Last Revised: 2021-01-31
This Agreement sets forth the general terms and conditions of your use of the Conrai.com website (the “Site”), the products and services purchased or accessed through this Site (individually and collectively, the “Services”), and is made effective as of the date of your use of this Site or the date of electronic acceptance. Services Agreements and additional policies apply to certain Services and are in addition to (not in lieu of) this Agreement. In the event of a conflict between the provisions of a Services Agreement and the provisions of this Agreement, the provisions of the applicable Services Agreement shall control.
In this Agreement, “Registrant”, “you”, “your” or “user” refers to the holder of an account with us and to the registrant of each domain name registered with us. “we”, “us,” “our” and “Conrai” refers to Conrai Media.
1.2 Modification of Agreement, Site or Services
Conrai may, in its sole and absolute discretion, change or modify this agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to this site. Your use of this site or the services after such changes or modifications have been made shall constitute your acceptance of this agreement as last revised. If you do not agree to be bound by this agreement as last revised, do not use (or continue to use) this site or the services. In addition, Conrai may occasionally notify you of changes or modifications to this agreement by email. It is therefore very important that you keep your shopper account (“Account”) information current. Conrai assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate email address. In addition, Conrai may terminate your use of services for any violation or breach of any of the terms of this agreement by you. Conrai reserves the right to modify, change, or discontinue any aspect of this site or the services, including without limitation to prices and fees for the same, at any time.
1.3. Eligibility; Authority
This site and the services are available only to individuals or entities (“users”) who can form legally binding contracts under applicable law. By using this site or the services, you represent and warrant that you are (i) at least eighteen (18) years of age, (ii) otherwise recognized as being able to form legally binding contracts under applicable law, or (iii) are not a person barred from purchasing or receiving the services found under the laws of Canada or other applicable jurisdiction.
If you are entering into this agreement on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to the terms and conditions contained in this agreement, in which case the terms “you”, “your”, “user” or “customer” shall refer to such corporate entity. If, after your electronic acceptance of this agreement, Conrai finds that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in this agreement, including, but not limited to, the payment obligations. Conrai shall not be liable for any loss or damage resulting from Conrai’s reliance on any instruction, notice, document or communication reasonably believed by Conrai be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, Conrai reserves the right (but undertakes no duty) to require additional authentication from you. You further agree to be bound by the terms of this agreement for transactions entered into by you, anyone acting as your agent and anyone who uses your account or the Services, whether or not authorized by you.
1.4 Registrar Services
We will request and record your agreement to these terms upon the occurrence of certain account actions or purchases involving domain name registrations in accordance with the terms of our accreditation with the respective registry or accreditation authority. By agreeing to the terms and conditions of domain registration set forth in this agreement, you also agree to be bound by the rules and regulations set forth by the registry administrator of the applicable top-level domain.
1.5 Other Services
By the act of purchasing, registering for, or otherwise enrolling in other services provided by us, you agree to be bound by these terms whether or not such agreement is expressly requested or recorded apart from such purchase, registration or enrollment transaction, the record of which transaction shall constitute the record of your agreement to the applicable terms of this agreement.
2.1 Registries and Registration Authorities
We provide Registrar Services in accordance with the terms of our accreditation to do so by the top-level domain (“TLD”) Registries and applicable registration authorities (e.g. those established by ICANN, the Internet Corporation for Assigned Names and Numbers; country-code TLD administrators; or providers of subdomain registration services). The Registrar Services we may offer in a TLD are necessarily defined and limited by the scope of the terms of our accreditation by such Registries and authorities. Your agreement to our Registrar Services is subject to the terms, limitations, policies and other rules as are established and maintained by such Registries and authorities. It is important for you to be aware of what Registry or registration authority rules may or may not apply to your domain registration.
Many Registries mandate the inclusion of various terms and conditions be applied to domain names in their respective TLDs. In the event that this Agreement may be inconsistent with any term, condition, policy or procedure of an applicable Registry, the term, condition, policy or procedure of the applicable Registry shall prevail. These terms, and the conditions of our accreditation in various TLDs, have important provisions in them relating to dispute policies, conditions of use, and personal data retention requirements.
2.2 Selection of Domain Name
You are responsible for your selection of a domain name and determining whether you have a legal right to use it for your intended purpose. We may suggest alternative or additional domain names. Such automated suggestions are not a representation on our part that you have a right to use any such domain name.
You acknowledge and agree that we cannot guarantee that you will obtain a desired domain name, even if an inquiry indicates that a domain name is available at the time of your application. You represent that, to the best of your knowledge and belief, neither the registration of the domain name nor the manner in which you intend to use it, infringes upon the legal rights of a third party and further, that the domain name is not being registered for, nor shall it at any time whatsoever be used for, any unlawful purpose. Pursuant to applicable law and policies, you are prohibited from distributing malware, abusively operating botnets, phishing, piracy, trademark or copyright infringement, fraudulent or deceptive practices, counterfeiting or otherwise engaging in activity contrary to applicable law. Such laws and policies may result in consequences for such activities including suspension of the domain name.
You acknowledge that your selection of our services in no way provides you with superior access to any domain name registry, including those with which we have shared ownership, partnership or other business arrangements, compared to that of any other registrar accredited for that registry; and that your selection of our services was in no way premised on any representation made by us to that effect.
You agree that your payment method may be charged by one of our affiliated entities. As consideration for the Services, you agree to pay the applicable fees prior to the effectiveness of a desired domain name registration or any renewal thereof. All fees payable hereunder are non-refundable even if your domain name registration is suspended, cancelled or transferred prior to the end of your current registration term.
Our fees are further subject to Registry pricing policies in relation to Registries which have variable pricing in relation to certain TLDs or domains within them (e.g. among “premium” and “non-premium” domains or other variable pricing criteria).
This agreement will remain in effect during the term of your domain name registration as selected, recorded and paid for at the time of registration or any renewal thereof. In the event that you materially breach any term of this Agreement and such breach is not cured within seven (7) calendar days after written notice is given to you by us, then we may, by written notice, terminate this agreement as of the date specified in the notice of termination. We also may also choose to terminate this agreement, at our convenience, and disallow renewal of any domain name with us, by giving you written notice of our intent to terminate. Termination for convenience will be effective one (1) year after notice is provided, and you will be required to transfer the sponsorship of any domain name registration with us to another ICANN-accredited registrar, in compliance with any procedures established or approved ICANN, before the name is scheduled for renewal.
2.5 Your Account and Profile Settings
As further consideration for the Services, you agree to: (1) provide certain current, complete and accurate information about you as required by the registration process, and (2) maintain and update this information as needed to keep it current, complete and accurate. All such information shall be referred to as account information. You represent that the information and all other statements used in your registration application are true, complete, accurate, and authorized by the Registrant. We and each Registry reserve the right to terminate your domain name registration if: (i) information provided by you or your agent is false, inaccurate, incomplete, unreliable, misleading or otherwise secretive; or (ii) you have failed to maintain, update and keep your Account Information true, current, complete, accurate and reliable.
You acknowledge that a breach of this section will constitute a material breach of our agreement, which will entitle either us or a registry to terminate this agreement immediately upon such breach without any refund and without notice to you. Failure to respond to inquiries by us addressed to the email address of the registrant, the administrative, billing or technical contact appearing in the Whois directory with respect to a domain name concerning the accuracy of contact details associated with the registration shall constitute a material breach of this agreement and constitute a sufficient basis for cancellation of the domain name registration.
You agree to safeguard your account access information, such as your user name and password, against any unauthorized use. In no event shall we be liable for the unauthorized use or misuse of your login and password. In the event your account access or service information relies upon credentials generated or managed by a third party account access provider (e.g. two-factor identification systems, social media login credentials) which you provide to us, it is your responsibility to safeguard and maintain such credentials, and we will not be responsible for misuse of those credentials as a consequence of a breach of your third party account access provider.
2.6 Domain Name Disputes, In General
You agree that, if the registration or reservation of your domain name is challenged by a third party, you will be subject to the provisions specified in the dispute policy adopted by the applicable registry. You agree that in the event a domain name dispute arises with any third party, you will indemnify and hold us harmless pursuant to the terms and conditions contained in the applicable policy. If we are notified that a complaint has been filed with a judicial or administrative body regarding your domain name, we may, in our sole discretion, suspend your ability to use your domain name or to make modifications to your registration records until (i) we are directed to do so by the judicial or administrative body, or (ii) we receive notification by you and the other party contesting your domain that the dispute has been settled. Furthermore, you agree that if you are subject to litigation regarding your registration or use of your domain name, we may deposit control of your registration record into the registry of the judicial body by supplying a party with a registrar certificate from us.
You agree that your registration of the domain name shall be subject to suspension, cancellation, or transfer pursuant to the applicable TLD registry policy or rule, ICANN or government-adopted requirement; or pursuant to any registrar or registry procedure not inconsistent with a registry, ICANN or government-adopted requirement, (1) to correct mistakes by us or a registry in registering the name or (2) for the resolution of disputes concerning the domain name.
You agree that, in the event of a dispute in relation to a domain name, that we may assess a dispute administrative fee of $50 per domain in addition to any costs and fees incurred by us (see “Indemnity”) and effectively charge such fees at our sole discretion.
Should you intend to license use of a domain name to a third party, or to maintain a domain name within your account for such third party, you shall nonetheless be the domain name holder of record and are therefore responsible for providing your own full contact information and for providing and updating accurate technical and administrative contact information adequate to facilitate timely resolution of any problems that arise in connection with the domain name. You shall accept liability for harm caused by wrongful use of the domain name, unless you promptly disclose the current contact information provided by the licensee and the identity of the licensee to a party providing the Registered Name Holder reasonable evidence of actionable harm. You represent that you are authorized by and have the capacity to bind any third party on whose behalf you represent, to the terms and conditions in this Agreement.
2.8 Transfer of Services
The person named as registrant on the WHOIS shall be the registered name holder. You agree that prior to transferring registration of your domain name to another person (the “transferee”) you shall require the transferee to agree to be bound by all the terms and conditions of this agreement. If, in our sole discretion, the transferee fails to be bound in a reasonable fashion to the terms and conditions in this agreement, any such transfer will be null and void. Such failure may include failure to provide or verify contact information and/or to fail to signify agreement to these terms.
The account holder shall additionally be a designated agent for the registered name holder for the purpose of confirming compliance with these terms and for authorizing transfers of domain name(s) held within the account in accordance with the ICANN Transfer Policy . As an Account holder, you warrant that you are authorized to confirm updates and changes as designated agent for the registered name holders of names registered within your account. The Account holder’s agency shall be authoritative for the purposes of (a) confirming transfers of domain names held in the account among registrants and designation of WHOIS contacts, (b) opting to utilize or not utilize any optional lock period incident to transfers of domain names among registrants on whose behalf domain name(s) are held within the account, and (c) approving and confirming receipt of domain name(s) transferred to the account from another account within Conrai, or transferred into the account from another registrar.
2.9 Renewal And Expiration Policy And Fees
The expiration policy set forth in this section is our default policy applied to generic TLD domain name registrations. Various TLD registries may have policies which differ from this default expiration policy. Some TLD registries may have additional, or different, post-expiration terms, conditions or policies, which may provide different or no mandatory post-expiration redemption opportunities. In the event your domain name is subject to a post-expiration redemption opportunity provided by the registry, an additional Restore Fee may apply. The relevant TLD registry operators and their applicable policies are identified in the TLD-specific additional terms hereof.
We will send you a reminder by email, in accordance with your email contact information provided to us, starting at approximately 30 days prior to the expiration of your registration. The reminders will invite you to renew your domain name and specify the expiration date of your domain name. It is important for you to keep your contact information updated with us, so that you will receive these reminders. We are not responsible for non-delivery of reminders to you arising from your failure to maintain a current and operable email address, including an email address which uses the expiring domain name.
All new Conrai accounts have default settings with automatic renewal enabled. You authorize us to automatically renew your domain name prior to expiration, and to pay the prevailing fee at the time of such renewal using the default payment instrument for your account or any balance otherwise owed to you. You are responsible for maintaining such information to be current and correct, and updating it if necessary, prior to the time we attempt to renew the service.
We will attempt to charge your default payment instrument approximately 30 days prior to the expiration of the service. You will be notified by email of the pending automatic renewal charges approximately 5-7 days prior to being charged. If the charge attempt fails, we will also attempt to notify you in the same manner that we send other reminders. In no event shall we be held liable for failure of automatic renewal payment as a consequence of your failure to maintain updated payment information or as a consequence of policies, procedures, or errors by the issuer of your payment instrument or payment service provider.
If you do not wish to have your domains enabled for automatic renewal, it is solely your responsibility to cancel automatic renewal prior to our attempt to renew your service. No refund of payments will be issued for failure to cancel automatic renewal prior to being charged.
In the event that you fail to renew your domain name prior to its expiration, your registration will expire as of its expiration date and we may, at our discretion, elect to assume the registration and may hold it for our own account, delete it or transfer it to a third party. You acknowledge and agree that your right and interest in a domain name ceases upon its expiration and that any expired domain name may be made available for registration or transfer to another party.
When your domain name registration expires, your domain name may cease to resolve and visitors to your site may be redirected to a default page informing them that the site is no longer in service. This default page may feature advertisements posted by us for our own account. Additionally, any email addresses associated with the domain name may cease to function.
If we have elected to maintain the domain name beyond expiration, we will provide you with a grace period of thirty (30) days during which you may renew the domain name. During this grace period, we may assign nameserver designations for the domain name, revise the registration data to indicate the domain name is in an expired status, or modify available content via the domain name. The domain name also may be listed and promoted as available for auction. If the name is sold during any such auction, it will be acquired by the prevailing party and will not remain available for renewal by you after our stated grace period. After the grace period, if the domain is available for renewal, an additional late renewal fee may apply.
2.10 Registrant-Requested Deletion
Provided a domain name is not being maintained in a locked status pursuant to a dispute, transfer, or other status inconsistent with cancellation thereof, in the event you request cancellation of the domain name registration, we will place the domain name in a status indicating it is subject to deletion prior to (a) submitting the domain name to the applicable Registry cancellation or deletion process or (b) allowing the registration term to expire. In the event of a dispute prior to cancellation or expiration of the domain name, you will be identified as the registrant.
2.11 Your Information
As part of the registration process, and to comply with applicable ICANN and Registry policies, you are required to provide us certain information and to update us promptly as such information changes such that our records are current, complete and accurate. You are obliged to provide us the following information: (a) your name, postal address, e-mail address, and voice and fax (if available) telephone numbers; (b) the domain name being registered; (c) the name, postal address, e-mail address, and voice and fax (if available) telephone numbers of the administrative contact for the domain name; (d) the name, postal address, e-mail address, and voice and fax (if available) telephone numbers of the billing contact for the domain name; and (e) the name, postal address, e-mail address, and voice and fax (if available) telephone numbers of the technical contact for the domain name. Failure to respond to inquiries from us in connection with this required information may result in termination of services to you.
You agree and acknowledge that we will make domain name registration information you provide available to ICANN, to the registry administrators, law enforcement agencies and to other third parties as applicable. You further agree and acknowledge that we may make publicly available, or directly available to third party vendors, some or all, of the domain name registration information you provide, for purposes of inspection (such as through our WHOIS service) or other purposes as required or permitted by ICANN and applicable laws. You hereby consent to any and all such disclosures and use of, and guidelines, limits and restrictions on disclosure or use of, information provided by you in connection with the registration of a domain name (including any updates to such information), whether during or after the term of your registration of the domain name. You hereby irrevocably waive any and all claims and causes of action you may have arising from such disclosure or use of your domain name registration information by us. We will not process or maintain data about any identified or identifiable natural person that we obtain from you in a way incompatible with the purposes and other limitations which we describe in this agreement. We will take reasonable precautions to protect the information we obtain from you from our loss, misuse, unauthorized disclosure, alteration or destruction of that information.
We, in our sole discretion, reserve the right to deny, cancel, suspend, transfer or modify any domain name registration to correct a mistake, protect the integrity and stability of our operations and of any applicable registry, to comply with any applicable laws, government rules, or requirements, requests of law enforcement, in compliance with any dispute resolution process, to address fraudulent payments or identity theft, to avoid any liability, civil or criminal or in response to abusive, threatening or harassing communications directed to us or any of our employees or agents in the scope of their employment. You agree that we shall not be liable to you for loss or damages that may result from our refusal to register or cancel, suspend, transfer or modify your domain name registration under this section.
3.1 Configuration of Third Party Services
We provide automated configuration services for third-party provider blogs, social media platforms, web hosting services, and other third-party services. By using our automated configuration services, you represent (a) that you are authorized to access the specified account and (b) that you appoint us as your agent to access the account in order to perform the requested service configuration on your behalf. We accept such appointment upon your provision to us of your account access information, and you agree to our configuration changes to be made to your third-party service account. You will at all times remain solely responsible for ensuring that you comply with any applicable terms of your third-party service provider. We cannot guarantee that such configuration services will remain compatible with future versions of such third party services, and we will not be responsible for discontinuation of compatibility with such third party services as a consequence of updates, changes, or discontinuation of features provided by such third parties.
3.5 SSL Certificates
SSL Certificates are offered through Conrai.com as reseller for DigiCert and are subject to the terms of service and user warranties provided by DigiCert. with Conrai.com as reseller thereof.
Aa SSL Certificate is deemed issued and non-refundable once it has been activated by you in connection with at least one domain name. If the certificate has not been issued, your purchase of an SSL Certificate can be refunded within 20 business days of the purchase date. After this time no refunds are available. Conrai.com will provide technical support up to and including the activation process. Conrai.com cannot provide technical support to address installation issues for third-party hosting providers. It is therefore your sole responsibility to install the certificate on the website(s) server associated with the domain name(s) and/or seek the support of the relevant hosting service provider if necessary. Further support is also available at https://www.digicert.com/.
4.1 Monitoring of content; Account termination policy
Conrai generally does not pre-screen User Content (whether posted to a website hosted by Conrai or posted to this Site). However, Conrai reserves the right (but undertakes no duty) to do so and decide whether any item of User Content is appropriate and/or complies with this agreement. Conrai may remove any item of User Content (whether posted to a website hosted by Conrai or posted to this Site) and/or terminate a User’s access to this Site or the services found at this site for posting or publishing any material in violation of this agreement, or for otherwise violating this agreement (as determined by Conrai its sole and absolute discretion), at any time and without prior notice. Conrai may also terminate a User’s access to this Site or the Services found at this Site if Conrai reason to believe the User is a repeat offender. If Conrai terminates your access to this site or the services found at this site, Conrai may, in its sole and absolute discretion, remove and destroy any data and files stored by you on its servers.
4.2 Discontinued services; end of life policy
Conrai reserves the right to cease offering or providing any of the Services at any time, for any or no reason, and without prior notice. Although Conrai makes great effort to maximize the lifespan of all its services, there are times when a service we offer will be discontinued or reach its End-of-Life (“EOL”). If that is the case, that product or service will no longer be supported by Conrai, in any way, effective on the EOL date.
Notice and Migration. In the event that any Service we offer has reached or will reach EOL, we will attempt to notify you thirty or more days in advance of the EOL date. It is your responsibility to take all necessary steps to replace the service by migrating to a new service before the EOL date, or by entirely ceasing reliance on said service before the EOL date. In either case, Conrai will either offer a comparable Service for you to migrate to for the remainder of the term of your purchase, a prorated in-store credit, or a prorated refund, to be determined by Conrai in its sole and absolute discretion. Conrai may, with or without notice to you, migrate you to the most up-to-date version of the Service, if available. You agree to take full responsibility for any and all loss or damage arising from any such migration.
No Liability. Conrai will not be liable to you or any third party for any modification, suspension, or discontinuance of any of the Services we may offer or facilitate access to.
4.3 Disclaimer of representations and warranties
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. CONRAI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. CONRAI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND CONRAI ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY CONRAI, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES), AND THIRD PARTY SERVICE PROVIDERS WILL (I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR (II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
4.4 Limitation of liability
IN NO EVENT SHALL CONRAI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ALL THIRD PARTY SERVICE PROVIDERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY THAT MAY RESULT FROM (I) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE, (II) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (III) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, (V) THIRD-PARTY CONDUCT OF ANY NATURE WHATSOEVER, (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL CONTENT, PERSONAL INFORMATION, FINANCIAL INFORMATION OR OTHER INFORMATION AND DATA STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF SERVICES TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (VIII) ANY VIRUSES, WORMS, BUGS, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR FROM THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, (IX) ANY USER CONTENT OR CONTENT THAT IS DEFAMATORY, HARASSING, ABUSIVE, HARMFUL TO MINORS OR ANY PROTECTED CLASS, PORNOGRAPHIC, “X-RATED”, OBSCENE OR OTHERWISE OBJECTIONABLE, AND/OR (X) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT CONRAI IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL CONRAI’S TOTAL AGGREGATE LIABILITY EXCEED $10,000.00 CAD DOLLARS. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
You agree to protect, defend, indemnify and hold harmless Conrai and its officers, directors, employees, agents, and third party service providers from and against any and all claims, demands, costs, expenses, losses, liabilities and damages of every kind and nature (including, without limitation, reasonable attorneys’ fees) imposed upon or incurred by Conrai directly or indirectly arising from (i) your use of and access to this site or the services found at this site; (ii) your violation of any provision of this agreement or the policies or agreements which are incorporated herein; and/or (iii) your violation of any third-party right, including without limitation any intellectual property or other proprietary right. The indemnification obligations under this section shall survive any termination or expiration of this agreement or your use of this site or the services found at this site.
4.6 Compliance with local laws
Conrai makes no representation or warranty that the content available on this site or the services found at this site are appropriate in every country or jurisdiction, and access to this site or the services found at this site from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this site or the services found at this site are responsible for compliance with all local laws, rules and regulations.
4.7 Disputes, binding individual arbitration and waiver of class actions and class arbitrations
PLEASE READ THIS SECTION CAREFULLY. FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE PROVISIONS REQUIRING YOU TO RESOLVE DISPUTES THROUGH INDIVIDUAL ARBITRATION.
(A) Disputes. The terms of this section shall apply to all disputes between you and Conrai. For the purposes of this section, “dispute” shall mean any dispute, claim, or action between you and Conrai arising under or relating to any Conrai’s services or products, Conrai’s websites, these terms, or any other transaction involving you and Conrai, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be interpreted to be given the broadest meaning allowable under law. YOU AND CONRAI AGREE THAT “DISPUTE” AS DEFINED IN THESE TERMS SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY YOU OR CONRAI FOR (I) TRADE SECRET MISAPPROPRIATION, (II) PATENT INFRINGEMENT, (III) COPYRIGHT INFRINGEMENT OR MISUSE, AND (IV) TRADEMARK INFRINGEMENT OR DILUTION. Moreover, notwithstanding anything else in these Terms, you agree that a court, not the arbitrator, may decide if a claim falls within one of these four exceptions.
(B) Binding Arbitration. You and Conrai further agree: (i) to arbitrate all disputes between the parties pursuant to the provisions in these terms; (ii) these terms memorialize a transaction in interstate commerce; (iii) the Federal Arbitration Act (9 U.S.C. §1, et seq.) governs the interpretation and enforcement of this Section; and (iv) this Section shall survive termination of these Terms. ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JUDGE OR JURY IN A COURT PROCEEDING AND YOUR GROUNDS FOR APPEAL ARE LIMITED. The arbitrator may award you the same damages as a court sitting in proper jurisdiction, as limited by the Limitation of Liability set forth in Section 19 of this Agreement and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. In addition, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. The decision of the arbitrator shall be final and enforceable by any court with jurisdiction over the parties.
(C) Small Claims Court. Notwithstanding the foregoing, you may bring an individual action in the small claims court of your state or municipality if the action is within that court’s jurisdiction and is pending only in that court.
(D) Dispute Notice. In the event of a dispute, you or Conrai must first send to the other party a notice of the dispute that shall include a written statement that sets forth the name, address and contact information of the party giving it, the facts giving rise to the dispute, and the relief requested (the “Dispute Notice”). The Dispute Notice to Conrai must be addressed to: Conrai, firstname.lastname@example.org , Attn.: Legal Department. The Dispute Notice to you will be sent by email to the most recent email address we have on file or otherwise in our records for you. If Conrai and you do not reach an agreement to resolve the dispute within sixty (60) days after the Dispute Notice is received, you or Conrai may commence an arbitration proceeding pursuant to this Section. Following submission and receipt of the Dispute Notice, each of us agrees to act in good faith to seek to resolve the Dispute before commencing arbitration.
(E) WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS. YOU AND CONRAI AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER PARTY ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. NEITHER YOU NOR CONRAI WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OF PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR OTHER PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
(F) Arbitration Procedure. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by these Terms. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable. The arbitrator shall also have exclusive authority to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of the arbitration agreement or to the arbitrability of any claim or counterclaim. Notwithstanding this broad delegation of authority to the arbitrator, a court may determine the limited question of whether a claim or cause of action is for (i) trade secret misappropriation, (ii) patent infringement, (iii) copyright infringement or misuse, or (iv) trademark infringement or dilution, which are excluded from the definition of “disputes” as stated above. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. You may choose to engage in arbitration hearings by telephone. Arbitration hearings not conducted by telephone shall take place in a location reasonably accessible from your primary residence (or principal place of business if you are a small business).
(G) Initiation of Arbitration Proceeding. If either you or Conrai decide to arbitrate a dispute, we agree to the following procedure:
i. Write a Demand for Arbitration. The demand must include a description of the Dispute and the amount of damages sought to be recovered.
ii. Send one copy of the Demand for Arbitration to the other party at the same address as the Dispute Notice, or as otherwise agreed to by the parties.
(H) Hearing Format. In all hearing formats, the arbitrator shall issue a written decision that explains the essential findings and conclusions on which an award, if any, is based. During the arbitration, the amount of any settlement offer made by Conrai or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Conrai is entitled. The discovery or exchange of non-privileged information relevant to the dispute may be allowed during the arbitration.
(I) Arbitration Fees and Payments.
i. Disputes involving $5,000.00 CAD or less. Conrai will promptly reimburse your filing fees. If you reject Conrai’s last written settlement offer made before the arbitrator was appointed (“Conrai’s last written offer”), your dispute goes all the way to an arbitrator’s decision (called an “award”), and the arbitrator awards you more than Conrai’s last written offer, Conrai will: (i) pay the greater of the award or $1,000.00; (ii) pay twice your reasonable attorney’s fees, if any; and (iii) reimburse any expenses (including expert witness fees and costs) that your attorney reasonably accrues for investigating, preparing, and pursuing your claim in arbitration. The arbitrator will determine the amount of fees, costs, and expenses unless you and Conrai agree on them.
ii. Disputes involving any amount. In any arbitration you commence, Conrai will seek its arbitrator’s fees and expenses, or your filing fees it reimbursed, only if the arbitrator finds the arbitration frivolous or brought for an improper purpose. In any arbitration Conrai commences, Conrai will pay all filing and arbitrator’s fees and expenses. Conrai will not seek its attorney’s fees or expenses from you in any arbitration. Fees and expenses are not included in determining the amount in dispute.
(J) Claims or Disputes Must be Filed Within One Year. To the extent permitted by law, any claim or dispute to which this Section applies must be filed within one year in small claims or in arbitration. The one-year period begins when the claim or Notice of Dispute first could be filed. If not filed within one year, the claim or dispute will be permanently barred.
(K) 30-Day Opt-out Period. IF YOU DO NOT WISH TO BE BOUND BY THE ARBITRATION PROVISION IN THIS DISPUTES SECTION, YOU MUST NOTIFY CONRAI BY E-MAILING INFO@CONRAI.COM WITHIN 30 DAYS OF THE DATE THAT YOU ACCEPT THESE TERMS (UNLESS A LONGER PERIOD IS REQUIRED BY APPLICABLE LAW). In the e-mail, you must provide your (a) first name, (b) last name (c) address, (d) phone number, and (e) account number(s) and state the following: “I wish to opt out of the arbitration provision contained in Conrai’s Terms of Service Agreement.” By providing your information in the method above, you are opting out of the agreement to arbitrate contained in Conrai’s Terms of Service. Your opt-out request will only be valid if made within thirty (30) days of first accepting the Terms of Service. In the event that you opt-out consistent with the procedure set forth above, all other terms shall contained herein shall continue to apply, including those related to the applicable governing law and the court(s) in which legal disputes may be brought.
(L) Amendments to this Section. Notwithstanding any provision in these Terms to the contrary, you and Conrai agree that if Conrai makes any future amendments to the dispute resolution procedure and class action waiver provisions (other than a change to Conrai’s address) in these Terms, Conrai will notify you and you will have thirty (30) days from the date of notice to affirmatively opt-out of any such amendments. If you affirmatively opt-out of any future amendments, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this section as stated in these current Terms, without any of the proposed amendments governing. If you do not affirmatively opt-out of any future amendments, you will be deemed to have consented to any such future amendments.
(M) Severability. If any provision in this section is found to be unenforceable, that provision shall be severed with the remainder of these Terms remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire section shall be null and void. The terms of this section shall otherwise survive any termination of these Terms.
4.8 Successors and assigns
This agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns.
4.9 No third-party beneficiaries
Nothing in this agreement shall be deemed to confer any third-party rights or benefits.
4.10 Titles and Headings; Independent Covenants; Severability
The titles and headings of this agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.
4.11 English Language Controls
This agreement, along with all policies and the applicable product agreements identified above and incorporated herein by reference (collectively, the “agreement”), is executed in the English language. To the extent any translation is provided to you, it is provided for convenience purposes only, and in the event of any conflict between the English and translated version, where permitted by law, the English version will control and prevail. Where the translated version is required to be provided to you and is to be considered binding by law (i) both language versions shall have equal validity, (ii) each party acknowledges that it has reviewed both language versions and that they are substantially the same in all material respects, and (iii) in the event of any discrepancy between these two versions, the translated version may prevail, provided that the intent of the parties has been fully taken into consideration.
4.12 Contact Information
If you have any questions about this agreement, please contact us by email: