Effective as of February 1, 2021
Welcome to directtoconsumer.co (the “Site”). By visiting this Site and accessing any content or using any of the services or products available through the Site, you agree to the following terms and conditions.
IF YOU DO NOT AGREE TO THIS AGREEMENT IN ITS ENTIRETY, YOU ARE NOT AUTHORIZED TO ACCESS THIS SITE, OR USE ANY PRODUCTS OR SERVICES BEING MADE AVAILABLE TO YOU THROUGH THIS SITE, IN ANY MANNER OR FORM.
1. USE OF THE SITE – Pilothouse is granting you the limited right to access and view the Site, and to access and use any products and/or services being made available to you through the Site, provided that you are of legal age to form a binding contract in your applicable jurisdiction. When viewing and accessing the Site and using any of the products and/or services being made available to you through the Site, you agree to comply with your own local laws and regulations regarding online conduct and acceptable content, including laws regulating the export of data to and from your country of residence. You understand that by visiting and accessing the Site and using any of the services or products being made available through the Site, you may be exposed to content that you may consider to be offensive, objectionable, indecent, or inappropriate. You agree that visiting and accessing the Site is at your own risk.
2. SITE AVAILABILITY – Pilothouse uses commercially reasonable efforts to ensure that the Site is available 24 hours a day 7 days a week. However, there will be occasions when the Site or any services or products made available through the Site will be interrupted for maintenance, upgrades and emergency repairs or due to failure of telecommunications links and equipment that are beyond the control of Pilothouse. Every reasonable step will be taken by us to minimize such disruption where it is within the reasonable control of Pilothouse. You agree that Pilothouse shall not be responsible or liable to you for (i) the deletion or failure to make available any content, services, products, and other communications maintained or transmitted through the Site; or (ii) any modification, suspension or discontinuance of the Site and/or any services or products made available to you through the Site. You acknowledge that Pilothouse reserves the right, in its sole discretion, to limit your ability to access and use the Site or any
services, products or other resources or content made available on or through the Site. Pilothouse reserves the right to terminate, suspend, or limit certain features or functionality of the Site and any products and/or services being made available to you through the Site, in its sole discretion.
3. CONDUCT – You agree that you are responsible for your own conduct when accessing the Site and using any of the products and/or services being made available to you through the Site, and for any consequences thereof. You agree NOT to use the Site and products or services: (a) to impersonate any person or entity, or otherwise to misrepresent your affiliation with a person or entity while using the services or products; and (b) to reproduce, duplicate, copy, or resell the services or any content being made available to you through the services and/or products, or any portion of thereof, unless otherwise authorized by Pilothouse. You further agree to not, directly or indirectly, solicit for employment any employees of Pilothouse or any of its affiliated companies, except that the foregoing shall not apply to the solicitation of employment of any Pilothouse employee who is responding to an advertisement for employment that has been published in a newspaper, magazine, trade publication or other publication, or by electronic means, such as posting on the Internet and that is available to the general public. You agree that monetary damages for a breach of or a threatened breach of the foregoing will not be adequate and that in the event you employ a Pilothouse employee in violation of this Agreement, Pilothouse shall be entitled to injunctive relief (including temporary and preliminary relief), liquidated damages, and any other remedies available at law.
5. COPYRIGHT RESTRICTION - The Site, and any content, products and/or services being made available to you through the Site, contain copyrighted material, trade secrets and other proprietary and confidential material that is protected by applicable intellectual property and other laws and treaties. Pilothouse, or the applicable third-party licensor(s), retain all patent, trademarks, and copyright to any content, products, and services published on the Site. Subject to the terms and conditions of this Agreement, Pilothouse grants to you a limited, non-transferable and non-exclusive right to access and use the Site and any products and/or services being made available to you through the Site. You shall not directly, and shall not attempt to allow or assist any third party to, modify, reverse engineer, disassemble or decompile the Site or any of the products and/or services being made available to you through the Site, nor shall you create any derivative works or other works that are based upon or derived from the Site content, or any of the products and/or services being made available to you through the Site, in whole or in part. Pilothouse, and its applicable licensors, retain sole and exclusive ownership of all right, title and interest in and to the content provided through the Site and all intellectual property rights relating thereto including without limitation Pilothouse’s name, any product or service names, any Pilothouse logos and graphic files that represents the Site content, products and/or services. You further agree not to remove, obscure, or alter any Pilothouse or any third-party copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Site. You acknowledge and agree that third parties, may own right, title and interest in and to the content, products, and services hosted on the Site or otherwise presented to you through the Site, and that such content may be protected by applicable intellectual property laws and other laws and treaties. Copyright law and international copyright treaty provisions protect all parts of the Site. No program, code, part, image, or text may be copied, distributed, or used in any way by you except as intended within the bounds of this Agreement. All rights not expressly granted hereunder are reserved for Pilothouse or its applicable licensors.
6. THIRD-PARTY OPEN-SOURCE SOFTWARE LICENSE - The Site may include third-party software components and technologies. Such third-party software may incorporate certain open-source software and code, which is being licensed to you and is subject to the licensing terms and conditions of each applicable third-party provider. You are permitted to use and may be permitted to distribute, free of charge, certain source code of the features and functionality of the Services under the applicable public licenses. The applicable open-source licenses may permit you to copy, run, modify, and/or redistribute the open-source components, subject to certain restrictions, described in the terms of each applicable license. You are responsible for reviewing and complying with each applicable license. The terms and conditions of this Agreement are not intended to limit your rights under the applicable third-party open-source licenses, nor grant you any rights that supersede the terms and conditions of any particular third-party open-source licenses. You acknowledge and agree that in the event of any conflict or discrepancy between the terms and conditions set out in this Agreement and the applicable third-party open-source license, the terms of the third-party open-source license shall govern and prevail.
The Site may utilize the following third-party open-source software code and technologies, and the applicable licenses can be viewed at the following URL’s below:
7. ADVERTISING AND LINKS - Pilothouse may display third party advertisements and promotions on the Site or through the products and/or services that have been made available to you through the Site. The manner, mode and extent of advertising by Pilothouse on the Site or through any products and/or services are subject to change at any time. You agree that Pilothouse shall not be responsible or liable for any loss or damage of any sort incurred by you as a result of your dealings with such third parties. Pilothouse may provide, or third parties may provide, links to other Internet sites or resources. Because Pilothouse has no control over such
sites and resources, you acknowledge and agree that Pilothouse is not responsible for the availability of such external websites, resources, content or policies that govern the use of those websites. Furthermore, Pilothouse does not endorse and is not responsible or liable for any content, advertising, products, services, or other materials on or being made available from such sites or resources. You further acknowledge and agree that Pilothouse shall not be 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 advertising content, goods, products, and/or services available on or through any such site or resource, nor will Pilothouse accept any responsibility for any viruses, worms, Trojan horses or other forms of destructive malware that may infect your computer systems as a result of your use of any third party websites.
8. DISCLAIMER OF WARRANTIES - THE SITE, AND ANY PRODUCTS AND/OR SERVICES BEING MADE AVAILABLE TO YOU THROUGH THE SITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTIES EXCEPT AS OTHERWISE SPECIFIED HEREIN. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PILOTHOUSE MAKES NO WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. PILOTHOUSE DOES NOT WARRANT THAT (I) THE SITE OR ANY PUBLISHED CONTENT, PRODUCTS, AND/OR SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE SITE AND ANY PUBLISHED PRODUCTS AND/OR SERVICESWILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) THE RESULTS THAT MAY BE DISPLAYED OR OBTAINED FROM THE USE OF THE SITE, OR ANY PRODUCTS AND/OR SERVICES BEING MADE AVAILABLE TO YOU THROUGH THE SITE, WILL BE ACCURATE OR RELIABLE; (IV) THE QUALITY OF ANY CONTENT, INFORMATION, PRODUCTS, SERVICES, OR OTHER RELATED MATERIALS PROVIDED OR OFFERED THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; AND (V) ANY ERRORS IN THE SITE OR PUBLISHED CONTENT, OR ANY PRODUCTS AND/OR SERVICES MADE AVAILABLE TO YOU THROUGH THE SITE, WILL BE CORRECTED. ANY CONTENT AND INFORMATION, PRODUCTS, AND SERVICES OBTAINED THROUGH YOUR USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE, LOSS OF DATA, OR LOSS OF BUSINESS THAT RESULTS FROM YOUR USE OF THE SITE, OR THAT RESULT FROM YOUR USE OF ANY CONTENT, INFORMATION, PRODUCTS, AND SERVICES THAT ARE MADE AVAILABLE TO YOU THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PILOTHOUSE OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
9. LIMITATION OF LIABILITY/INDEMNIFICATION - Information on this Site may contain technical inaccuracies or typographical errors although Pilothouse will make commercially reasonable efforts to maintain and review all its content. Information and any content available on this Site may be changed or updated at any time without prior notice to you. You will indemnify, hold harmless, and defend Pilothouse, its employees, directors, officers, and authorized agents against any and all claims, proceedings, demand and costs (including litigation costs and attorneys ’fees) resulting from or in any way connected with your use of the Site, the information, and any content, products, and services that are made available on or through the Site resulting from your breach of any of the terms and conditions of this Agreement. IN NO EVENT (INCLUDING, WITHOUT LIMITATION, IN THE EVENT OF NEGLIGENCE) WILL PILOTHOUSE, ITS EMPLOYEES, DIRECTORS, OFFICERS, OR AUTHORIZED AGENTS BE LIABLE FOR ANY ACTUAL, CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF BUSINESS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA, OR PECUNIARY LOSS), IN CONNECTION WITH OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY SITE CONTENT, ANY PRODUCTS AND/OR SERVICES MADE AVAILABLE THROUGH THE SITE, OR THE USE OR INABILITY TO USE THIS SITE, OR THE USE OR INABILITY TO USE ANY PRODUCTS AND/OR SERVICES MADE AVAILABLE THROUGH THE SITE, OR THE FURNISHING, PERFORMANCE OR USE OF ANY OTHER MATTERS HEREUNDER WHETHER BASED UPON CONTRACT, TORT OR ANY OTHER THEORY INCLUDING NEGLIGENCE, EVEN IF EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10. TERMINATION - Pilothouse reserves the right to terminate this Agreement and your access to the Site, including without limitation, your access to any products and/or services, at any time and with or without cause and without notice.
11. EQUITABLE RELIEF - You agree that a material breach of this Agreement by you would cause irreparable injury to Pilothouse for which there may be no adequate remedy at law. Pilothouse shall have the right to apply to any court of competent jurisdiction for injunctive relief and specific performance, without prejudice to any remedies available to it at law or in equity.
12. GOVERNING LAW – This Agreement and all claims related to it, or the performance by both parties under it, shall be governed exclusively by the laws of the Province of British Columbia and the laws of Canada applicable therein except any principles regarding conflicts of law rules. You hereby irrevocably attorn and submit to the exclusive jurisdiction of the courts of Victoria, British Columbia, and any competent Courts of Appeal therefrom, and expressly and irrevocably waive any defense of personal and/or subject matter jurisdiction in those courts or any claim on the grounds of forum non conveniens. The failure of Pilothouse to exercise or enforce at any time any of the provisions of this Agreement, or the failure to require at any time performance by you of any of the provisions of this Agreement, shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect Pilothouse’s ability to enforce each and every such provision thereafter. If any provision shall be considered unlawful, void or otherwise unenforceable, then that provision shall be deemed severable from this Agreement and not affect the validity and enforceability of any other provisions.
13. NOTICE AND AMENDMENT TO TERMS - Pilothouse reserves the right to amend the terms and conditions of this Agreement at any time. We shall notify you of any material changes to this Agreement by providing you with notification of such changes which will appear in a prominent location on the Site. Your continued use of the Site following any notice of changes will constitute as your acknowledgement and acceptance of any modified terms to the Agreement.
14. ENTIRE AGREEMENT – The terms and conditions of this Agreement (including any policies, guidelines or amendments that may be presented to you from time to time) constitute the entire agreement between you and Pilothouse and govern your use of the Site, and any products and/or services made available to you through the Site, superseding any prior agreements between you and Pilothouse. You also may be subject to additional terms and conditions that may apply when you use any other current or future products and/or services made available through the Site. If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of this Agreement will continue in full force and effect. No term or condition of the Agreement will be deemed waived, and no breach excused, unless such waiver or consent is in writing and signed by Pilothouse. The failure of Pilothouse to enforce at any time any of the provisions of this Agreement, or the failure to require at any time performance by you of any of the provisions of this Agreement, shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the ability of Pilothouse to enforce each and every such provision thereafter.