Terms of Use

Welcome to Sparroh.ca
 
Sparroh provides this website (including applications and other online services that are accessible through various desktop, tablet and mobile web browsers from time to time) subject to your compliance with these Terms of Use.
 
These Terms of Use constitute an agreement between Sparroh.ca and you. We recommend that you print out a copy of these Terms of Use for your records.
 
By using the Site, you affirm that you are able and legally competent to agree to and comply with these Terms of Use. If you do not agree to these Terms of Use or if you are not legally competent to agree to them, then you may not use the Site.
 
Please review our Privacy and Security policy.
 
Information security is important to Sparroh.ca. We have established reasonable physical, electronic and managerial safeguards to protect the information that we collect from or about our users. Sparroh.ca does, however, reserve the right at all times to disclose any information as Sparroh.ca deems necessary to satisfy any applicable law, regulation, legal process or governmental request.
 
Changes
Sparroh.ca reserves the right, at any time, to change these Terms of Use, our Privacy Policy and/or the Site. Your use of the Site following any such change constitutes your agreement to follow and be bound by the Terms of Use and/or Privacy Policy as revised. The revised Terms of Use and/or Privacy Policy supersede all previous versions, notices or statements regarding the Site. If we request, you agree to sign a non-electronic version of these Terms of Use.
 
Intellectual Property Rights
The Site contain valuable trademarks and service marks owned and used by Sparroh.ca, including but not limited to, SPARROH.CA, the Sparroh.ca design logo. Any use of the Sparroh.ca marks without the prior written permission of Sparroh.ca is strictly prohibited.
 
UNAUTHORIZED COPYING, REPRODUCTION, MODIFYING, REPUBLISHING, UPLOADING, DOWNLOADING, POSTING, TRANSMITTING, MAKING DERIVATIVE WORKS OF OR DUPLICATING ALL OR ANY PART OF THE SITE IS PROHIBITED.
 
User-Generated Content
From time to time, the Site permits the submission of content, such as comments, product reviews, generated by you and others users ("User Content").
 
You are solely responsible for your own User Content and the consequences of posting or publishing it. Any User Content or other material, information or ideas that you submit to or post or publish on the Site is non-confidential and non-proprietary.
 
As between you and Sparroh.ca, you will retain all of your ownership rights in and to your User Content. By submitting User Content to Sparroh.ca, you hereby grant to Sparroh.ca a perpetual, worldwide, non-exclusive, irrevocable, royalty-free, sublicensable (through multiple tiers) and transferable right and license to use, reproduce, distribute, edit, modify, translate, reformat, prepare derivative works based upon, display publicly, perform publicly and otherwise exploit (including but not limited to over the Internet, broadcast television or any other uses or media) your User Content, in whole or in part, including future rights that Sparroh.ca (or its successor) may otherwise become entitled to that do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed to the maximum extent permitted by applicable law. You also waive your moral rights to the User Content, and hereby grant each user of the Site a non-exclusive license to access your User Content through the Site and to use, access, watch, reproduce, distribute, transmit, forward, display and perform such User Content in whole or in part, to the extent permitted by the Site under these Terms of Use.
 
Sparroh.ca does not endorse any User Content or any opinion, recommendation, or advice expressed therein. Sparroh.ca reserves the right but is not obligated to monitor User Content or other content sent to or through the Site. Sparroh.ca has the right to refuse, remove or delete any User Content and/or to terminate any user's access to the Site if Sparroh.ca determines, in its sole and absolute discretion, that such User Content or user violates or has violated these Terms of Use. Sparroh.ca takes no responsibility for and expressly disclaims any and all liability in connection with User Content.
 
Acceptable Use Policy
By submitting User Content and otherwise using the Site, you agree not to: (i) submit any User Content that is protected by or otherwise subject to any third party intellectual property or proprietary rights (including any privacy and publicity rights) unless you own or have permission from the rightful owner of such rights to post such User Content and to grant Sparroh.ca all of the rights granted herein; (ii) upload, post, e-mail or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, hateful or racially, ethnically or otherwise objectionable; (iii) use the Site to harm any person or entity, including Sparroh.ca; (iv) impersonate any person or entity, including but not limited to, a representative of Sparroh.ca, or falsely state or otherwise misrepresent your affiliation with a person or entity; (v) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted to or through the Site; (vi) upload, post, e-mail or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail or any other form of solicitation; (vii) upload, post, e-mail or otherwise transmit any content that contains computer viruses or other computer code, files or programs that interrupt, destroy or limit the functionality of the Site or any other computer software or hardware or telecommunications equipment; (viii) intentionally or unintentionally violate any applicable local, provincial/territorial, national or international laws, rules or regulations, (ix) collect, store or use personal information about other users of the Site without their consent; (x) use the Site (including through submission of User Content) to disparage or make unsubstantiated claims about any person, third party or its/their products or services; (y) use any of the Site in any manner that could overburden or impair any of the Site or the networks or systems connected to the Site; and/or (z) use any device, software or instrumentality to interfere with the proper working of the Site or disobey any requirements, procedures, policies or regulations of networks connected to the Site.
You also agree that you will not violate or attempt to violate the security of the Site. Violations of system or network security may result in civil or criminal liability. Sparroh.ca reserves the right to investigate occurrences which may involve such violations and may involve and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.
 
Order Acceptance
The receipt of an order number or an email order confirmation does not constitute the acceptance of an order or a confirmation of an offer to sell. Sparroh.ca reserves the right, without prior notification, to limit the order quantity on any item and/or to refuse service to any customer. Verification of information may be required prior to the acceptance of an order. Prices and availability of products on the Site are subject to change without notice. Errors will be corrected when discovered and Sparroh.ca reserves the right to revoke any stated offer and to correct any error, inaccuracy, or omission (including after an order has been submitted). Certain orders constitute improper use of the Site and the Sparroh.ca Rewards Program described below. Sparroh.ca reserves the right, at its sole discretion, to refuse or cancel any order for any reason. Your account may also be restricted or terminated for any reason, at Sparroh.ca's sole discretion.
 
 
Links to other Websites
The Site may contain links to third-party webSite ("Other Site") that are not under Sparroh.ca's control. Sparroh.ca makes no claim and accepts no responsibility regarding the quality, nature or reliability of the Other Site that are accessible by hyperlinks from the Site or link to the Site. Sparroh.ca provides these links to you as a convenience and the inclusion of any link does not imply endorsement by Sparroh.ca of Other Site or any association with the operators of such Other Site. You are responsible for viewing and abiding by the privacy statements and terms of use posted at any third-party Site.
 
Communications with Sparroh.ca
For all communications made to or with Sparroh.ca, including but not limited to feedback, questions, comments, suggestions and the like: (i) you will have no right to confidentiality in your communications and Sparroh.ca will have no obligation to protect your communications from disclosure; and (ii) Sparroh.ca will be free to use any ideas, concepts, know-how, content or techniques contained in your communications for any purpose whatsoever, including, but not limited to, the development, production and marketing of products and services that incorporate such information.
 
Indemnity
You agree to indemnify and hold Sparroh.ca and its agents and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (i) your use of the Site, including any User Content you submit, post to or transmit through the Site, (ii) your violation of these Terms of Use or (iii) your violation of any rights of another user.
 
Limitation of Liability
IN NO EVENT WILL SPARROH.CA OR ITS OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DISTRIBUTORS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE OR VIA OTHER CHANNELS, INCLUDING BUT NOT LIMITED TO PHONE AND EMAIL, BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR ANY INFORMATION CONTAINED THEREIN, INCLUDING USER CONTENT, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF SPARROH.CA HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
 
You hereby acknowledge that the preceding limitation on liability will apply to all content, merchandise and services available through the Site or other channels. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, in such jurisdictions liability is limited to the fullest extent permitted by law. Regardless of the previous paragraphs, if Sparroh.ca is found to be liable, our liability to you or to any third party is limited to the greater of (a) the amount in dispute not to exceed the total amount which you paid to us in the twelve (12) months prior to the action giving rise to the liability or (b) CAD $100.
 
Legal Disputes
 The validity, interpretation, construction, and performance of these Terms of Use shall be governed by the laws of Ontario, without giving effect to its principles of conflict of laws.
EXCEPT WHERE PROHIBITED BY LAW, WHICH MAY INCLUDE THE PROVINCE OF QUEBEC, YOU AND SPARROH.CA AGREE TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS ACCESS TO DISCOVERY, ALSO MAY BE UNAVAILABLE OR LIMITED IN ARBITRATION.
EXCEPT WHERE PROHIBITED BY LAW, WHICH MAY INCLUDE THE PROVINCE OF QUÉBEC, any controversy, claim or dispute arising out of, relating to, or in respect of these Terms, including their negotiation, validity, existence, breach, termination, construction or application, or the rights, duties or obligations of any party, or the rights, duties or obligations of any party derived from or associated with these Terms (a “Dispute”), shall be referred to and determined by a single arbitrator in a final and binding arbitration administered by under the rules of ADR Institute of Canada, Inc.’s Arbitration Rules. If the parties have not agreed upon the arbitrator within 14 days, the parties shall ask the ADR Institute of Canada, Inc. to appoint a single arbitrator. The seat of the arbitration shall be the same as the provincial or territorial law governing these Terms. The arbitration shall be heard in the capital of the seat, unless the parties agree otherwise. The costs and expenses of the arbitrator shall be shared equally between the parties. A party to the arbitration has no right of appeal from any award of the Arbitrator, whether characterized as final, interim, interlocutory or partial. All Disputes referred to arbitration (including the scope of the agreement to arbitrate, the law relating to the enforcement of the agreement to arbitrate, any relevant limitation periods, the law governing the procedure of the arbitration, the law relating to available remedies, set-off claims and conflict of laws rules) shall be governed by the law of the seat, and each party hereby irrevocably consents to venue in the capital of the seat, and to the jurisdiction of competent courts in the capital of the seat for all litigation that may be brought, subject to the requirements for arbitration hereunder, with respect to the terms of, and the transactions and relationships contemplated by, these Terms. Notwithstanding this provision, a party to these Terms may take such steps as are permitted or required to enforce an award made by an arbitrator. The existence of the arbitration and any element of the arbitration, including any award, shall be confidential and shall be subject to the provisions of Section 3 (Confidentiality) of these Terms. The deemed undertaking rule in shall apply. No document or other evidence or information prepared for or produced by or on behalf of any party to the arbitration shall be disclosed to any non-party to the arbitration. EACH PARTY HEREBY EXPRESSLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BROUGHT BY OR AGAINST EITHER PARTY IN CONNECTION WITH THESE TERMS. You agree that you will not contest venue, and you waive any rights that you may have to initiate, transfer, or change the venue of any litigation arising from or related to these Terms.
 
Termination
Your ability to access and use the Site remains in effect until terminated in accordance with these Terms of Use. You agree that Sparroh.ca, in its sole discretion, may terminate your account and your use of the Site and may remove and delete your User Content if Sparroh.ca believes that you have violated or acted inconsistently with these Terms of Use or for any other reason. Sparroh.ca also may in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site may be effected without prior notice and you acknowledge and agree that Sparroh.ca may bar any further access to the Site. Further, you agree that Sparroh.ca will not be liable to you or any third-party for any termination of access to the Site.
 
You may terminate your account by sending a letter stating your intention to Sparroh, 47 Rosebery Avenue, Ottawa, ON, K1S 1W1 FAO: Customer Service or an email to hello@sparroh.ca, with the subject line "Termination Request.”
 
The provisions of the Intellectual Property Rights, User-Generated Content, Acceptable Use Policy, Indemnity, Limitation of Liability, Legal Dispute sections, together with and any other rights and obligations which by their nature are reasonably intended to survive such termination, will survive any termination of these Terms of Use.
 
Right to Access
YOU MUST BE AT LEAST AGE 13 TO USE THE SITE. By using the Site, you affirm that you are over age 13. If you are under age 13, you may not access or use the Site.
IF YOU ARE A PARENT OR GUARDIAN THAT PROVIDES CONSENT TO YOUR TEENAGER'S REGISTRATION WITH AND USE OF THE SITE, YOU AGREE TO BE BOUND BY THESE TERMS IN RESPECT OF SUCH TEENAGER'S USE OF THE SITE.
 
Outages
Sparroh.ca periodically schedules system downtime for the Site for maintenance and other purposes. Unplanned system outages also may occur. You agree that Sparroh.ca has no responsibility and is not liable for: (a) the unavailability of any of the Site; (b) any loss of data, information or materials caused by such system outages; (c) the resultant delay, mis-delivery or non-delivery of data, information or materials caused by such system outages; or (d) any outages caused by any third parties, including without limitation any companies or servers hosting any of the Site, any Internet service providers or otherwise.
 
General Information
No waiver of any provision or any breach of this Agreement will constitute a waiver of any other provisions or any other or further breach. In the event that any provision of this Agreement will be illegal or otherwise unenforceable, such provision will be severed, and the balance of the Agreement will continue in full force and effect. These Terms of Use set forth the entire Agreement between you and Sparroh.ca with respect to use of the Site and supersede any prior agreements between you and Sparroh.ca relating to such subject matter. The Terms are not assignable, transferable or sublicensable by you except with Sparroh.ca's prior written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms of Use. Any heading, caption or section title contained herein is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof. Sparroh.ca's performance of these Terms of Use is subject to existing laws and legal process, and nothing contained in these Terms of Use is in derogation of Sparroh.ca's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Sparroh.ca with respect to such use. A printed version of these Terms of Use and of any notices 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. The parties agree that all correspondence relating to these Terms of Use must be written in the English language.