Terms and Conditions

As used in this Agreement, “www.eloorn.com", "we," "us," and "our" shall mean Eloorn and its subsidiaries and affiliates. By accessing or using the services available through our website (the "Services"), you agree to be bound by these Terms of Service and our Privacy Policy currently found at eloorn/privacypolicy Privacy Policy and incorporated herein by reference. These Terms do not alter in any way the terms or conditions of any other agreement you may have with Eloorn for products, services or otherwise. If you are using the Services on behalf of any entity, you represent that you are authorized to do so.

By using any of the Services and the Website, You expressly agree to be bound by these terms and all applicable laws and regulations governing the Website and the Services. The terms form a legally binding agreement between you and www.eloorn.com in relation to your use of the Website and/or the Services and applies to all users of the Services, whether registered or not, on the Website.

We may, at our sole discretion, modify or revise these Terms of Service, policies, and service fees at any time by giving notice on our Website and/or through the Services, and you agree to be bound by such modifications or revisions. Although Eloorn may attempt to notify you, when major changes are made to these Terms of Service, you should periodically click on our Terms of Service to review any updates. All changes shall be effective immediately when we post them and shall apply to all access to and use of our Website thereafter. Nothing in these Terms of Service shall be deemed to confer any third-party rights or benefits hereunder.

Eloorn may review and delete any User Content that, in its sole judgment, violates these Terms of Use, applicable law, rule or regulation, is offensive or illegal or violates the rights of, harms or threatens the safety of Users of Eloorn. Eloorn reserves the right to expel Users and prevent their further access to Eloorn for violating the Terms of Use or applicable law, rule or regulation and the right to remove User Content which is in violation of the Terms of Use, abusive, illegal, or disruptive.

Site or Sites mean www.eloorn.com

Member is a person who completes Eloorn’s account registration process. (includes Tutors and Students)

Student means an individual who uses the www.eloorn.com platform with the intention of getting into a contractual relation with a Tutor for the arrangement of tutoring solutions by the Tutor.

Tutor indicates an individual who has adequate experience to offer tutoring services within the areas offered by www.eloorn.com platform, while being in Agreement to offer tutoring to the Students.

Third Party Websites are the website links of third parties on this platform.

Representative is, an entity and its Affiliate(s), any director, officer, employee, consultant, contractor, agent, and attorney associated with Eloorn.

Commencement Date means the date on which this Agreement takes effect.

Content means report text, web chat, graphics, emoji’s, images, music, software, audio, video, information or other materials.

Collective Content means Member Content and Eloorn’s Content.

Eloorn Content means all Content that Eloorn make available through the Website, Application, Services, or its related promotional campaigns and official social media channels, including any Content licensed from a third party, but excluding Member Content.

Pay Service refers the Services made available on Eloorn platform on payment of fee or on subscription basis.

Rating means ‘review system’ created by members, which is measured through a ranking system of 5 stars and comments.

Escrow Account means the virtual account where money is deposited on Commencement of the Job and is released only in accordance with these terms and conditions.

Work Weekmeans the week in which Student’s designated Payment Method shall be charged for the Tutor’s Fees.

Ambit of Service

Eloorn acts as a passive platform which instantly connects Students to Tutors in real time and only as they need it.

The Site is a market platform where Students and Tutors can identify each other and advertise, buy, and sell Tutoring Services online.

Parameters of Service

You shall not use the service if you have been barred from using the Service under the laws of the Canada or any other applicable jurisdiction.

It shall be your responsibility to check that the Member (tutor or student) is not impersonating someone else. Eloorn takes no responsibility to check, if the member/user has created a fake profile.

Eloorn does not, in any way, supervise, direct, or control Tutor or Tutor’s work. Eloorn will not provide Tutor with training or any equipment, labor, or materials needed for deliver particular Service. Eloorn does not provide the premises at which the Tutor will perform the work. Eloorn makes no representations about, and does not guarantee the quality, safety, or legality of, the Tutor Services; the truth or accuracy of Tutor’s listings on the Site; the qualifications, background, or identities of Users; the ability of Tutors to deliver the Tutor Services; the ability of Students to pay for the Tutor Services; or that a Student or Tutor can or will actually complete a transaction.

We do not validate Tutor’s credentials but reserve the right to do so.

Students Responsibilities While Availing Services

  • I. Students concur to not use Eloorn to market, promote or look for tuition services for his or her own company; nor may a company, acting for an organization, register to advertise their professional services or possibilities;
  • II. Students acknowledge and agree to attend and participate in all parts of the Course, attend virtual group/individual sessions and will complete all assignments that are required to be completed as part of the Course;
  • III. Eloorn is not accountable for any disputes regarding parental consent;
  • IV. Students mustn't publish any abusive comments (including defamatory or derogatory comments) in regards to a Tutor or a Student on Eloorn Website or other place.
  • V. Eloorn shall not be liable if any Student does not achieve any specific result as a result of using the Service.

Communications And Submissions

Without limiting the scope of these Terms of Use, you agree to comply with these terms and conditions when you communicate with another user through Eloorn platform. You agree not to use any inappropriate, obscene, defamatory, offensive language, crude or explicit sexual content, discussions of any matters which are explicitly or by inference illegal in any way, discussions of illegal or any other drugs, and racially and ethnically offensive speech are examples of unsuitable content that are not permitted within Eloorn. Content standards may vary depending on where you are within Eloorn and the expectations of the relevant website community (i.e. users engaging among themselves). You should always use your best and most respectful language while submitting any content, such as a review or post to any private messages and videos or message boards, within Eloorn. Eloorn is not responsible for the conduct of any user on or off of the Service. You agree to use caution in all interactions with other users, particularly if you decide to communicate off the Service or meet in person. You agree that you will not provide your financial information (for example, your credit card or bank account information), or wire or otherwise send money, to other users.

We reserve the right, but have no obligation, to: (a) monitor any communications within Eloorn; including, without limitation, to ensure that appropriate standards of online conduct are being observed, and (b) immediately or at any time remove any content that we deem objectionable or unsuitable in our sole discretion. Eloorn does not endorse, approve, or prescreen any content that you or other users/members post or communicate on or through Eloorn. Eloorn does not assume any responsibility or liability for any content that is generated, posted or communicated by any users/members on or through Eloorn. You agree to indemnify Eloorn and each of their respective employees, contractors, officers, directors, agents, representatives, vendors and content providers from any liability or damages arising out of or resulting from any content you post or communicate on or through Eloorn.

Without limiting the generality of these policies and standards, the following actions are examples, without being exhaustive, of behavior that violate these Terms of Use and may result in any or all of your Eloorn account(s) being immediately suspended or terminated:

  • Creating fake profiles
  • Posting, transmitting, promoting, or distributing any content that is illegal.
  • Harassing or threatening any other user of Eloorn or any employee or contractor of Eloorn.
  • That promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  • Advocates harassment or intimidation of another person;
  • Requests money from, or is intended to otherwise defraud, other users of the Service;
  • Contains video, audio photographs, or images of another person without his or her permission;
  • Promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
  • Provides material that exploits people in a sexual, violent or other illegal manner, or solicits personal information from anyone under the age of 21;
  • Provides instructional information about illegal activities such as making or buying illegal weapons or drugs, violating someone’s privacy, or providing, disseminating or creating computer viruses;
  • Impersonating another person, indicating that you are a Eloorn employee or a representative of Eloorn (if you are not), or attempting to mislead users by indicating that you represent Eloorn in any way.
  • Attempting to obtain a password, other account information, or other private information from any other user of a Eloorn.
  • Uploading any software, files, photos, images or any other content to Eloorn that you do not own or have the legal right to freely distribute, or that contain a virus or corrupted data, or any other malicious or invasive code or program.
  • Posting messages for any purpose other than personal communication, including without limitation advertising, promotional materials, chain letters, pyramid schemes, political campaigning, soliciting funds, mass mailings and sending "spam", or making any commercial use of any Eloorn.
  • Disrupting the normal flow of dialogue, or otherwise acting in a manner that negatively affects or disrupts other users. Improperly using any game support functions or complaint buttons, or making false complaints or other reports to Eloorn representatives.
  • Posting or communicating any User’s real-world personal information within a Eloorn platform.
  • Uploading or transmitting, or attempting to upload or transmit, any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, gifs, 1x1 pixels, web bugs, and other similar devices.
  • Using or launching any automated system, including, without limitation, any spider, bot, cheat utility, scraper or offline reader that accesses Eloorn, or using or launching any unauthorized script or other software.
  • Using a false e-mail address or otherwise disguising the source of any content that you submit within Eloorn, or using tools which anonymize your internet protocol address.
  • Interfering or circumventing any Eloorn security feature or any feature that restricts or enforces limitations on use of or access to Eloorn.
  • Attempting to sell any part of Eloorn, including, without limitation, any virtual items (if applicable), Eloorn accounts and access to them in exchange for real currency or items of monetary or other value.
  • Engaging in cheating or any other activity that Eloorn deems to be in conflict with the spirit of Eloorn.

You are solely responsible for your interactions with other users. You understand that Eloorn currently does not conduct criminal background checks or screenings on its users. Eloorn also does not inquire into the backgrounds of all of its users or attempt to verify the statements of its users. It makes no representations or warranties as to the conduct of users or their compatibility with any current or future users/members. It reserves the right to conduct any criminal background check or other screenings (such as sex offender registry searches), at any time and using available public records.

You agree that all information that you submit upon creation of your account, including information submitted through your Social Media Accounts, is accurate and truthful and you have the right to post the Content on the Service and grant the license to Eloorn.

You acknowledged and agree that any Content you place on the Service may be viewed by other users/members and may be viewed by any person visiting or participating in the Service which may result in forming an opinion about you.

Technology Issues

You are responsible for ensuring you have all of the necessary technology to run these online programs. Please ensure you can clearly view our preview videos in advance. If you have any concerns about your computer’s capacity to handle this type of program. We shall not be liable for any technical issues and refunds will not be offered based on your technical issues.

Rating

Once the rating process is finished, the rating of Eloorn will be seen by the public.

Feedback reviews will not be removed unless there are clear violations to our Terms of Service.

Feedback comments given by Students are publicly displayed on a Tutor’s page. Students have the option not to include a comment, but still rate the service. Cancellation of an order does not remove feedback unless mutually agreed.

Withholding the delivery of services, files, or information required to complete the Commission’s service with the intent to gain favorable reviews or additional services is prohibited.

Fee Based Services

Tutors shall make a payment to Eloorn in exchange for using the Service, in line with the usage fees stipulated separately by Eloorn. Furthermore, Tutors shall be liable for any additional taxes applicable to the usage fees, such as consumption tax, and any other type of tax.

Users shall make payments for the Service's usage fees from the Service's Purchase Screen using PayPal or Stipe.

The fees to use the Site and Site Services are paid solely by the Student. When a Student pays a Tutor, or when funds related to an Engagement are otherwise released to a Tutor, Students shall be given a week’s time after the “Work week” to dispute the funds charged to their dedicated payment method. Eloorn will establish and maintain “funds” on hold, and release payments to the Tutors.

Tutors shall be

Suspension And Termination Of Account And Service

Generally, a User Account will be considered active until we receive a user request to deactivate or delete it. You understand and agree that Eloorn may, but is not obligated to, monitor or review any Content you post as part of a Service. Eloorn takes steps to verify the credentials and authenticity of its members and users. We do not guarantee that the Website or any content contained on the Website will always be available or be uninterrupted. We reserve the right to limit, suspend, terminate, modify, or delete the User Account we provide to you or your access to our Services or portions thereof (including any Content you or other users submit) for any reason, with or without notice and at any time, including, without limitation, if you are, or we suspect that you are, improperly using the Services, violating any applicable laws or failing to comply with the Terms of Service. We also reserve the right to stop offering and/or supporting the Services or any part of the Services at any time either permanently or temporarily, for any reason, with or without notice to you, at which point your use of the Services or any part thereof will be automatically terminated or suspended. Eloorn reserves the right to investigate, suspend and/or terminate your account if you have misused the Service. The following is a partial list of the type of actions that you may not engage in with respect to the Service. You will not:

  • impersonate any person or entity.
  • solicit money from any users.
  • “stalk” or otherwise harass any person.
  • express or imply that any statements you make are endorsed by the us without our specific prior written consent.
  • use the Service in an illegal manner or to commit an illegal act;
  • access the Service in a jurisdiction in which it is illegal or unauthorized;
  • collect usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Service.
  • interfere with or disrupt the Service or the servers or networks connected to the Service.

Commercial Activity and Unsolicited E-mail

You may not use any portion of Eloorn to collect information, including login names, about other users, and use of such information to send unsolicited e-mail or for any other purpose is strictly prohibited. You may not advertise any goods or services on any Eloorn, or otherwise exploit your participation on or through any Eloorn for any commercial purpose.

Obligations Of Users

To access and use certain features of the Services, you may be required to register for an account. By creating an account, you agree to: (i) provide accurate, current and complete account information; (ii) maintain the security of your password, not share your password with any other person and accept all risks of unauthorized access to your account; and (iii) promptly provide notice to Eloorn if you discover or otherwise suspect any security breaches related to the Services.

You understand and agree that Eloorn does not undertake any verification to confirm the accuracy of any information provided by the members on the Website or to a Tutor or Student, as the case maybe. Eloorn will not be liable to any Users/members in the event any information provided by another member is false, incomplete, inaccurate, misleading or fraudulent.

By posting any Content on the Website, you hereby grant Eloorn a perpetual, world-wide, irrevocable, unrestricted, non-exclusive, royalty-free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, and edit any such Content which you may provide. You hereby waive all rights to any claim against Eloorn for any alleged or actual infringements of any intellectual property rights, proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Content. By submitting Content, you represent to Eloorn that such content is original, you are its rightful owner or that you have first obtained permission from the rightful owner to submit it, and that you have the authority to assign and license to Eloorn all rights, title and interest as set forth herein in and to such Content. You acknowledge that Eloorn has detrimentally relied upon this representation. Accordingly, you further agree to defend, hold harmless and indemnify Eloorn from and against any and all claims of alleged or actual infringements of any intellectual property rights, proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution raised by third parties against Eloorn in connection with such Content.

You agree to release Eloorn, its parents, partners, contractors and affiliates together with their respective employees, agents, officers, directors and shareholders, from any and all liability and obligations whatsoever in connection with, or arising from, your use of our Services. If at any time you are not happy with the Websites or the Services or object to any Content, your sole remedy is to cease using them.Eloorn does not control, and is not responsible for e-mails sent from outside Eloorn’s domain or other means of electronic communication; and that by using the Website and the Service, you may be exposed to Content that is, inaccurate, misleading, or otherwise objectionable. You acknowledge and agree that you are responsible and bear all risks associated with the use of any Content, and that under no circumstances will Eloorn be liable in any way for the Content or for any loss or damage of any kind incurred as a result of the browsing(i.e. that is usage of website).

Electronic Communications

When you send an e-mail or chat electronically with Eloorn, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail, phone calls or sms text messages. You agree that all agreements, notices, disclosures and other communications that Eloorn provides to you electronically satisfy legal requirements that such communications be in writing.

Use Of The Services

Except as otherwise agreed upon, we hereby grant you a limited, nonexclusive, non-sub-licensable license to access, and use the Platform and is conditioned with the compliance with these Terms. You will not use, copy, adapt, modify, decompile, reverse engineer, disassemble, decrypt, attempt to derive the source code, prepare derivative works based upon, distribute, license, sell, rent, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform and Content, except as expressly permitted by Eloorn or as permitted under applicable law. Any unauthorized use of the Services is strictly prohibited and will terminate the license granted in these Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you.

Third Party Website Links, Content And Services

In consideration for allowing you to use the Service, you agree that Eloorn, its affiliates, and its third-party partners may place advertisements on the Service. Eloorn may also partner up with certain third parties such as restaurants and venues

The Website and Content available through the Website may contain links to other third-party Websites ("Third Party Websites"). If you link to Third Party Websites, you may be subjected to those Third-Party Websites' terms and conditions and other policies. Eloorn makes no representation or guarantee as to the accuracy or authenticity of the information contained in any such Third-Party Website, and your linking to any other Website is completely at your own risk and Eloorn disclaims all liability thereto.

Any and all contents and services (including advertising) within Eloorn that are not owned by Eloorn are "third party content and services." Eloorn acts merely as an intermediary Tutor of, and accepts no responsibility or liability for third party content and services. In addition, and without limiting the generality of the foregoing, Eloorn may include links to Websites operated by third parties, including advertisers and other content providers. Those Websites may collect data or solicit personal information from you. Eloorn does not control such Websites, and is not responsible for their content, policies, or collection, use or disclosure of any information, those Websites may collect.

Ownership and Intellectual Property

This Website and all content forming part of the Website, including without limitation, all photographs, ideas, images, designs, information, interfaces, text, graphics, brand names, logos and trademarks, are protected by copyright, trade mark and other intellectual property laws of the Canada.

You acknowledge and agree that Eloorn owns, controls or is licensed all legal right, title and interest in and related to the Website, including all intellectual property rights. You may not:

  • modify or copy the idea of trade, layout or appearance of the Website or any computer software or code contained in the Website; and/or
  • decompile or disassemble, reverse engineer or otherwise attempt to discover or access any source code related to the Website.

If you believe that anything on or available through the Services infringes upon any copyright which you own or control, you may contact us at www.eloorn.com.

Tutors must not infringe copyright material or Intellectual Property of other platforms, websites or blogs or writers at Eloorn.

Reliance on Information Posted

The information presented on or through the Website is made available solely for general/recommendation purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk and responsibility. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

Limitation of Liability

IN NO EVENT SHALL ELOORN BE LIABLE FOR A FALSE, MISLEADING, INACCURATE OR INCOMPLETE INFORMATION BEING PROVIDED BY A MEMBER OR USER.

ELOORN, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND (INCLUDING LOSS OR DAMAGE TO CONTENT), (VII) ANY KIND OF TECHNOLOGICAL FAILURE, IN EACH CASE WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ELOORN IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY ACKNOWLEDGE THAT ELOORN SHALL NOT BE LIABLE FOR THE CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS. THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU, IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING OUR LIABILITY TO YOU TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. THE SERVICES ARE CONTROLLED AND OFFERED BY ELOORN FROM ITS FACILITIES IN CANADA. ELOORN MAKES NO REPRESENTATIONS THAT THE SERVICES ARE APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE SERVICES FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.

YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH ELOORN IS TO STOP USING ELOORN PLATFORM, AND TO CANCEL ANY AND ALL OF YOUR ELOORN ACCOUNTS, IF APPLICABLE.

Disclaimer of Warranties

YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER ELOORN NOR ANY PERSON ASSOCIATED WITH ELOORN MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WE SHALL NOT BE LIABLE TO YOU FOR ANY LOSS SUFFERED IN RELATION TO YOUR USE OR INABILITY TO USE THE WEBSITE WITHOUT LIMITING THE FOREGOING, NEITHER ELOORN NOR ANYONE ASSOCIATED WITH ELOORN REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

WE MAKE EVERY EFFORT TO VERIFY STATEMENTS AND INFORMATION SUBMITTED BY THE THIRD PARTIES AND OUR MEMBERS, THE INFORMATION COMPILED BY US IS BASED ON INFORMATION SUPPLIED BY VARIOUS INDIVIDUALS AND BUSINESSES, IT DOES NOT REPRESENT THE VIEWS OF ELOORN. AND ELOORN CANNOT BE HELD RESPONSIBLE FOR ANY OMISSIONS OR INACCURATE CLAIMS THAT MAY APPEAR.

ELOORN HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Entire Agreement/ Severability

These Terms and Conditions incorporate our Privacy Policy which together constitutes the entire agreement between You and Eloorn, in relation to Your use of the Website and/or the Services and supersedes any prior representations, inducements or agreements relating to its subject matter. You agree that these Terms of Use are not intended to confer and do not confer any rights or remedies upon any third party. If any part of these Terms of Use are held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. These Terms of Use, including all terms and policies referenced herein, contain the entire understanding, and supersede all prior agreements, between you and Eloorn relating to this subject matter, and cannot be changed or terminated orally.

Assignment

You may not assign these Terms or any of the rights granted hereunder without the prior written consent of Eloorn, and any attempted assignment without such consent shall be void. Subject to the foregoing restriction, these Terms will be fully binding upon, inure to the benefit of, and be enforceable by us and our respective successors and assigns.

Non-waiver

Failure by either Eloorn or You to exercise or enforce any right conferred shall not be deemed to be a waiver of any such right nor operate so as to bar that exercise or enforcement thereof or of any other right on any later occasion.

Indemnification

You agree to defend, indemnify and hold harmless Eloorn and its respective employees, contractors, officers, directors, shareholders, agents, representatives, vendors, and content providers from and against any and all liabilities, claims and expenses, including attorneys' fees, that arise from a breach of these Terms of Use for which you are responsible or in connection with your transmission of any content to, on or through our website. Without limiting your indemnification obligations described herein, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

Force Majeure

Eloorn shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control; including, without limitation, any failure to perform hereunder due to unforeseen circumstances or causes beyond its control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.

Governing Law And Arbitration

The Parties hereby agree that all actions brought in respect of this Agreement, or any Services delivered pursuant to this Agreement, shall be brought before a Competent Court of British Columbia., and the parties hereby acknowledge the exclusive jurisdiction of the Competent Courts of British Columbia. Therefore, you agree that: Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than British Columbia. This Agreement shall be governed by the internal substantive laws of Canada, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of a competent court located in, Canada, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights.

Arbitration Procedures:

Discovery. Each party may (a) request relevant, non-privileged documents from the other party; and (b) request that the other party provide the particulars of its claims or defenses. Any such discovery requests must be served on the other party within 10 days after the arbitrator’s appointment. The responding party shall provide the requesting party with all responsive, non-privileged documents, the requested particulars, and/or any objections to the requests within 15 days after receipt of the requests. Any disputes about discovery or requests for extensions shall be submitted promptly to the arbitrator for prompt resolution. In ruling on any discovery dispute or extension request, the arbitrator shall take into consideration the nature, amount, and scope of the underlying arbitration claim, the cost and other effort that would be involved in providing the requested discovery, the case schedule, and whether the requested discovery is necessary for the adequate preparation of a claim or defense.

Communications with the Arbitrator. Whenever communicating with the arbitrator, the parties must include each other – for example, by including the other party on a telephone conference call and copying the other party on any written submissions, such as letters or emails. To the extent practicable, conferences with the arbitrator will take place by telephone conference call or email. Ex parte communications are not permitted with any arbitrator.

Confidentiality. Upon either party’s request, the arbitrator will issue an order requiring that confidential information of either party disclosed during the arbitration (whether in documents or orally) may not be used or disclosed except in connection with the arbitration or a proceeding to enforce the arbitration award and that any permitted filing of confidential information must be done under seal.

Contact Us

If you have any questions or concerns regarding these Terms or our Services, please contact us through the support portal at www.eloorn.com.