Welcome to the nognz.com website (the “Site”). The Site is maintained by Nognz Brain Fitness Inc. (“Nognz”). Nognz provides services to you subject to the notices, terms, and conditions set forth in this agreement (the “Agreement”). In addition, when you use any of our services contained elsewhere on the Site (e.g., Customer Reviews), you will be subject to the rules, guidelines, policies, terms, and conditions applicable to such service, and they are incorporated into this Agreement by this reference. We reserve the right to change this Site and these terms and conditions at any time. This Agreement constitutes the entire and only agreement between Nognz and you, the user of the Site, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content, goods and services provided by or through the Site, and the subject-matter of this Agreement.
ACCESSING, BROWSING OR OTHERWISE USING THE SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS IN THIS AGREEMENT, SO PLEASE READ THIS AGREEMENT CAREFULLY BEFORE PROCEEDING.
Use of Site
You represent and warrant that you are at least 18 years old or visiting the Site under the supervision of a parent or guardian.
Subject to the terms and conditions of this Agreement, we hereby grant you a limited, revocable, non-transferable and non-exclusive license to access and use the Site by displaying it on your internet browser only for the purpose of shopping for items sold on the Site and not for any commercial use or use on behalf of any third party, except as explicitly permitted by us in advance. Any breach of this Agreement shall result in the immediate revocation of the license granted in this paragraph without notice to you.
Except as permitted in the paragraph above, you may not reproduce, distribute, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile or otherwise exploit this Site or any portion of it unless expressly permitted by us in writing. You may not make any commercial use of any of the information provided on the Site or make any use of the Site for the benefit of another business unless explicitly permitted by us in advance. We reserve the right to refuse service, terminate accounts, and/or cancel orders at its discretion, including, without limitation, if we believe that customer conduct violates applicable law or is harmful to our interests.
You shall not upload to, distribute, or otherwise publish through this Site any Content, information, or other material that (a) violates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties.
Content provided on this Site is solely for informational purposes. It is your sole responsibility to consult a licensed physician or qualified health care professional for advice, diagnosis, and/or treatment of any health related condition. Submissions or opinions expressed on this Site are that of the individual expressing such submission or opinion and may not reflect our opinions. Product representations expressed on this Site are that of the vendor and are not made by us.
We may assign you a password and account identification to enable you to access and use certain portions of this Site. Each time you use a password or identification, you will be deemed to be authorized to access and use the Site in a manner consistent with the terms and conditions of this Agreement, and we have no obligation to investigate the authorization or source of any such access or use of the Site. YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THIS SITE BY ANYONE USING THE PASSWORD AND IDENTIFICATION ORIGINALLY ASSIGNED TO YOU WHETHER OR NOT SUCH ACCESS TO AND USE OF THIS SITE IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING WITHOUT LIMITATION FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE. You are solely responsible for protecting the security and confidentiality of the password and identification assigned to you. You shall immediately notify us of any unauthorized use of your password or identification or any other breach or threatened breach of this Site’s security.
Reviews and Comments
Except as otherwise provided elsewhere in this Agreement or on the Site, anything that you submit or post to the Site and/or provide to us, including without limitation, ideas, know-how, techniques, questions, reviews, comments, and suggestions (collectively, “Submissions”) are and will be treated as nonconfidential and nonproprietary, and we shall have the royalty-free, worldwide, perpetual, irrevocable and transferable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, create derivative works from such Submissions by any means and in any form, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions. All Submissions shall automatically become our sole and exclusive property and shall not be returned to you.
In addition to the rights applicable to any Submission, when you post comments or reviews to the Site, you also grant us the right to use the name that you submit with any review, comment, or other Content, if any, in connection with such review, comment, or other content. You represent and warrant that you own or otherwise control all of the rights to the reviews, comments and other Content that you post on this Site and that use of your reviews, comments, or other Content by us will not infringe upon or violate the rights of any third party. You shall not use a false email address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of any Submissions or Content. We may, but shall not be obligated to, remove or edit any Submissions (including comments or reviews) for any reason.
All text, graphics, button icons, images, and video clips (collectively, “Content”), belongs exclusively to Nognz. Additionally, the content, organization, gathering, compilation, magnetic translation, digital conversion and other matters related to the Site are protected under applicable copyrights, trade marks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such Content or any part of the Site, except as authorized in this Agreement, is strictly prohibited. You do not acquire ownership rights to any Content or document obtained through the Site. The posting of information or materials on the Site does not constitute a waiver of any right, including moral rights, in such information and materials.
Risk of Loss; Other Terms of Sale
The risk of loss and title for items purchased by you pass to you upon our delivery of the items to the carrier pursuant to our standard terms of sale.
Termination and Effect of Termination
In addition to any other legal or equitable remedies, we may, without prior notice to you, immediately terminate this Agreement or revoke any or all of your rights granted under this Agreement. Upon any termination of this Agreement, you shall immediately cease all access to and use of the Site and we shall, in addition to any other legal or equitable remedies, immediately revoke all password(s) and account identification issued to you and deny your access to and use of this Site in whole or in part. Any termination of this Agreement shall not affect the respective rights and obligations (including without limitation, payment obligations) of the parties arising before the date of termination.
This Site may be accessed from countries other than Canada and the United States. This Site may contain products or references to products that are not available outside of Canada and the United States. Any such references do not imply that such products will be made available outside of Canada and the United States. If you access and use this Site outside Canada and the United States you are responsible for complying with your local laws and regulations.
You agree to indemnify, defend and hold Nognz and its partners, attorneys, staff and affiliates (collectively, the “Affiliated Parties”) harmless from any liability, loss, claim and expense, including reasonable attorney’s fees, which may arise from your violation of this Agreement, use of the Site, or use of any products offered for sale on it and the transactions conducted through it, whether direct and/or indirect at anytime. Advice received via the Site should not be relied upon for any personal, nutritional, medical, business, technical, legal or financial decisions. User should consult an appropriate professional for specific advice tailored to their specific situation. Please consult your physician before using any of the products offered for sale on the Site.
Disclaimer and limitation of Liability
EXCEPT AS OTHERWISE PROVIDED IN THE STANDARD TERMS OF SALE THAT GOVERN THE SALE OF EACH PRODUCT ON THIS SITE, THIS SITE, THE PRODUCTS OFFERED FOR SALE ON IT AND THE TRANSACTIONS CONDUCTED THROUGH IT ARE PROVIDED BY US ON AN “AS IS” BASIS. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, TITLE, QUIET ENJOYMENT, DATA ACCURACY AND SYSTEM INTEGRATION. THIS SITE MAY INCLUDE INACCURACIES, MISTAKES OR TYPOGRAPHICAL ERRORS. WE DO NOT WARRANT THAT THE CONTENT WILL BE UNINTERRUPTED OR ERROR FREE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ANY DAMAGES (REGARDLESS OF THE FOUNDATION FOR THE ACTION) SHALL NOT EXCEED IN THE AGGREGATE THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO US DURING THE MONTH IMMEDIATELY PRECEDING THE ACT OR PRODUCT ALLEGEDLY GIVING RISE TO OUR LIABILITY.
In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, we shall have the right to refuse or cancel any orders placed for product listed at the incorrect price. We shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, we shall immediately issue a credit to your credit card account in the amount of the charge.
This site may contain links to other sites on the Internet that are owned and operated by third parties. You acknowledge that we are not responsible for the operation of or content located on or through any such site. Third parties are responsible for all aspects of order processing, fulfillment, billing and customer service. Nognz is not a party to the transactions entered into between you and such third parties. You agree that use of the third parties’ sites are SOLELY AT YOUR RISK AND ARE WITHOUT WARRANTIES OF ANY KIND BY NOGNZ, EXPRESS, IMPLIED OR OTHERWISE INCLUDING WARRANTIES OF TITLE, FITNESS FOR PURPOSE, MERCHANTABILITY OR NON-INFRINGEMENT. UNDER NO CIRCUMSTANCES IS NOGNZ LIABLE FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND THIRD PARTIES OR FOR ANY INFORMATION APPEARING ON THIRD PARTY SITES OR ANY OTHER SITE LINKED TO THE SITE. NOGNZ WILL NOT BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND THAT MAY RESULT FROM USE OF OR INABILITY TO USE THE THIRD PARTY SITE.
You agree that our remedy at law for any actual or threatened breach of this Agreement would be inadequate and that we shall be entitled to specific performance or injunctive relief, or both, in addition to any damages that we may be legally entitled to recover, together with reasonable expenses of any form of dispute resolution, including, without limitation, attorneys’ fees.
No right or remedy of ours shall be exclusive of any other, whether at law or in equity, including without limitation damages injunctive relief, attorneys’ fees and expenses.
No instance of waiver by us of our rights or remedies under these terms and conditions shall imply any obligation to grant any similar, future or other waiver.
If a dispute arises between you and Nognz, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you agree with Nognz that we will resolve any claim, dispute or controversy at law or equity that arises out of this Agreement or our services or your access to our use of the Site (the “Claims”) in accordance with one of the subsections below or as you and Nognz otherwise agree in writing. Before resorting to these alternatives, we strongly encourage you to first contact Nognz directly to seek a resolution by going to the contact or help page. Nognz will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.
- Law and Forum for Disputes – This Agreement shall be governed in all respects by the laws of the Province of British Columbia as they apply to agreements entered into and to be performed entirely within British Columbia between British Columbia residents, without regard to conflict of law provisions. You agree that any Claim you may have against Nognz must be resolved by a court located in British Columbia, except as otherwise agreed by you and Nognz or as described in the Arbitration Option paragraph below. You agree to submit to the personal jurisdiction of the courts located within British Columbia for the purpose of litigating all such Claims.
- Arbitration Option – For any Claims (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
- Improperly Filed Claims – All Claims you bring against us must be resolved in accordance with this Disputes Section. All Claims filed or brought contrary to the Disputes Section shall be considered improperly filed. Should you file a Claim contrary to the Disputes Section, Nognz may recover attorneys’ fees and all associated costs, provided that Nognz has notified you in writing of the improperly filed Claim, and you have failed to promptly withdraw the Claim.
Any Claims must be instituted within 6 months after the cause of action arose or be forever waived and barred.
If any these provisions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed several and shall not affect the validity and enforceability of any remaining provision.
Please send any questions or comments to Nognz Brain Fitness Inc., 1517 Bellevue Avenue, West Vancouver, BC, V7V 1A6 Canada