Please read this Agreement carefully before accessing or using the Service. By accessing or using any part of the Service, you agree to become bound by the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access the Service. If these terms and conditions are considered an offer by ShowroomHQ, acceptance is expressly limited to these terms. The Service is available only to individuals who are at least 18 years old or the applicable state or provincial age of majority thereby allowing you to legally enter into this Agreement.
In this Agreement, our customers and any of their staff members whom are given access to their ShowroomHQ Account are herein referred to as “Subscribers”, and our customers’ customers who use the Service (e.g. who login to view and order products) are referred to as “Customers”.
The term of this Agreement begins on the date your ShowroomHQ account is activated and continues on a month-to-month basis until either party terminates this Agreement pursuant to the terms hereof.
The Service includes access to email support. “Email support” means the ability to make requests for technical support assistance by email or in-app at any time (with reasonable efforts by ShowroomHQ to respond within two business days) concerning the use of the Service.
This Agreement does not transfer from ShowroomHQ to you any ShowroomHQ or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with ShowroomHQ. ShowroomHQ, the ShowroomHQ logo, and all other trademarks, service marks, graphics and logos used in connection with ShowroomHQ, or the Service are trademarks or registered trademarks of ShowroomHQ or ShowroomHQ’s licensors. Other trademarks, Service marks, graphics and logos used in connection with the Service may be the trademarks of other third parties. Your use of the Service grants you no right or license to reproduce or otherwise use any ShowroomHQ or third-party trademarks.
ShowroomHQ reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Service following the posting of any changes to this Agreement constitutes acceptance of those changes. ShowroomHQ may also, in the future, offer new services and/or features through the Service (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.
The Service is provided “as is”. ShowroomHQ and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither ShowroomHQ nor its suppliers and licensors, makes any warranty that the Service will be error free or that access thereto will be continuous or uninterrupted. You understand that you use the Service at your own discretion and risk.
In no event will ShowroomHQ, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement or substitute products or Service; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to ShowroomHQ under this agreement during the three (3) month period prior to the cause of action. ShowroomHQ shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
You agree to defend, indemnify, and hold harmless ShowroomHQ, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Service, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between ShowroomHQ and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of ShowroomHQ, or by the posting by ShowroomHQ of a revised version. Except to the extent of applicable law, if any, provides otherwise, this Agreement, any access to or use of the Service will be governed by the laws of the province of British Columbia, Canada, excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the provincial and federal courts located in Vancouver, British Columbia. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against ShowroomHQ related to any claim and, where applicable, you also agree to opt out of any class proceedings against ShowroomHQ. If you have a claim, you should give written notice to arbitrate at the address specified below. If we have a claim, we will give you notice to arbitrate at your address provided in your registration data. Arbitration will be conducted by one arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in the Province of British Columbia.
To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all claims will be heard and resolved in a court of competent subject matter jurisdiction located in Vancouver, British Columbia, in the English language. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; ShowroomHQ may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
Questions or Comments. Should you have any questions or comments regarding this agreement, please contact ShowroomHQ using the information below.
5307 Victoria Drive #1170
Vancouver, BC, V5P 3V6