personal and private, non-commercial use. You may not distribute, modify, transmit, reuse, repost, copy or use the Content, in whole or in part, for public or commercial purposes, without the express written permission of SMUG

Upon your downloading of any SMUG Software, and provided you abide by the terms and conditions herein and pay to SMUG any and all amounts due and payable for such download, SMUG hereby grants you a personal, non-transferable and non-exclusive license to access, download and use the applicable SMUG Software on any compatible device that you own or control.

Fees and Costs

Using the SMUG Website is free to use. However, charges may apply for certain Services, charged directly by us and/or third parties. In the event of any such fee(s), you will be able to review and accept. Our fees are subject to change from time to time without notice at our sole discretion. Without limiting the foregoing, we note that we may temporarily change our fees for promotional events or new Services. Our fees are non-refundable and you are responsible for paying them as and when they are due. Without limiting any other term of condition of this Agreement, if you fail to pay any amount(s) owing as and when due, we may limit or deny your ability to use the Services. If your payment method fails or your account is past due, we may collect and you agree to be responsible for, any and all costs we may incur in collecting your overdue account(s).

Links

The Services may include hypertext links to other web sites solely for the purpose of helping you identify and locate other sources of information that may be of interest. Any such links do not imply any endorsement of (including that SMUG has reviewed such sites) or association with such third party web sites and SMUG is not responsible for such third party web sites or the information contained on such third party web sites. Use of third party web sites is entirely at your sole discretion and risk.

You may not create links from other web sites to the SMUG Website without the prior written consent of SMUG Any copying, republication or redistribution of the Services or the Content, in whole or in part, including by caching, framing or similar means, is expressly prohibited without the prior written consent of SMUG

Privacy and Collection & Use of Personal Information

Your privacy and the security of your personal information are very important to SMUG. SMUG’s Privacy Policy explains how SMUG collects and uses certain information, including the personal information that you supply to SMUG or otherwise make available through the Services.

Subject to our Privacy Policy, you agree that SMUG may collect and use technical data and related information, including but not limited to technical information about your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Services. We may use this information to improve our products and/or provide services or technologies to you.

Technical Allowances / Software Installation

You understand and acknowledge that the technical processing and transmission of the Services may involve (i) transmissions over various networks and/or (ii) changes to conform and adapt to technical requirements of connecting networks or devices. SMUG performs technical functions necessary to offer the Services. You agree to allow SMUG to perform such technical functions and that such technical functions may include the installation of software on your device.

International Use

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from Canada or the country in which you reside.

Any and all SMUG Software available in connection with the Services is subject to Canada’s export controls and the import controls of the jurisdiction in which you and/or your servers reside. You may not use or otherwise export or re-export any Services except as authorized by Canadian law and the laws of the jurisdiction in which the Service is obtained. In particular, no SMUG Software may be downloaded from the Services or otherwise exported or re-exported in violation of Canadian export laws.

Communications

By using the Services and in particular downloading SMUG Software, you agree and consent that SMUG and its partners and affiliates may communicate with you via such methods of communications as may be necessary and/or advisable by SMUG from time to time in its sole discretion, including but not limited to regular mail and email, whether specifically addressed to you or addressed to multiple parties.

Notwithstanding the foregoing, you may withdraw the foregoing consent at any time in accordance with the terms and conditions of this Agreement.

You hereby consent to the exchange of information and documents between us electronically over the Internet or by e-mail, including any exchange of information and receiving electronic communications from time to time, including updates, publications, announcements, messages and other communications, between any e-mail address which you provide to us and email addresses ending in “supermegaultragroovy.com” or any other e-mail address which we may provide to you until such time as you withdraw your consent by notifying us that you no longer wish to receive our electronic communications.

You may withdraw your consent to receive Communications electronically at any time. However, we note that the Services do not allow for Communications to be provided in paper format or through other non-electronic means. Therefore, if you withdraw your consent, your use of the Services may be interrupted limited and/or terminated. In order to withdraw your consent to direct communications from us to you, contact us at: [support@supermegaultragroovy.com][support]. To withdraw your consent to in-app communications, change the settings in your app or, where not such option is available, simply delete the app.

Passwords & Security

You may be asked to choose a login name and password. You are solely and entirely responsible for any and all use of your account and for maintaining the confidentiality of your login name and password. You agree to not use the account, login name or password of another user at any time, to not disclose your password to any third party and to notify us immediately if you suspect any unauthorized use of your account or login name or access to your password.

Termination / Suspension / Remedies

You may terminate your registered account at any time, for any reason, by providing SMUG with thirty (30) days advance notice of your desire to do so. Such notice may be given via email. Your account shall be deemed cancelled upon confirmation of receipt of your cancellation notice. If you are dissatisfied with the Services, the Content and/or your use thereof, or with any of the terms, conditions, guidelines, practices or policies of SMUG in operating the Services, you agree that your sole and exclusive remedy shall be to discontinue using the Services.

We may terminate your account at any time, for any or no reason, with or without prior notice or explanation, and without liability. SMUG further reserves the right to take such steps as it deems necessary, including taking legal action, to restrain any and all unauthorized use of the Services and/or the Content, including without limitation, reporting you to law enforcement authorities and/or commencing civil claims. We also reserve the right to refuse, suspend or terminate your account and/or deny, restrict, suspend, or terminate your access to all or any part of the Services if SMUG determines, in its sole discretion, that you (i) have violated this Agreement, (ii) pose a threat to SMUG and/or the users of the Services and/or (iii) have violated any applicable law or regulation.

Waiver

No waiver of any breach of any term or condition of this Agreement shall be deemed a further or continuing waiver of such term or condition or any other term or condition. All waivers by SMUG must be in writing and signed by an authorized representative of SMUG

Limitations

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. USE OF THE SERVICES IS AT YOUR SOLE RISK.

SMUG MAKES NO WARRANTY, EXPRESS OR IMPLIED, THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES, OR THAT (V) ANY ERRORS IN THE SMUG SOFTWARE, OR THE SERVICES WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED OR VIEWED THROUGH THE USE OF THE SERVICES OR THE INTERNET GENERALLY, IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR ANY DAMAGES WHICH MY OCCUR AS A RESULT OF SAME, INCLUDING BUT NOT LIMITED TO DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL AND ANY DAMAGES YOU MAY SUFFER IF YOU TRANSMIT CONFIDENTIAL OR SENSITIVE INFORMATION TO US OR IF WE COMMUNICATE SUCH INFORMATION TO YOU. NO ENDORSEMENT OF ANY THIRD PARTY PRODUCTS, SERVICES OR INFORMATION IS EXPRESSED OR IMPLIED BY ANY INFORMATION, MATERIAL OR CONTENT REFERRED TO OR INCLUDED ON, OR LINKED FROM OR TO THE SMUG WEBSITE. SMUG MAKES NO WARRANTY THAT INFORMATION, SOFTWARE AND/OR OTHER MATERIAL ACCESSED OR VIEWED THROUGH THE SERVICES WILL BE FREE OF VIRUSES, BOTS, WORMS, OR ANY OTHER COMPUTER CODE, FILES OR PROGRAMS THAT MAY INTERRUPT, DESTROY OR LIMIT THE FUNCTIONALITY OF ANY COMPUTER SOFTWARE OR HARDWARE, OR OTHERWISE PERMIT THE UNAUTHORIZED USE OF OR ACCESS TO A COMPUTER OR A COMPUTER NETWORK.

SMUG IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICES OR ANY USER OF THE INTERNET IN GENERAL.

IN NO EVENT SHALL SMUG OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, VOLUNTEERS OR AGENTS, BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, HARM, INJURY, COST, EXPENSE OR OTHER LOSSES OR ANY KIND OR NATURE WHATSOEVER (WHETHER BASED ON WARRANTY, CONTRACT, TORT, EQUITY, STRICT LIABILITY, PATENT OR COPYRIGHT INFRINGEMENT OR ANY OTHER LEGAL THEORY) RESULTING FROM THE USE OF, OR THE INABILITY TO MAKE USE OF, THE SERVICES OR ANY CONTENT (INCLUDING WITHOUT LIMITATION IN ANY CONNECTION WITH: (I) THE TRANSMISSION OR DOWNLOADING OF ANY CONTENT FROM THE SERVICES OR SUBMISSIONS/POSTINGS TO THE SERVICES; OR (II) ANY LOST FILES, DATA OR INFORMATION SUPPLIED BY YOU) OR THE USE OF, OR YOUR RELIANCE ON, ANY CONTENT, ADVICE, RECOMMENDATIONS OR OTHER INFORMATION CONTAINED ON/IN OR OTHERWISE PROVIDED TROUGH YOUR USE OF THE SERVICES, WHETHER OR NOT SMUG IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR OUGHT TO HAVE REASONABLY KNOWN OF THE POTENTIAL FOR SUCH DAMAGES.

WITHOUT LIMITATION TO THE FOREGOING, IN NO EVENT SHALL SMUG’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE LESSER OF (I) THE AMOUNT YOU PAID TO SMUG FOR USE OF THE SERVICES AND (II) $50.00.

Without limiting the generality of our Linking Policy, which is incorporated into this Agreement by reference, and is an integral part of this Agreement:

(a) SMUG and/or third parties may provide links to other Internet sites or resources. Unless otherwise expressly indicted, inclusion of any link or resource on the Services does not imply the approval or endorsement of SMUG

(b) When you access such sites or resources, you do so at your own risk.

© SMUG has no control over third party websites and resources and such websites and resources are not necessarily investigated, monitored or checked for accuracy or completeness by SMUG

(d) You acknowledge and expressly agree that SMUG is not responsible for the availability of such external sites or resources, and that SMUG does not endorse and is not responsible or liable for any Content, advertising, products, opinions or other materials on, or available from or through such sites or resources.

(e) You further acknowledge and expressly agree that SMUG is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

SMUG and/or third parties may create and/or otherwise provide advertisements and applications to Users. SMUG takes no responsibility for third party advertisements or applications that are created and/or posted on or through the Services, nor does it take any responsibility for the goods or services provided by its advertisers. Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Services, including payment and delivery of related goods or services, and any other terms, representations, warranties or conditions associated with such dealings, are solely between you and such advertiser. You agree that SMUG is not responsible or liable for any loss or damage of any sort incurred as a result of such dealings or as a result of the presence of third party advertisers on the Services.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, REPRESENTATIONS AND CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnity

You agree to defend, indemnify, save and hold harmless SMUG, its affiliates and their respective officers, directors, employees, professional advisors and agents and volunteers from and against any claims, actions, demands, losses, liabilities, damages, costs and expenses, including without limitation, reasonable legal and accounting fees, alleging or resulting from your access to and use of the Services, your use of the Content and/or your breach of this Agreement.

Location and Law

The online components of the Services are physically located on servers in the United States of America and are administered by SMUG from its offices in the Province of Ontario, Canada. By accessing the Services, you and SMUG agree that all matters relating to access to, or use of the Services and all communications, transmissions and transactions associated with the Services shall be deemed to have occurred in the Province of Ontario, Canada and shall, together with this Agreement, be governed by the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to the conflicts of laws principals thereof. You and SMUG also agree and hereby irrevocably submit and attorn to the exclusive personal jurisdiction and venue of the courts of the Province of Ontario with respect to such matters.

General

We may use third parties to facilitate the download, installation, use, license and/or purchase of the Services. If and when you download, install, use, license and/or purchase the Services through any such third party, further terms and conditions may apply, as prescribed by that third party. We are not responsible for and may have no control over those terms and conditions. We strongly recommend that you familiarize yourself with those terms and conditions and ensure they are acceptable to you prior to such download, installation, use, license and/or purchase.

This Agreement may be terminated by you or us at any time, for any or no reason. Upon termination of this Agreement, the license(s) granted by us to you hereunder shall immediately and automatically be terminated. All other provisions shall remain in full force and effect after termination. Upon termination, you shall immediately cease all use of the Services, and destroy all copies, full and partial, of any SMUG Software in your possession and/or control.

If, in any jurisdiction, any of the terms or conditions contained in this Agreement are held to be unenforceable (in whole or in part) by a court of competent jurisdiction, such term(s) and/or condition(s) shall be restricted or eliminated to the minimum extent necessary and the remaining term(s) and condition(s) (or part(s) thereof) shall otherwise remain in full force and effect.

This Agreement constitutes the entire agreement between you and SMUG relating to the access to and use of the Services and the Content. Anything on/in the Services inconsistent with this Agreement is superseded by this Agreement.

All notices and communications by or to you shall be in writing and shall be made via e-mail to [support@supermegaultragroovy.com][support] or to the e-mail that you may provide to SMUG in connection with your use of the Services, as applicable. Either party may revise its contact information by sending the other a new/corrected email address to the address specified in the preceding sentence. Notwithstanding the foregoing, SMUG may also post notices or communications, or other matters of importance, on the Services; and you agree that such posts shall constitute notice to you whether or not you actually access the notice/communication via the Services. Notice by e-mail or posting on the Services shall be deemed given forty-eight (48) hours after the e-mail is sent or posted, unless in the case of e-mail the sending party is notified that the e-mail address is invalid.

SMUG reserves the right to modify this Agreement at any time. It is your responsibility to review this Agreement each time you visit/use the Services and upon each visit/use you are deemed to be aware of such amendments. If this Agreement changes, the revised Agreement will be posted and the date of the most recent version shall always be noted. If you do not agree to the amended Agreement, you must immediately stop accessing and using the Services. Your continued use of the Services after such amendments have been posted shall constitute your acknowledgement and acceptance of the amended Agreement. No supplement, modification or amendment to his Agreement proposed by you shall be binding on SMUG unless agreed to by SMUG in writing.

This Agreement is accepted upon your use of the SMUG Website or any of the Services and is further affirmed by you by completing any SMUG Software download.

You agree that this Agreement and any of its accessories, including notice, be written in the English language. / Les parties aux présentes ont exigé que ce contrat et ses accessoires, y compris tout avis, soient rédigés en anglais.

You agree that the license(s) granted hereunder and your Username and password is non-transferable and any rights to your Username, password and account terminate upon your death. Upon receipt of a copy of a death certificate, your Personally Identifiable Information will be deleted permanently.

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or related to this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

You agree to use reasonable efforts to do, make, execute, deliver, or cause to be done, made, executed, or delivered, all such further acts, documents, and things as SMUG may reasonably require from time to time for the purpose of giving effect to this Agreement, including regularly reviewing this Agreement and updating your Client Information.

SMUG shall not be liable or deemed to be in default for any delay or failure in performance under this Agreement or for any interruption in the Services resulting directly or indirectly from any act of God or the Queens’ enemies, a lawful act of a public authority, a delay or default by a common carrier, fire, explosion, power failure, flood, epidemic, riot or civil disturbance, sabotage, accidents, insurrections, blockades, embargoes, storms, labour disputes, strikes or similar event, which cannot reasonably be foreseen or provided against.

YOU ACKNOWLEDGE AND EXPRESSLY AGREE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE FURTHER TO BE BOUND BY ITS TERMS AND CONDITIONS, AS AMENDED FROM TIME TO TIME. FURTHER, YOU ACKNOWLEDGE AND EXPRESSLY AGREE THAT THIS INSTRUMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND SMUG, WHICH SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE PARTIES RELATING TO THE SUBJECT-MATTER OF THIS AGREEMENT.

Please CONTACT US if you have any questions, comments or concerns regarding this Agreement.