Thriver Technologies Inc. (“Thriver”) is a company incorporated under the laws of Canada. Thriver is a marketplace for goods and services designed for corporate clients through the Thriver website www.thriver.com (the “Website”) and Thriver applications (collectively, the "Thriver Platform”). Thriver is an intermediary between the buyers and sellers and is not a reseller. All listed goods and services on Thriver are those of the sellers.
(a) The following terms of use (the "Terms of Use") govern the User’s access to and use of the Thriver Platform.
(b) These Terms of Use form an agreement between Thriver and the User. The term "User" refers to (as applicable): (i) anyone who accesses the Thriver Platform (each a “Browsing User”) or (ii) a person or entity ordering goods or services (collectively “Items”) through the Thriver Platform (each a “Thriver Customer”) or (iii) a person or entity selling goods or services on the Thriver Platform (“Service Provider”) or (iv) a person who uses the Thriver Platform to provide feedback or reviews on the Thriver Platform.
(c) BY ACCESSING AND USING (THE TERM “USE” WHEN USED HEREIN IN RESPECT OF THE PLATFORM WILL MEAN ACCESS OR USE AND USING WILL HAVE A CORRESPONDING MEANING) THE THRIVER PLATFORM, THE USER ACCEPTS AND AGREES TO BE BOUND BY AND COMPLY WITH THESE TERMS OF USE. IF THE USER DOES NOT ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF USE, PLEASE DO NOT USE THE THRIVER PLATFORM. IF THE USER IS USING THE THRIVER PLATFORM ON BEHALF OF ANOTHER PERSON OR A CORPORATE ENTITY, THE USER REPRESENTS AND WARRANTS THAT THE USER HAS THE AUTHORITY TO BIND SUCH PERSON OR ENTITY TO THESE TERMS OF USE.
(d) Users may search the Thriver Platform for a specific Item, or team activity. Each listing contains the Item name, Item description, and price per Item. The “notes'' section of the listing, if present, highlights special characteristics of the Item contained in the listing. Thriver does not guarantee the accuracy of any information provided by Service Providers on the Thriver Platform. The Thriver Platform enables the User to (i) view, access and browse Items available; (ii) book, confirm and pay for Items ordered; (iii) post comments, and reviews on the Items provided by the Service Provider; and (iv) chat directly with Service Providers (“Permitted use”).
(a) Except where prohibited by applicable law, Thriver reserves the right to change these Terms of Use at any time without notice. The User’s continued access to or use of the Thriver Platform after any changes to these Terms of Use indicates the User’s acceptance of such changes. It is the User’s responsibility to review these Terms of Use regularly.
(b) Thriver reserves the right to change any information, material or content (including, but not limited to, price, features, availability of Items, Service Providers, posting and reviews of Service Providers) contained on or provided through the Thriver Platform (the "Content") at any time, and from time to time, without notice.
(a) As a condition of the User’s use of the Thriver Platform, the User represents and warrants that: (i) the User has reached the age of majority in the User’s jurisdiction of residence; (ii) the User possess the legal authority to create a binding legal obligation; (iii) the User will use the Thriver Platform in accordance with these Terms of Use and for the Permitted Use only; and (iv) all information supplied by the User on the Thriver Platform is true, accurate, current and complete.
(b) Thriver retains the right, at its sole discretion, to deny access to anyone to the Thriver Platform or the Thriver Platform services, at any time and for any reason (or no reason at all), including, but not limited to, for violation of these Terms of Use or use other than the Permitted Use. The User will cease and desist from any such access or use of the Thriver Platform immediately upon request by Thriver.
(a) Subject to these Terms of Use, Thriver grants the User a personal, revocable, non-exclusive and non-transferable license to permit the User to use the Thriver Platform in accordance with these Terms of Use and for the Permitted Use only.
(b) Subject to these Terms of Use, the User grants to Thriver a perpetual, transferrable, irrevocable, royalty-free, fully paid-up, worldwide and fully sublicensable license to access, collect, store and use any data, information, records, files, material or other content that (i) the User loads, transmits to or enters into the Thriver Platform, or (ii) Thriver collects from the User local computer system or from third-parties with the User’s permission, and (in each case) including all results from processing such data, including compilations, and derivative works thereof.
The User may browse the Thriver Platform without creating a Thriver Customer Account. To use the Thriver Platform, the User is required to successfully sign up for a user account (the “Thriver Customer Account”) using the available interfaces at the Thriver Platform and create a username and password login credentials (a “Thriver Customer ID”) in order to use the Thriver Platform to book orders, review and comment on Service Providers and their offerings. If the User is issued a Thriver Customer ID, the User will keep the User’s Thriver Customer ID secure and will not share the User’s Thriver Customer ID with anyone else, and the User will not collect or harvest any Personal Information, including Personal Information of other Thriver Customers, except as permitted by these Terms of Use. The User also acknowledges that the User’s account is personal to the User and agrees not to provide any other person with access to the Thriver Platform or portions of it using the User’s username, password, or other security information. The User agrees to notify Thriver immediately of any unauthorized access to or use of the User’s username or password or any other breach of security. The User also agrees to ensure that the User exits from the User’s account at the end of each session. The User should use particular caution when accessing the User’s account from a public or shared computer so that others are not able to view or record the User’s password or other personal information. Thriver reserves the right to deny the User’s request for Thriver Customer Account and to disable any Thriver Customer Account issued to the User at any time in Thriver’s sole discretion. If Thriver disables access to a Thriver Customer Account issued to the User, the User will be prevented from accessing the Thriver Platform, the User’s Thriver Customer Account details or any reviews, orders or other information that is associated with the User’s account.
(a) Once the User has created the User’s Thriver Customer Account the User may select Items, choose the User’s desired quantities, and then add them to the User’s order. The User’s order may be edited at any time prior to the User’s order being confirmed by the User and the Service Provider.
(b) If the User wishes to amend or cancel the User’s order with a total or partial refund of the User’s order’s price, the User must contact Thriver Support. Thriver Support will use reasonable efforts to make the changes the User requested but does not guarantee that refunds or amendments will be affected unless Thriver is notified of the amendment or cancellation of the User’s order at least 5 business days in advance of the order’s delivery date.
(c) In such a case that the Service Provider cannot fulfill the confirmed order, Thriver will use reasonable efforts to notify the User as soon as possible and process a full refund if an alternative fulfillment solution is not agreed upon. The User further agrees that Thriver or the Service Provider will have no liability to the User for orders that have been rejected by the Service Provider or orders that the Service Provider has been unable to fulfill.
(d) The Thriver Customer agrees to respond to confirmation bookings within two (2) business days of receiving a favourable response from the Service Provider to secure the requested order.
(e) The Service Provider agrees to respond to a confirmation booking within (1) business day of receiving the booking request. Failure to do so will result in an automatic cancelation of the request. Failure to respond can result in the Service Provider being removed from the Thirver Platform.
(f) THE SERVICE PROVIDER IS SOLELY RESPONSIBLE FOR THE TIMELY AND ACCURATE DELIVERY OF ALL ITEMS MAKING PART OF AN ORDER. IF THE ORDER WAS NOT DELIVERED ON TIME, THE ITEMS DELIVERED DID NOT MATCH THE CONTENTS OF THE USER’S ORDER, OR THE USER HAS ANY QUALITY CONCERNS WITH RESPECT TO THE USER’S ORDER, THE USER MUST CONTACT CUSTOMER SUPPORT. THE THRIVER CUSTOMER SUPPORT TEAM WILL USE REASONABLE EFFORTS TO ASSIST THE USER IN REACHING AN AGREEMENT WITH THE SERVICE PROVIDER REGARDING THE USER’S COMPLAINT. THE USER AGREES THAT THRIVER DOES NOT HAVE ANY CONTROL OVER THE QUALITY OF THE SERVICES OR THE PRODUCTS OFFERED BY THE SERVICE PROVIDER AND THAT THRIVER WILL HAVE NO LIABILITY TO THE USER FOR ANY PROBLEMS CAUSED BY THE SERVICE PROVIDER CONCERNING THE USER’S ORDERS, INCLUDING, WITHOUT LIMITATION, MISSED OR LATE DELIVERIES, MISSED ITEMS, AND ANY PROBLEMS WITH RESPECT TO THE QUALITY OF THE ITEMS DELIVERED.
(a) The User is required to provide shipping detail information (name, email, shipping address, phone number) to the Service Provider when physical Items are purchased.
(b) Shipping information must be provided two weeks prior to the event date to ensure “on time” courier services, with the exception of delays due to weather conditions. Failure to meet this requirement may result in the delay and or cancellation of all or a portion of an order with no refund.
(c) Shipping detail accuracy is the User’s responsibility. Costs associated with changing shipping details will be at the User’s expense and any changes will void the delivery guaranteed.
(a) Item prices listed on the Thriver Platform are set by the Service Provider. Item prices do not include applicable tax and service charges. Taxes and service charges will be added to the order total prior to processing payment.
(b) Should the Item the User requested to book accidentally have the wrong price displayed on the Thriver Platform, Thriver will notify the User as soon as reasonably possible and decline the booking request. Thriver and the Service Provider are under no obligation to confirm the User’s order at the incorrect price. If the order has been confirmed, Thriver will honour the price displayed at time of order confirmation.
(c) Payment for orders will be processed once the order has been confirmed.
(d) Payment for orders must be made with an accepted credit card through the Thriver Platform. The Thriver Platform uses a third-party payment processor to manage all credit card payments on Thriver Platform.
(e) Item prices, delivery charges and service fees are subject to change at any time at Thriver’s sole discretion.
(f) If the actual order quantity on the day of the event is greater than the amount invoiced, the User will be invoiced for the additional charges including service fees, shipping and taxes. If the User pays by credit card, Thriver will automatically charge the credit card on record. If the actual order quantity on the day of the event is less than the amount invoiced, no refund will be issued.
(g) If there is a shortage of the goods delivered and the shortage is the result of a Service Provider error, the Service Provider will be responsible for the cost of replacing the shortage. If the shortage is the result of the User’s mis-estimating quantities needed or headcount, the User will be responsible for the cost.
If the User has any problems, questions or suggestions with respect to the Thriver Platform, or the User’s order(s), please contact Thriver’s Customer Support team (link).
These Terms of Use will commence on the day the User first uses the Thriver Platform and will continue into force until terminated by either party in accordance with the terms and conditions herein (the “Term”). These Terms of Use may be terminated as follows: (a) Thriver may terminate these Terms of Use at any time and with immediate effect by giving notice to the User, at Thriver’s discretion, by email (at the User’s current email address on file with Thriver) or through the Thriver Platform; (b) the User may terminate these Terms of Use at any time and with immediate effect by requesting (by email or through any then-available interfaces on the Thriver Platform) that the User’s Thriver Customer Account be deleted, ceasing use of the Thriver Platform and uninstalling and removing all local software components thereof, if any.
(a) By submitting content to the Thriver Platform or Thriver, including any User’s or Thriver Customer’s reviews, questions, comments, suggestions, ideas or similar information (collectively, “Submissions''), the User grant Thriver and its affiliates, a worldwide, nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to (i) use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Submissions throughout the world in any media, now known or hereafter devised; and (ii) use the name that the User submits in connection with such Submission. The User acknowledges that Thriver may choose to provide attribution of the User’s Submissions (for example, listing the User’s name and city on a Browsing User’s or Thriver Customer’s review that the User submits) at Thriver’s discretion, and that such submissions may be shared with Browsing Users, Thriver Customers, the Service Provider and others using the Thriver Platform. The User further grants Thriver the right to pursue at law any person or entity that violates the User’s or Thriver’s rights in the Submissions by a breach of these Terms of Use. The User acknowledges and agrees that Submissions are non-confidential and non-proprietary.
(b) Thriver takes no responsibility and assumes no liability for any Submissions posted or submitted by the User. Thriver has no obligation to post the User’s Submissions and reserves the right, in its absolute discretion, to determine which Submissions are published on the Thriver Platform. If the User does not agree to any of the foregoing, the user shall refrain from any Submissions. The User acknowledges that Thriver may exercise its rights (e.g., use, publish, delete) to use any Submissions without any notice to the User.
(c) The User is fully responsible for the content of the User’s Submissions, specifically including, but not limited to, reviews posted to the Thriver Platform. The User will not post or transmit to or from the Thriver Platform: (i) any unlawful, threatening, libelous, defamatory, obscene, profane, pornographic, or other material or content that does or may violate rights of publicity or privacy, or that would violate any law; (ii) any commercial material or content (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services); and (iii) any material or content that does or may infringe, misappropriate or violate any copyright, trademark, patent right or other intellectual property right of any third party. The User will be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from the User’s posting of content to the Thriver Platform.
(a) All Content, including (without limitation) all designs, infrastructure graphics, pictures, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos and marks displayed on the Thriver Platform, are owned or licensed by Thriver and are protected by copyright, trademark and other intellectual property laws.
(b) Thriver expressly reserves all rights in the Thriver Platform and all materials provided by Thriver in connection with these Terms of Use that are not specifically granted to the User. The User acknowledges that all right, title and interest in the Thriver Platform, all materials provided by Thriver in connection with these Terms of Use (including the Content), and any update, adaptation, translation, customization or derivative work thereof, and all intellectual property rights therein will remain with Thriver (or third-party suppliers, if applicable), and that the Thriver Platform and all materials provided by Thriver hereunder are licensed and not “sold” to the User.
(c) All contents of the Thriver Platform are: © 2021 Thriver Technologies Inc.
(a) The User agrees that all information the User provides to register with the Thriver Platform or otherwise, including but not limited to through use of any interactive features on or other use of the Thriver Platform, is governed by our Privacy Policy (link), and the User consents to all actions Thriver take with respect to the User’s information consistent with our Privacy Policy, which is incorporated by reference into these Terms of Use.
(b) Please note that Service Providers may have additional privacy policies or statements which govern their practices in collecting, storing, using and disclosing the User’s Personal Information. Please read those additional privacy policies or statements carefully. The User hereby represents and warrants to Thriver that the User has familiarized themselves and agrees with those privacy policies or statements imposed by any Service Provider with whom the User elects to deal through the Thriver Platform.
The User will not, without Thriver's prior written permission, use the Thriver Platform, and the Content for purposes other than the Permitted Use. Without limiting the generality of the foregoing, the User will not, and will not permit anyone else to: (a) “frame”, “mirror” or otherwise incorporate the Thriver Platform, or the Content or any part thereof on any commercial or non-commercial websites; (b) access, monitor or copy any part of the Thriver Platform, or the Content using any robot, spider, scraper or other automated means or any manual process for any purpose without Thriver’s express written permission; (c) violate the restrictions in any robot exclusion headers on the Content, the Thriver Platform or bypass or circumvent other measures employed to prevent or limit access to the Thriver Platform; (d) take any action that imposes, or may impose, in Thriver’s discretion, an unreasonable or disproportionately large load on the Thriver Platform; (e) remove (or permit anyone else to remove) any watermarks, labels or other legal or proprietary notices included in the Thriver Platform, or the Content; (f) modify or attempt to modify (or permit anyone else to modify or attempt to modify) the Thriver Platform, or any Service Provider Items, including any modification for the purpose of disguising or changing any indications of the ownership or source of the Thriver Platform; (g) attempt to, assist, authorize or encourage others to circumvent, disable or defeat any of the security features or components, such as digital rights management software or encryption, that protect the Thriver Platform; (h) copy, reproduce, modify, distribute, transfer, sell, publish, broadcast, perform, transmit, publish, license or circulate in any form any part of the Thriver Platform, or the Content; (i) create derivative works based on the Thriver Platform, or the Content, in whole or in part, or decompile, disassemble, reverse engineer or other exploit any part of the Thriver Platform, or the Content; (j) use of access the Thriver Platform in a manner that violates the rights (including, but not limited to intellectual property rights) of any third party; or (k) upload to or transmit through the Thriver Platform any information, images, text, data, media or other content that is offensive, hateful, obscene, defamatory or violates any laws, in each case as determined by Thriver in its sole discretion.
The Thriver Platform may provide links to third party websites. Thriver does not endorse the information contained on those web sites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked web site is not under Thriver's control, and if the User chooses to access any such websites, the User does so entirely at the User’s own risk.
The downloading and viewing of Content is done at the User’s own risk. Thriver cannot and does not guarantee or warrant that the Thriver Platform, or the Content are compatible with the User’s computer system or that the Thriver Platform, or the Content, or any links from the Thriver Platform, or the Content, will be free of viruses, worms, malware, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. the User is responsible for implementing safeguards to protect the security and integrity of the User’s computer system, and the User is responsible for the entire cost of any services, repairs or connections of and to the User’s computer system that may be necessary as a result of the User’s use of the Thriver Platform.
Thriver does not guarantee the confidentiality of any communications made by the User through the Thriver Platform. Although Thriver generally adheres to the accepted industry practices in securing the transmission of data to, from and through the Thriver Platform, the User understands, agrees and acknowledges that Thriver cannot and does not guarantee the security of data transmitted over the Internet or public networks in connection with the User’s use of the Thriver Platform.
The Payment processing services for the Thriver Platform is provided by a globally recognized payment company (collectively referred to herein as the “Payment Processing Services Provider”). By placing an order through the Thriver Platform, the User acknowledges and agrees that the User is legally authorized to use the payment card to complete the order. The User hereby authorizes Thriver to share with the Payment Processing Services Provider that financial information, banking details and transaction information related to the User’s use of the Payment Processing Services and the Thriver Platform. The User also agrees that Thriver is not responsible for the use or misuse of such financial information, banking details and transaction information by the Payment Processing Services Provider or any third party.
The User certifies that the User has the authority and agrees to sign on behalf of their company and all participants of the Thriver services to the following and the agreement in its entirety.
Assumption of Risks
The User understands and acknowledges that the services the User signed up to do may be hazardous and may carry the risk of injury or illness, including but not limited to sickness, physical injury, property damage, disability, permanent paralysis, and death.
To the maximum extent permitted under applicable law, the User knowingly, voluntarily and freely assume all risks, both known and unknown, of participating in each Experience, including each Experience in the User’s immersive Experience, even if those risks arise from the negligence or carelessness of the Host(s) or others, or defects in the equipment, premises, or facilities used during the Experience, or otherwise, and the User assume full responsibility for participation in the Experience.
Release and Waiver
The User acknowledges and agree that:
The User has reasonably assessed the risks involved in the Experience(s) and have made an informed and voluntary choice to participate.
The User alone, and not the Service Providers, are responsible for determining the User’s fitness for participating in the Experience(s) and the User’s ability to fully understand any directions or warnings presented.
The User will not participate in any Experience(s) when the User has a physical, medical, or mental limitation or disability, or when the User is aware or should reasonably be aware of any factors that may limit or prevent the User from safely participating in that Experience(s).
The User will act reasonably and responsibly and will comply with any provided and customary conditions, directions, and/or precautions for participation in the Experience(s). If the User notices any hazard during an Experience, the User will stop participating in the Experience immediately.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE USER RELEASE AND PROMISE NOT TO SUE THE SERVICE PROVIDER FOR ANY CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES (WHETHER ECONOMIC OR NON-ECONOMIC), DAMAGES, EXPENSES, COSTS OR LIABILITY OF ANY NATURE WHATSOEVER ARISING FROM OR IN CONNECTION WITH THE USER’S EXPERIENCE(S), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS/HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM/HER MUST HAVE MATERIALLY AFFECTED HIS/HER SETTLEMENT WITH THE DEBTOR.
If the User reside in California, the User expressly waive the protection of Section 1542 of the California Civil Code (“Section 1542”), which provides:
The User intends this Release and Waiver to be a complete and unconditional release of all liability to the greatest extent allowed by law. The User agrees that if any portion of this Waiver and Release is held to be invalid, the balance notwithstanding shall continue in full force and effect.
(a) THE THRIVER PLATFORM AND THE CONTENT ARE PROVIDED "AS IS'' WITHOUT WARRANTY OR CONDITION OF ANY KIND. USE OF THE THRIVER PLATFORM OR THE CONTENT IS AT THE USER’S OWN RISK. THRIVER DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS ABOUT THE QUALITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR TIMELINESS OF THE THRIVER PLATFORM OR THE CONTENT. THE THRIVER PLATFORM AND THE CONTENT MAY INCLUDE ERRORS, OMISSIONS AND INACCURACIES, INCLUDING, WITHOUT LIMITATION, AVAILABILITY OR PRICING ERRORS. THRIVER DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE THRIVER PLATFORM OR THE CONTENT. IN ADDITION, THRIVER EXPRESSLY RESERVES THE RIGHT TO CORRECT ANY PRICING ERRORS ON THE THRIVER PLATFORM AND THE CONTENT.
(b) THRIVER MAKES NO GUARANTEES ABOUT THE AVAILABILITY OF SPECIFIC BROWSING USERS’ OR THRIVER CUSTOMERS’ SUBMISSIONS.
(c) TO THE FULLEST EXTENT PERMITTED BY LAW, THRIVER DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE THRIVER PLATFORM AND THE CONTENT WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR THAT THE THRIVER PLATFORM OR THE CONTENT ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. IN NO EVENT WILL THRIVER BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES), WHETHER OR NOT THRIVER IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE USE OF, OR THE INABILITY TO MAKE USE OF, THE THRIVER PLATFORM OR THE CONTENT.
(d) SERVICE PROVIDERS MARKETING THEIR PRODUCTS AND SERVICES THROUGH THE THRIVER PLATFORM ARE INDEPENDENT PERSONS OR ORGANIZATIONS AND NOT CONTRACTORS, AGENTS OR EMPLOYEES OF THRIVER. THRIVER IS NOT LIABLE FOR THE ACTS, ERRORS, OMISSIONS, REPRESENTATIONS, WARRANTIES, CONTRACTUAL BREACHES OR NEGLIGENCE OF ANY SERVICE PROVIDERS OR FOR ANY PERSONAL INJURY, DEATH, PROPERTY DAMAGE, OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM AND TAKES NO RESPONSIBILITY WHATSOEVER FOR THE SERVICES AND THE PRODUCTS OFFERED BY THE SERVICE PROVIDERS.
(e) TO THE EXTENT THAT THE FOREGOING LIMITATIONS DO NOT APPLY, IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF THRIVER IN CONNECTION WITH OR UNDER THESE TERMS OF USE, INCLUDING IN CONNECTION WITH THE USER’S USE OF, OR INABILITY TO MAKE USE OF, THE THRIVER PLATFORM OR THE CONTENT, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO A SERVICE PROVIDER’S ITEMS, SERVICE OR PRODUCT, OR THE USER’S USE OF, OR INABILITY TO MAKE USE OF, THE THRIVER PLATFORM OR THE CONTENT EXCEED CDN$ 100.00 (ONE HUNDRED CANADIAN DOLLARS). FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS OF USE WILL NOT INCREASE THE MAXIMUM LIABILITY AMOUNT.
(f) THE LIMITATION ABOVE REFLECTS THE ALLOCATION OF RISK BETWEEN THE PARTIES. THE LIMITATIONS SPECIFIED IN THIS SECTION WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
The User will defend, indemnify and hold harmless Thriver and all of its officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought in connection with or as a result of:
(a) The User’s breach of any of the User’s warranties, representations or obligations under these Terms of Use or any documents referenced herein;
(b) The User’s violation of any law or the rights of a third party (including, without limitation, intellectual property rights);
(c) The User’s use of the Thriver Platform;
(d) breach of or failure to perform in respect of any orders made by the User or by any third party acting on the User’s behalf or with the User’s permission; or
(e) any product or services provided to the User (or a third party acting on the User’s behalf) by a Service Provider.
Not all of the Thriver Platform services are available in all jurisdictions. Furthermore, nothing on the Thriver Platform constitutes an offer or solicitation to buy or sell any products or services to anyone in any jurisdiction in which such an offer or solicitation is prohibited by law.
Thriver will not be liable to the User for any failure of or delay in the performance of its obligations under these Terms of Use for the period that such failure or delay is due to causes beyond Thriver reasonable control, including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders or any other force majeure event.
(a) These Terms of Use will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. These laws apply to the User’s access to or use of the Thriver Platform or the Content, notwithstanding the User’s domicile, residency or physical location. The Thriver Platform and the Content are intended for use only in jurisdictions where they may lawfully be offered for use.
(b) Except as restricted by applicable law, the User hereby consent to the exclusive jurisdiction and venue of courts in Toronto, Ontario, Canada in all disputes arising out of or relating to the use of the Thriver Platform or the Content.
(a) These Terms of Use constitute the entire agreement between Thriver and the User pertaining to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the User and Thriver with respect to the Thriver Platform. A printed version of these Terms of Use and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
(b) Thriver may, in its sole discretion, provide any notices to the User in connection with these Terms of Use through the Thriver Platform or by email at the then-current email address for the User on file with Thriver. The User may provide notices to Thriver by writing to the following address: [email protected] Thriver may change its notice contact information from time to time by posting updated contact details on the Thriver Platform.
(c) Thriver's failure to insist upon or enforce strict performance of any provision of these Terms of Use will not be construed as a waiver of any provisions or rights.
(d) If any of the provisions contained in these Terms of Use are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination will not affect the remaining provisions contained herein.
(e) If any of the provisions contained in these Terms of Use conflict with the terms of another agreement between the parties, then these Terms of Use will prevail; provided that, if the User is also a Service Provider registered on the Thriver Platform, the terms applicable to the Service Provider agreement will govern the User’s relationship with Thriver in connection with the User’s use of the Thriver Platform as a Service Provider offering its services.
(f) It is the express wish of the parties that these Terms of Use and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.