PAIRCONNEX TERMS OF USE

Last updated: [March 23, 2021]

Welcome to the PairConnex Smart Networking Platform (the “Platform.”) To use the Platform, you must abide by certain terms, conditions and rules that are outlined in these Terms of Use.

These terms and conditions serve as a contract that binds the user of the Platform (hereinafter referred to as “you” or “User”) and the operator of the Platform, PairConnex Inc. (hereinafter referred to as “PairConnex” or “us”).

1. The Platform

The Platform facilitates smart matchmaking and networking between event participants (individuals taking part in an activity or members of a group). The event, activity or group in which you participate through the Platform is referred to as the “Activity” in these Terms of Use.

We provide the Platform as a service to our clients, who are the organizers or administrators of the Activity (hereinafter referred to as the “Organizers.”) The Platform facilitates networking opportunities between Users by analyzing the information that is uploaded to the Platform by the Users or by Organizers. The Organizers determine the data on which smart matchmaking and networking are based and the usage terms and conditions that Platform Users must abide by.

Any questions, comments or complaints regarding an Activity, the nature of the information requested to complete your profile or the behaviour of another participant in the Activity should be sent to the Organizer.

2. User profile

To use the Platform as a User, you must create a profile. The content of your profile is determined by the Organizer. A profile is associated with the Activity in question only and is controlled by the Organizer.

Any information you add to your profile may be visible to the Organizer and other Activity participants, depending on the settings selected by the Organizer or by you.

3. Access procedures

You may not access the Platform using automated means (crawlers, bots, etc.)

The Platform is not guaranteed to be accessible and functional, either in whole or in part, at all times. PairConnex may suspend access to the Platform for all Users or for one or more Users in particular if PairConnex suspects any activity that contravenes these Terms of Use, or if any use on the part of a User affects the rights of other Users or is deemed inappropriate by PairConnex or by the Organizer of the Activity in question.

4. Third-party services

The Platform uses services operated by other companies and allows connection to certain other communication platforms, such as videoconferencing platforms. The fact that the Platform offers integration or connection to third-party services does not mean that PairConnex endorses or represents such services in any way. If you or an Organizer choose to use a third-party service, you are responsible for reviewing the terms and policies applicable to that service.

The Platform uses Whereby as its default video conferencing solution. Your use of Whereby is at your discretion and subject to the Terms of Use determined by the company that operates Whereby and not to these Terms of Use. PairConnex shall not accept responsibility for the performance of Whereby or for any incident that occurs in connection with your use of the service. You can view the terms and policies applicable to Whereby at: https://whereby.com/.

5. User-generated content

The Platform allows you to create content, in the form of words, images and sounds, including when you fill out the questionnaire to complete your profile for an Activity (collectively referred to as “User Content.”) You are responsible for any User Content that you produce while using the Platform. You must ensure that your User Content is lawful and respects the rights of others, if applicable. You assure us that you are authorized to share your User Content with the public, anywhere in the world, and in particular that such content does not affect the rights of other individuals or entities, including intellectual property rights.

You grant us a non-exclusive, worldwide, royalty-free, irrevocable and transferable licence to reproduce, represent, use, modify, adapt, translate, transform and communicate your User Content to the extent required to render our services to the Organizer of any Activity for which you create or share User Content. You irrevocably waive and agree to waive, in our favour and in favour of our successors and assigns, the exercise of any moral rights that you have and may have with respect to any User Content. You acknowledge that your User Content shall be fully accessible to the Activity Organizer and may be made available to other Activity participants at the discretion of the Organizer.

We may, at our sole discretion, delete any User Content that fails to respect these Terms of Use or that we deem inappropriate. However, we do not routinely monitor User Content shared using the Application and we assume no responsibility for User Content made available through the Application. We invite you to report any content you feel is inappropriate by emailing support@pairconnex.com.

6. Acceptable use

6.1. Prohibited actions

You may not use the Platform for any purpose that is illegal or prohibited under these terms and conditions.

Without limiting the generality of the foregoing, you may not, among other things, use the Platform or allow any third party to use the Platform in a manner that:

a) Violates these Terms of Use.

b) Disseminates or promotes the dissemination of pornographic content.

c) Harasses or encourages the harassment of another individual.

d) Involves sending unwanted individual emails or mass emails (spam).

e) Involves sending any kind of malicious computer code, virus, Trojan horse, worm, harmful code, shutdown mechanism or any similar mechanism.

f) Encourages illegal activity or behaviour.

g) Solicits passwords or personal identification information from other users for commercial or illegal purposes.

h) Interferes with or disrupts the functionality of any website, server or network involved in operating the Platform.

6.2. Standards of behaviour

The Platform allows exchanges between Users through various means of communication. Since we do not monitor these exchanges, each User is responsible for behaving in a respectful manner. If you feel that a User’s behaviour is inappropriate, please contact the Organizer of the Activity in question.

7. Intellectual property

7.1. Our Content

By using the Platform, you do not acquire any ownership rights with relation to the content that is available through the Platform or any software component of the Platform.

You may not modify, copy, distribute, perform, transmit, transfer, display, provide, reproduce, publish, or licence or sublicence any such content or any information or services obtained from the Platform other than for your personal or business use of the Platform in accordance with these Terms of Use, unless you obtain our written consent.

7.2. Trademarks

The following trademarks and domain names: PairConnex, pairconnex.com and pairconnex.app are our exclusive property or are used under licence from the owners or licence holders. Nothing contained in these Terms of Use grants you the right to use these trademarks and domain names either explicitly or implicitly.

7.3. Suggestions

If you decide to communicate with us regarding improvements to the Platform or new products and services (“Suggestions”):

a) We shall be authorized to use the Suggestions without restriction and without any obligation to consult you or compensate you.

b) You irrevocably assign to us all rights, titles and interests that you may have with regard to the Suggestions and waive all moral rights to the Suggestions.

c) You assure us that your Suggestions do not contain confidential information that you are not authorized to disclose.

8. Privacy and personal information

We collect personal information in the course of using the Platform as a subcontractor on behalf of the Organizers, based on their instructions. We do not process your personal information for our own benefit.

In accepting these Terms of Use, you acknowledge that you have read our Notice of Information Processing which outlines how we process personal information collected through the Platform. Any questions regarding the processing of your personal information in connection with an Activity should be sent to the Organizer of the Activity in question.

9. Duration and end

These terms shall remain in effect as long as you continue to use the Platform. The parties’ obligations regarding intellectual property, liability and compensation shall continue to have effect following the termination of these Terms of Use.

10. Transfer

Your rights and obligations under these Terms of Use may not be assigned or transferred without the written consent of PairConnex.

PairConnex may assign all or part of its rights and obligations under this agreement.

11. Warranty disclaimer

Your use of the Platform and the services offered through the Platform is entirely at your own risk. The Platform and the services offered through it are provided “as is” and, as provided by law, without a warranty of any kind, whether express, implied or implicit.

We do not guarantee that access to the Platform and the services offered by or through it will be uninterrupted or secure and that the content available through the Platform will be free of errors, accurate, complete and up-to-date. We do not guarantee the results obtained by using the Platform or the accuracy or reliability of any information obtained as a result.

We do not guarantee that material downloaded through the Platform is free of viruses or other destructive code that may damage or infect your IT equipment or other assets. We shall not be responsible for any damage to your computer or for data loss that may result from downloading information or material from the Platform.

12. Liability limitation

PairConnex is not the organizer of the Activities and acts primarily as a subcontractor for the Organizers. You acknowledge that PairConnex is not responsible for any damages that may occur in connection with an Activity.

Except where the law prohibits such a contractual limitation, PairConnex shall not be liable for damages or prejudice of any kind that you may suffer as a result of your use of the Platform, following your inability to use the Platform or following a Platform malfunction.

This liability limitation includes, but is not limited to, loss of profit, loss of opportunity, property damage, equipment failure, disclosure of confidential information, penalties, fines and fees that may be incurred by or suffered by any Platform User following their use of the Platform.

13. Compensation

You agree to indemnify, defend and hold harmless PairConnex, its affiliates, directors, officers, shareholders, employees, agents and licensors from any damages, claims, liabilities, losses, costs, fines, penalties and expenses, including reasonable legal fees and expenses arising from any alleged violation of these Terms of Use on your part.

14. Applicable legislation

These Terms of Use shall be governed by the legislation in force in the province of Quebec and applicable Canadian legislation and shall be interpreted in accordance with this legislation.

15. Dispute settlement

Any dispute involving PairConnex and a User regarding these terms and conditions or Terms of Use of the Platform by a User shall be exclusively brought before a court having jurisdiction in the judicial district of Montreal in the province of Quebec, to the exclusion of any other forum or jurisdiction.

This provision is not applicable where the law prohibits such provisions.

16. Severability clause

If any provision of these Terms of Use is deemed invalid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability shall not impact the remaining provisions of these Terms of Use which shall be interpreted as if the invalid, illegal or unenforceable provision had never been a part thereof.

17. Changes to the Terms of Use

We reserve the right, at our sole discretion, to modify these Terms of Use at any time.