Terms and Conditions Of Use
Last Modified: 11-1-2021 Effective Date: 11-1-2021
DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE USING WHERESAFE AT YOUR OWN RISK. WHERESAFE IS NOT INTENDED TO BE USED FOR EMERGENCIES AND IS NOT DESIGNED FOR OR IN ANY WAY GUARANTEED TO PREVENT ANY LOSS OR INJURY. WHERESAFE IS ALSO NOT INTENDED TO BE A REPLACEMENT FOR ANY SAFETY EQUIPMENT. YOUR USE OF WHERESAFE AND OUR LIABILITY ARE SUBJECT TO ALL DISCLAIMERS AND PROHIBITED USES AS PROVIDED FOR UNDER THIS AGREEMENT. FOR MORE INFORMATION, INCLUDING FURTHER DISCLAIMERS, PLEASE READ THE ENTIRE AGREEMENT.
The following definitions apply to these Terms:
“Provider” means, Solutions Into Motion Limited.
“WHERESAFE” means, collectively and severally, Our Online Properties; any and all other services provided on, available through or offered for use on or in connection with Our Online Properties; all Information; products listed in Schedule “1” (the “Product(s)”) and all Materials.
“Website” means, the website currently located at wheresafe.com, any other websites hereafter designated by the Provider, and all of their respective constituent web pages.
“Our Online Properties” means, as may be modified and added to from time to time, the Website, our YouTube page, currently located at https://www.youtube.com/channel/UCb5dHj-q1Agy4vWTKPtb0Uw, our Facebook pages, currently located at www.facebook.com/WhereSafeGPS and www.facebook.com/trackemgps, our Twitter page, currently located at twitter.com/WhereSafeGPS, our Instagram page, currently located at www.instagram.com/wheresafegps/, our Linkedin page, currently located at www.linkedin.com/company/wheresafe/, the WHERESAFE mobile application, our Pinterest page, currently located at https://www.pinterest.ca/WhereSafeGPSTrackers, and our TikTok, currently located at https://www.tiktok.com/@wheresafegps (collectively, the “App”).
“Documentation” means Materials plus Information.
“Information” means, all information provided by, available through, or offered for use on or in connection with WHERESAFE, including without limitation all information provided on, available through, or offered for use on or in connection with the WHERESAFE Website.
“Materials” means, collectively and severally, every tangible thing you receive from Provider; everything you see or read on the WHERESAFE Website.
“Suppliers” means Third Parties that supply goods or services to Provider in connection with WHERESAFE.
“Third Party” or “Third Parties” means any and all organizations, entities or individuals other than Provider and you.
“User” means a person or persons using WHERESAFE.
“we” or “us” or “our” means Provider (as defined above).
Use of WHERESAFE subject to Terms
To use WHERESAFE, You must register, for at least one account, using our registration page located within Our Online Properties. You understand and agree that, if you would like additional users to be able to access your account, you must register their contact information as a “Designated User(s)”.
Registration Information: You agree and understand that You are responsible for maintaining the confidentiality of your password, which, together with your name and e-mail address (“User ID”), allows you to access Our Online Properties. The User ID, password, phone number, email, name, cellular provider, time zone location, and credit card details, together with any other contact information you provide us at the time of signing up for Our Online Properties from your “Registration Information.” You agree that all Registration Information provided to us will be accurate and up-to-date. You agree to keep your password secure. We will not be liable if we are unable to retrieve or reset a lost password. If You become aware of any unauthorized use of your password or account, You agree to notify us via e-mail at email@example.com as soon as possible.
These Terms govern the use of all persons using WHERESAFE, including without limitation: (i) you, who registers an account on the Product; (ii) all additional Users, including users who access Our Online Properties, whether registered or not, and any Designated User(s) (collectively, “You” or the “User”), who have registered for the use of WHERESAFE, and are binding on any use of WHERESAFE, and apply to you from the time that you access or use WHERESAFE. For clarification, “You” includes terms such as “your” and “yourself”.
You may not use WHERESAFE nor accept these Terms if you are not of a legal age to form a binding contract with us. If you accept these Terms, you represent that you have the capacity to be bound by them, or if you are acting on behalf of a company or entity, that you have the authority to bind such company or entity (and in which case “You” will refer to the company or entity).
Using the App from Apple App Store and Google Play Store:
Your use of the App may be subject to separate agreements you may enter into with your mobile device operating system provider (e.g. Apple, Google or Microsoft®), your mobile device manufacturer (e.g. Apple, Samsung®), your mobile service carrier (e.g. Telus, Bell, Rogers, AT&T or Verizon), and other parties involved in providing your mobile device service (which we collectively refer to as "Third Party Providers"). You agree to comply with all applicable third-party terms of service when using the App. We are not a party to those agreements and we have no responsibility for the products and services provided by third parties.
You acknowledge and agree that these Terms are between you and Provider, not with any Third-Party Providers.
You acknowledge and agree that your Device’s (as defined below) manufacturer, and their subsidiaries (as applicable), are third party beneficiaries of this Agreement, and that they will have the right (and will be deemed to have accepted the right) to enforce this agreement against you as a third-party beneficiary. Such rights may also accrue to other handset manufacturers and operating systems which participate in the App.
To the extent the other terms and conditions of the rest of this Terms conflict with the terms and conditions of this section, the terms and conditions in this section apply, but solely with respect to your use of the App downloaded from the Apple App Store or Google Play Store (or other similar application store).
Your use of WHERESAFE is subject to these Terms. The Provider (defined above) may modify these Terms from time to time (a) by giving you notice of the modified Terms, or (b) by posting them on Our Online Properties.
The modified Terms will be binding on you as of the date of such notice or posting, whichever is earlier, whether or not you review them, unless within five (5) days of such notice or posting you give notice that you have elected to terminate your Agreement (defined below). If you elect to terminate the Agreement as permitted in the preceding sentence, then your Agreement will be deemed terminated effective one business day after the date on which the notice of termination is received by Provider. No refunds will be provided.
It is your responsibility to visit this page to find any updates that may have been made to the Terms. You hereby agree that the Provider shall not be liable to You, your employee, or any other third party for any amendments to the Terms.
Use of WHERESAFE for Lawful, Internal Purposes Only:
You agree that all assets, including, but not limited to, vehicles, containers, equipment (collectively, the “Asset(s)”) being tracked by you are owned by you and you have the right to track/monitor them. You agree that WHERESAFE is intended for personal use ONLY and will not be used to track any Asset or person without their consent.
You represent and warrant that you will not use Our Online Properties to upload, post, link to, email, transmit, or otherwise make available any material that contains software viruses, or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or any telecommunications equipment. Nor will you post or distribute any computer program that damages, detrimentally interferes with, surreptitiously intercepts, or expropriates any system, data, or personal information. You further represent and warrant that you will not disrupt the functioning of Our Online Properties, in any manner.
Unauthorized Access: You agree to only access (or try to access) and use Our Online Properties through interfaces provided by us. You shall not access (or try to access) and use Our Online Properties through any automated means, including, but not limited to, scrapers, scripts, robots, or web crawlers. You agree not to use or attempt to use another User’s account, unless you are a Designated User with consent from the account holder. You agree not to impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your personal information, or your affiliations with any person or entity.
Prohibited Uses and Purposes:
You may use WHERESAFE only for lawful purposes.
1. You may not use WHERESAFE in any manner that:
a) provides or otherwise makes available WHERESAFE to any Third Party.
b) Track any Asset or person without their express written consent.
c) breaches any applicable local, national or international law or regulation;
d) may interfere with any other customer’s use of WHERESAFE, or our provision of the service to our other customers; e) may in any way be considered harassment to another person or entity;
f) may in any way be unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
g) may in any way damage, disable, overburden, and/or impair Our Online Properties’ servers, or any network connected to Our Online Properties’ servers, and/or interfere with any other Party’s use or enjoyment of WHERESAFE;
h) is in any way abusive, defamatory, misleading, fraudulent, pornographic or otherwise explicit in nature or written in bad faith;
i) harms or attempts to harm minors in any way
j) will reproduce, duplicate, copy, sell, resell or exploit any portion of WHERESAFE;
k) will abuse either verbally, physically, written or other abuse (including threats of abuse or retribution) of any WHERESAFE customers, employees, members, or officers;
2. You also may not:
a) copy, distribute, translate, transmit, display, perform, reproduce, publish, modify, rewrite, reverse-engineer, disassemble, de-compile, transcribe, store in a retrieval system, translate into any language or computer language, retransmit in any form or by any means (electronic, mechanical, photo reproduction, recordation or otherwise), create derivative works from, license, sublicense, transfer, or sell any Information or Materials without the prior written consent of the copyright owner. You agree to comply with all provisions of any license applicable to any software included in Documentation.
And any of the foregoing clauses 1. (a-k) and 2. (collectively, the “Prohibited Uses”) will result in immediate account termination.
Moderation: You understand and agree that although the Provider is not required to moderate your use of Our Online Properties, it may in its sole judgment review and delete any content in whole or in part, for any reason whatsoever, which without limitation, violate these Terms or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of others.
User Responsibility: You agree that You are solely responsible for any breach of your obligations under the Terms and for the consequences of any such breach. We have no responsibility to you or to any third party for such breaches or the consequences of such breaches (including losses or damage that we may incur).
You understand that when using Our Online Properties, you may come across material that You find objectionable, offensive or indecent and agree that You are using Our Online Properties at your own risk.
Technical Requirements: Use of Our Online Properties requires internet access through your computer, phone or smart device (collectively, the “Device”). You may be required to have location services enabled on your Device to use Our Online Properties, and some features of Our Online Properties may not be accessible with such technologies disabled.
Use of Information: You are solely responsible for your conduct with respect to any Information, including without limitation your conduct in creating, storing, transmitting, disseminating, accessing, receiving, or using any Information.
Third Party Links: Our Online Properties may link to third-party websites or resources. Such links are provided as a convenience to You only and do not imply an endorsement, warranty or guarantee by us of any such linked website or the company it purports to represent. We do not assume any responsibility or liability for their availability, accuracy, the related content, products or services. You are solely responsible for use of any such websites or resources and compliance with their policies. Should you elect to enter into a binding contract with any such website, You agree to hold us harmless and hereby release us from any liability whatsoever, whether arising out of contract, tort or otherwise, for any liability, claim, injury, loss or damage suffered as a result of your actions or the actions of any user associated with your account, offering to accept or having accepted any products or services that are available from those sites.
No Warranties: USE WHERESAFE AT YOUR OWN RISK. WHERESAFE IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, QUIET ENJOYMENT, ACCURACY OF INFORMATIONAL CONTENT, AND ABSENCE OF VIRUSES AND DAMAGING OR DISABLING CODE, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT, BECAUSE OF THE NATURE OF THE INTERNET, MOBILE NETWORKS, AND THE DEVICES WHICH ACCESS THE INTERNET AND/OR MOBILE NETWORKS, THE SERVICE MAY NOT BE ACCESSIBLE WHEN NEEDED, AND THAT INFORMATION, DATA, AUDIO AND VIDEO TRANSMITTED OVER THE INTERNET AND/OR MOBILE NETWORKS MAY BE SUBJECT TO INTERRUPTION OR THIRD-PARTY INTERCEPTION AND MODIFICATION. WE CANNOT AND DO NOT ASSUME ANY RESPONSIBILITY FOR ANY LOSS, DAMAGES OR LIABILITIES ARISING FROM THE FAILURE OF ANY TELECOMMUNICATIONS INFRASTRUCTURE, OR THE INTERNET OR FOR ANY PROHIBITED USES. YOU ACKNOWLEDGE, AGREE AND UNDERSTAND THAT YOUR USE OF WHERESAFE (AND ANY RELIANCE THEREOF) IS AT YOUR OWN RISK. WITHOUT LIMITING THE FOREGOING, PROVIDER DOES NOT WARRANT THAT WHERESAFE OR ITS OPERATION WILL BE ACCURATE, RELIABLE, UNINTERRUPTED, ERROR-FREE OR FREE OF VIRUSES OR OTHER HARMFUL AGENTS, NOR DOES THE PROVIDER WARRANT THAT ANY INFORMATION WILL BE ACCURATE, RELIABLE, COMPLETE, OR TIMELY. You acknowledge that Information may be transmitted via satellite and over local exchange, inter-exchange and Internet backbone carrier lines and through routers, switches and other devices owned, maintained and serviced by local and long-distance carriers, utilities, satellite companies, communications companies, Internet service providers and other Third Parties, all of which are beyond the control of Provider. You accept all risk arising out or relating to the delay, failure, interruption, corruption, or interception of any Information. No agent or representative has the authority to create any warranty regarding WHERESAFE on behalf of Provider.
Downtime: The Product may be temporarily unavailable from time to time for maintenance or other reasons. We assume no responsibility for any error, loss of profits, inaccuracy, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications between you and the product.
No endorsement as to accuracy: We accept no responsibility for the accuracy of any User Data provided by or created using WHERESAFE except as otherwise set out in these Terms. The provision or storage of User Data through WHERESAFE does not constitute our endorsement or warranty as to the compliance of such User Data with applicable privacy legislation, nor to the accuracy, timeliness, materiality, completeness, or reliability of such User Data. You are responsible for ensuring that the information you have entered into our system is accurate, reliable and complete.
Monitoring: We do not accept any liability for monitoring Our Online Properties or for unauthorized or unlawful content on Our Online Properties or use of Our Online Properties by users. We are not responsible for any content posted to Our Online Properties or its use or effects. By operating Our Online Properties, we do not represent or imply any endorsement of the material posted, or that we believe such material to be accurate, useful or non-harmful. Our Online Properties may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Online Properties may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. We disclaim any responsibility for any harm resulting from the use by users of Our Online Properties, or from any downloading by those users of content posted to Our Online Properties.
Damage to hardware: Any material downloaded or otherwise obtained through the use of Our Online Properties is done at your own discretion and risk, and you will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.
Content provided to companies: If you are an individual providing User Data that is to be directed to your organization’s account, you agree and acknowledge that we accept no responsibility and are not liable for any damages that may arise by the organization’s use of that User Data. You further agree and acknowledge that we are not liable for any damages that may arise if the User Data is misdirected to the wrong organization due to any reason, including error on your part or a flaw in WHERESAFE.
Exclusion and Release of Liability; Exclusion of Consequential Damages:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROVIDER SHALL NOT BE LIABLE FOR, AND YOU HEREBY AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE US AND OUR DIRECTORS, EMPLOYEES, OFFICERS, AND OUR AFFILIATES, PARTNERS, SERVICE PROVIDERS, VENDORS AND CONTRACTORS AND EACH OF THEIR RESPECTIVE AGENTS, DIRECTORS, OFFICERS, EMPLOYEES AND ALL OTHER RELATED PERSONS OR ENTITIES FROM ANY DAMAGES WHATSOEVER ARISING OUT OF ANY BREACH OF, OR OTHER CLAIM RELATING TO, THE TERMS.
WITHOUT LIMITING THE FOREGOING, PROVIDER SHALL NOT BE LIABLE FOR, AND YOU PROSPECTIVELY WAIVE AND RELEASE PROVIDER FROM, ANY CLAIMS ARISING OUT OF OR RELATING TO YOUR USE OF WHERESAFE, INCLUDING WITHOUT LIMITATION YOUR ACCESS TO OR USE OF WHERESAFE, THE INFORMATION, THE MATERIALS, OR ANY OTHER SERVICES AVAILABLE THROUGH OR USED IN CONJUNCTION WITH WHERESAFE; ANY CLAIMS ARISING OUT OF OR RELATING TO THE CREATION, CONTENT, STORAGE, TRANSMITTAL, DISSEMINATION, ACCESSING, RECEIPT, USE, DELAY, FAILURE, INTERRUPTION, CORRUPTION, OR INTERCEPTION OF ANY INFORMATION; AND ANY CLAIMS ARISING OUT OF OR RELATING TO ANY DELAY, FAILURE, INTERRUPTION OR LOSS OF SERVICE.
IF, DESPITE THE FOREGOING, PROVIDER IS FOUND TO BE LIABLE TO YOU, THEN THE ENTIRE AGGREGATE LIABILITY OF PROVIDER FOR ALL CLAIMS AND CAUSES OF ACTION FOR BREACH OF, OTHER CLAIM RELATING TO, THE TERMS, OR WHICH ARISE OUT OF OR RELATE TO YOUR USE OF WHERESAFE, WHETHER BASED ON CONTRACT, NEGLIGENCE, RECKLESSNESS, STRICT LIABILITY OR OTHERWISE, FOR ANY PERSONAL INJURY OR ILLNESS OR DEATH, DAMAGE TO OR LOSS OF ANY REAL OR PERSONAL PROPERTY, LOSS OF DATA, LOST PROFITS, BUSINESS INTERRUPTION, DESTRUCTION OF BUSINESS OR OTHER BUSINESS INJURY, AND ANY OTHER INJURIES OR DAMAGES OF ANY KIND SHALL NOT UNDER ANY CIRCUMSTANCES EXCEED THE FEES ACTUALLY PAID BY YOU UNDER THE TERMS IN THE SIX MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.
WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL PROVIDER BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONTINGENT OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOST OR IMPUTED PROFITS, BUSINESS INTERRUPTION, LOST DATA, OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES), EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND UNDER NO CIRCUMSTANCES SHALL PROVIDER BE LIABLE FOR PUNITIVE DAMAGES.
You acknowledge and agree that WHERESAFE is not designed or in any way guaranteed to prevent any loss or injury. You acknowledge and agree that the Provider cannot guarantee in any way that the device will prevent accidents, death or personal injury to You or others, property damage, illegal entry or undue delay in any emergency service response from occurring and is not liable in any manner for any loss or damage resulting there from. Provider is not responsible or liable for any injury, loss or damage caused by persons responding, failing to respond, or failing to respond promptly to your Asset or other location. You also acknowledge and agree that the Provider is not responsible or liable for any injury, loss or damage caused in whole or in part by damage to the device while in your possession, improper installation, unreasonable use or abuse of the device, failure to provide proper maintenance or to follow the written instructions provided or failure to regularly test the device.
LIMITATIONS OF THE SERVICE
a. AVAILABILITY OF CERTAIN FEATURES MAY BE LIMITED BY THE TYPE OF ASSET BEING TRACKED: The information that we are able to retrieve from your Asset may be different than that which we get from other Assets based on differences between manufacturers, models and model years. In such cases, you may not receive access to certain features that will be available to other people enrolled in the Program.
The Service generally works using wireless communication networks, cellular networks, our service partners and the Global Positioning System ("GPS") satellite network. The system receives GPS signals and communicates with our response centers and those of our affiliates or Service Partners through use of wireless communication networks. The WHERESAFE Service cannot work unless your Asset is in a place where Rogers Wireless, or Aeris (or other comparable provider) or its roaming partners has coverage, network capacity, and reception when the service is needed. The aspects of the WHERESAFE Service that involve location information about your asset cannot work unless GPS satellite signals are unobstructed, available in that location and compatible with the System.
This is a common characteristic of wireless systems. For example, coverage could be degraded or non-existent in specific locations due to certain physical structures or geographic features or as a result of the device used. Physical structures which may block or inhibit coverage could include basements, lifts, underground car parks, concrete buildings, tunnels and road cuttings. Geographic features which may block or inhibit coverage could include formations such as hills and mountains or even trees.
Coverage of cellular networks is limited and performance may be impacted by various factors. POOR CELLULAR COVERAGE, OTHER NETWORK PROBLEMS, OR LIMITED OR NO GPS RECEPTION MAY RESULT IN AN INABILITY TO USE THE PRODUCT AND RELATED SERVICES. FOR PROPER OPERATION, THE PRODUCT REQUIRES ADEQUATE CELLULAR COVERAGE. THE CUSTOMER UNDERSTANDS THAT SOME PRODUCTS, INCLUDING BUT NOT LIMITED TO THE PORTABLE MAGNETIC PRODUCTS, MAY REQUIRE DAILY RECHARGING TO BE EFFECTIVE.
c. FORCE MAJEURE EVENTS: Various conditions beyond our control may prevent or delay us, our affiliates or our Service Partners (or other third parties) from providing the Service to you or impair the quality of Service you or your modem or Asset may receive. These conditions include, for example and without limitation, atmospheric, geographic, or topographic conditions (such as buildings, hills or tunnels); failure to properly install the System; incompatibility of the System with your Asset; damage to or failure to maintain your asset or the System in good working order and in compliance with these Terms of Service or applicable laws, rules or regulations; inclement weather; failure, congestion or outages of utility or wireless networks (including interruption of wireless service); as well as war, acts of God, natural disaster, labor strikes, pandemics, supply shortages, shipping delays or other acts, forces or causes beyond our, our affiliates and our Service Partners' control. In the event of any of the foregoing prevent or interfere with our provision of service to you, we may, in our discretion, suspend or terminate the Service (in whole or in part) or cancel your subscription, without notice to you and without any liability. Further, we, our affiliates and our Service Partners are not responsible for any Service or the System’s failures, interruptions, delays or impairments due to these causes.
Additional Protected Entities: For purposes of any disclaimers of warranty, any exclusions or limitations of liability or damages, any indemnity provisions, any and all references to "Provider" shall mean Provider, its Suppliers, and their respective officers, directors, agents, shareholders, owners, employees, trustees, administrators, receivers, sureties, insurers, attorneys, successors and predecessors in interest, parent and subsidiary and affiliated corporations, communications providers, partners, licensors and suppliers, attorneys, assigns and receivers of each of the foregoing, past, present and future.
d. Safety Equipment: WHERESAFE is not intended to replace or eliminate the need for any safety equipment. You agree to have and maintain all safety equipment that may be required or advisable with respect to any asset being tracked using WHERESAFE. The Product and/or Service is not a replacement for regular contact with supervisors and caregivers or an alternative means of supervision. As with all location-based services, it may not always be possible to determine the exact location. The Product must not be modified in any way. You are responsible for testing the Product regularly.
You acknowledge that our Product and Services are not intended as a third-party monitored emergency notification system and that the Provider does not monitor emergency notifications and will not dispatch emergency authorities to your business, home, or Asset in the event of an emergency. The Provider makes no warranty or representation that your use of the Products or Services will affect or increase any level of safety. You acknowledge that the Products and Services are not intended to be 100% reliable and are not a substitute for a third-party monitored emergency notification system. We cannot and do not guarantee that you will receive notifications in any given timeframe or at all. All life threatening, safety and emergency events should be directed to the appropriate response services.
You acknowledge and agree that WHERESAFE is not a navigational aid, and you agree and warrant that WHERESAFE will not be used in navigation.
You acknowledge and agree that WHERESAFE is not for emergency use, and you agree and warrant that WHERESAFE will not be used for emergency purposes. Furthermore, if your device offers an “emergency” button or other emergency functionality you agree that this may send your last known location to the Provider’s server
Links to Third Party Sites: Links to sites operated by Third Parties ("Linked Sites") will let you leave Our Online Properties. Linked Sites are not under the control of Provider, and Provider is not responsible for the contents of any Linked Sites or any link contained in any Linked Sites, or any changes or updates to such sites. Provider is not responsible for any information, data, or transmission of any kind received from any Linked Sites. Provider is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Provider of any Linked Sites or of any information, product or services.
Indemnification: To the extent permitted by applicable laws, you agree to defend, indemnify and hold Provider, its Suppliers, and their respective officers, directors, agents, shareholders, owners, employees, trustees, administrators, receivers, sureties, insurers, attorneys, successors and predecessors in interest, parent and subsidiary and affiliated corporations, communications providers, partners, licensors and suppliers, attorneys, assigns and receivers of each of the foregoing, past, present and future, harmless from and against any claims, actions or demands, liabilities and settlements, including without limitation reasonable legal and accounting fees, arising from or relating to or alleged to arise from or relate to (i) your use of WHERESAFE; (ii) for your breach of this Agreement; (iii) your access to and/or use of WHERESAFE; (iv) and any loss of, or damage to, any property, or injury to, or death of, any person (including you or another user) caused by your access to and/or use of WHERESAFE; and (v) specifically, for your breach of the intellectual property rights of any third party to this Agreement; and/or (vi) for any Prohibited Use.
Intellectual Property: You may not infringe upon our intellectual property or adapt, reproduce, publish or distribute copies of any information or material found on the Product in any form (including by e-mail or other electronic means), without our prior written consent.
Provider or its suppliers shall retain all right, title and interest, including without limitation all copyright, patent, trade secret, trademark and other proprietary rights, in any and all intellectual property embodied in WHERESAFE, including without limitation all source code, object code, databases, user interface screens, algorithms, development frameworks, repositories, system designs, system flow, processing techniques and procedures related thereto, online and/or printed documentation, copies, and derivatives of any of the foregoing, in whole or in part.
You should assume that all Materials are copyrighted and protected under treaty provisions and worldwide copyright laws, unless otherwise noted.
Requests to reproduce Materials should be sent to Provider at: Solutions Into Motion Limited. 20 Roy Boulevard, Unit 15, Brantford, Ontario, N3R 7K2.
We, our affiliates and our Service Partners provide the Services, including the messages, data, information, content, or other material provided as part of the Services, for your non-commercial use only, and not for re-sale. Certain information you receive through the Services is the property of us, our affiliates, or our Service Partners (or other third parties) and it may be subject to one or more copyrights, trademarks, service marks, patents, or other legal protections. You may not (or permit or cause any other party to) sell or resell or otherwise use anything we provide you for commercial purposes, nor may you reproduce, copy, modify, make derivative works from or otherwise display or distribute it.
Feedback: You are not required to provide Provider with any comments, suggestions, recommendations, requests or any other feedback (“Feedback”). In the event that you do provide Provider with Feedback, Provider may use such feedback to improve WHERESAFE or for any other purpose. Furthermore, Provider shall own such Feedback and Provider and its affiliates, licensees, clients, partners, third-party providers and other authorized entitled may use, license, distribute, reproduce and commercialize the Feedback, and You hereby assign, irrevocably, exclusively and on a royalty-free basis, all such Feedback to Provider.
Feedback may be provided through, including but not limited to, Google Reviews, Amazon Reviews and other review sites, or, if you are an existing user, through Our Online Properties, or by emailing firstname.lastname@example.org or calling 1-866-868-7225.
Collection and Analysis of Data: We shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (the “Data”) provided that such Data may not include any customer data other than to provide an Algorithm Update to you, in which case such customer data shall not be shared externally and shall be included solely in aggregate, anonymous, and deidentified form that is in no way identifiable with you, your business, or any personal information related to the customer data, for the purpose of improving our Services (the “Algorithm Update"), and we will be free (during and after the term of this Agreement) to use such information and data to improve and enhance our services and for other development, diagnostic and corrective purposes in connection with the services and our other offerings.
Limited license: We grant you a non-exclusive, non-transferable, revocable, limited license to use WHERESAFE in accordance with these Terms. This limited license is subject to full payment of any monthly fees, when due. This license may be revoked upon breach of these Terms by you and shall automatically be revoked upon termination or expiration of this Agreement.
Provider may, now or in the future, own rights to trademarks, trade names, services marks, logos, domain names and other distinctive brand features which we use in connection with the operation of the Product (each such feature being a “Brand Right” and collectively being the “Brand Rights”). We do not grant you any right or license to use any Brand Right other than as expressly set out in these Terms and in other licenses between You and us.
Rights to content provided by you: Provider does not retain any right, title and interest to your personal information provided, such as your name, email, or contact information, and expressly excluding any GPS data (“User Data”). You agree that you will defend, indemnify and hold harmless us and our officers, directors, shareholders, employees, agents and representatives, from and against any and all claims, damages, judgments, liability, costs and expenses (including without limitation any reasonable legal fees), in whole or in part arising out of or attributable to the ownership of User Data.
You also understand that in order for us to operate the Product, User Data may be transmitted by you or us over various public networks and in various media in compliance with our security protocols and we may make changes to User Data to meet the technological requirements of such networks and media. You are responsible for ensuring that User Data is protected and your rights in User Data are enforced; we have no responsibility to protect or enforce your rights on your behalf with respect to User Data.
At any time and up to 30 days after your termination of this Agreement, you may request a copy of all of your User Data from the Product (“Data Dump”). You understand and agree that after the expiration of 30 days after your termination with Solutions Into Motion, your User Data will be permanently deleted and you will no longer have access to such Data Dump.
Modification of WHERESAFE Website: You agree that Provider may modify the appearance or operation of the WHERESAFE Website at any time for any reason, with or without notice. You agree that Provider will not be liable to you or any Third Party as a result of such modification.
Termination: These Terms are effective on the date that you access the Product and will continue to apply until our relationship with you is terminated.
We may terminate our relationship with you immediately at any time and for any reason including, but not limited to, a breach of these Terms under the following circumstances:
You may terminate your relationship with us at any time by emailing email@example.com or by calling 1-866-868-7225.
Effect of Termination: Your right to access or use (along with any license for) WHERESAFE will automatically terminate upon the expiration or other termination of the Agreement. We require a 30-day notice to cancel any/all units as requested and to adjust your bill. Terminating your service before the end of the agreed term will result in a loss of all prepaid fees on your account, which will not be refunded.
On termination of this relationship, you will remain liable for any accrued charges and amounts which become due for payment prior to or following termination
Subscription Renewal: Subscriptions shall automatically renew at the expiration of the then-current term for an additional term of the same duration as the initial term. This automatic renewal allows your service to remain uninterrupted. If you do not wish for your subscription to be automatically renewed, you must manually cancel your subscription by contacting us at 1-888-386-3024 or firstname.lastname@example.org (and requesting a Cancellation Form, or by filling it out here: https://www.wheresafe.com/pages/cancellation-form) prior to the expiration of the then-current term. Upon any term change or cancellation, your subscription will remain active through your then-current term (monthly or yearly); however your subscription will not be automatically renewed upon the expiration of this term. Terminating your service before the end of the agreed Term will result in a loss of all prepaid fees on your account, which will not be refunded.
We are not liable for any payments that are not completed because: (1) your debit or credit card account does not contain sufficient funds to complete the transactions or the transactions would exceed the credit limit or overdraft protection of the debit or credit card account; (2) You have not provided us with correct payment account information; (3) your debit or credit card has expired; or (4) of circumstances beyond our control (such as but not limited to, power outages, interruptions of cellular service, overzealous fraud protection rules applied by your payment card brand or acquirer bank, or any other interface from an outside force).
All payment is exclusive of any taxes or duties imposed by jurisdiction tax law. We will not be responsible for any taxes or duties owed by You. All prices shall be listed on the Website and are subject to change by the Provider without notice to you. You are responsible for staying up to date with the applicable prices.
We are unable to provide refunds for a subscription to a plan.
Data Retention: Our Online Properties may store your data as long as your account is current and active and for up to seven (7) years while your account is active. GPS data is anonymized immediately upon termination and retained in that form post-termination.
Every two (2) weeks User Data is backed up and every twenty (24) hours anonymized GPS data is backed up, which is then retained for 365 days, after which it will be removed permanently from all our systems. This backup is for use by Provider only in the case of disaster recovery or to maintain business operations in the case of an emergency. Provider will not restore data unless it determines, in its sole discretion that a data recovery is necessary.
Compliance with Laws: You are responsible for compliance with all federal, provincial, state, and local laws applicable to your use of WHERESAFE.
Injunctive Relief: You agree that Provider will suffer irreparable injury in the event you fail to comply with any of these Terms, and that monetary damages may be inadequate to compensate Provider for such breach. Accordingly, you agree that Provider will, in addition to any other remedies available to it at law or in equity, be entitled to injunctive relief, without posting a bond, to enforce these Terms.
Survival: All terms, conditions and warranties contained in these Terms which by their sense and context are intended to survive the performance hereof by the parties hereunder shall survive the completion of the performance, cancellation or termination of the Agreement. Without limiting the foregoing, the provisions entitled "Use of Information," "No Warranties," “Disclaimer”, “Use of WHERESAFE for Lawful, Internal Purposes Only”, “Unauthorized Access”, “Prohibited Uses and Purposes”, "Exclusions and Release of Liability; Exclusion of Consequential Damages”, “Downtime”, “No endorsement as to accuracy”, “Monitoring”, “Intellectual Property”, “Feedback”, “Damage to Hardware”, ““Third Party Links”, “User Responsibility”, “Using the App from Apple App Store and Google Play Store”, “Effect of Termination”, “Limitations of the Service”, "Additional Protected Entities," “Links to Third Party Sites”, “Compliance with Laws”, “Survival”, “Content Provided to Companies”, “Rights to content provided by you”, “Waiver”, “Expenses”, "Indemnification," and "Jurisdiction and Limitation of Action" shall survive the termination of this Agreement.
Jurisdiction and Limitation of Action: Exclusive jurisdiction and venue for any dispute with Provider, or which in any way relates to your use of WHERESAFE, resides in the province or federal courts in, Ontario, Canada, and you consent to the exercise by those courts of personal jurisdiction over you. For purposes of the preceding sentence, "Provider" shall include Provider and all other entities identified in the paragraph entitled "Other Protected Entities." If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity or enforceability of any of the remaining provisions of these Terms. No waiver of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Any cause of action you may have with respect to Provider must be commenced within six months after the claim or cause of action arises, or such claim or cause of action is barred.
Complete Agreement: The Agreement, including these Terms and any other Exhibits to the Agreement, constitutes the entire agreement and understanding between Provider and you with respect to your use of WHERESAFE, superseding all prior or contemporaneous communications and/or understandings. The Agreement, including these Terms and any other Exhibits to the Agreement, may not be modified except by a subsequent writing signed by Provider and you.
Severability: If any portion of these Terms is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, these Terms as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of these Terms that is unlawful, void or unenforceable shall be stricken from these Terms.
Headings: The insertions of headings are for convenient reference only and are not to affect the interpretation of these Terms.
Assignment: You may not, without our prior written consent, assign the Agreement, in whole or in part, either voluntarily or by operation of law, and any attempt to do so will be a material default of the Agreement and will be void. We may assign this Agreement to a third party at any time in our sole discretion. The Agreement will be binding upon and will inure to the benefit of the respective parties hereto, their respective successors in interest, legal representatives, heirs and assigns.
Waiver: You agree that if we do not exercise or enforce any legal right or remedy which is contained in these Terms or which we have the benefit of under any applicable law, this will not be taken to be a formal waiver of our rights and that those rights or remedies will still be available to us. Waivers must be in written form and signed by an authorized representative of the Provider.
Consent to Electronic Communications: You consent to receive emails at the email address you provide us for any purpose relating to the Agreement including, without limitation, any notifications from us as provided for, or permitted within, this Agreement (“Notification Purpose(s)”). You also consent to receive such information on your enabled wireless device (such as a smart phone or tablet) through our application, or through a personal computer. Further, you agree that we may contact you at the telephone number you provided for any Notification Purpose, and that contact may be made using any method, including telephone calls, automatic telephone dialing systems, or text or email messages sent to your enabled wireless device. You also represent that when you provide us with a telephone number or an email address for yourself, or any other third party, that you and any individuals for whom you have provided us with a telephone number or an email address consent to receive service-related text messages, telephone calls, and emails for any Notification Purpose. You will be responsible for any message and data rates that may apply. You agree to notify us immediately in the event of any change to any of the email addresses or telephone numbers you provided. You agree to regularly check your voice messages, text and e-mail messages for communications from us.
Notices: Provider may deliver notice to you under the Agreement, including these Terms and any other Exhibits to the Agreement, by means of electronic mail or by first class mail to the electronic mail address or postal mailing address set out in the Agreement. You may give notice to Provider at any time via letter delivered by first class postage to the postal mailing address set out in the Agreement. WHERESAFE service may require additional ’services and/or fees’ from your Wireless Service Providers.
Governing Law and Forum of Disputes: By visiting the Website or using the Product, You agree that the laws of the province of Ontario, Canada, without regard to the principles of conflict of laws, will govern these Terms and any dispute of any sort that may arise between You and us. With respect to any disputes or claims, You agree not to commence or prosecute any action in connection therewith other than in the province of Ontario, Canada, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non convenient with respect to venue and jurisdiction in the provincial courts of Ontario, Canada.
Expenses: Each party shall be responsible for its own legal fees and other expenses incurred in connection with the performance of any of its obligations hereunder.
Schedule 1: Provider has developed a certain product and related services that assist in receiving information, related to monitoring, and tracking people, including, but not limited to, children and adults with special needs.
SMS/MMS MOBILE MESSAGE MARKETING PROGRAM TERMS AND CONDITIONS
1. User Opt In: The Program allows Users to receive SMS/MMS mobile messages by affirmatively opting into the Program, such as through online or application-based enrollment forms. Regardless of the opt-in method you utilized to join the Program, you agree that this Agreement applies to your participation in the Program. By participating in the Program, you agree to receive autodialed or prerecorded marketing mobile messages at the phone number associated with your opt-in, and you understand that consent is not required to make any purchase from Us. While you consent to receive messages sent using an autodialer, the foregoing shall not be interpreted to suggest or imply that any or all of Our mobile messages are sent using an automatic telephone dialing system (“ATDS” or “autodialer”). Message and data rates may apply. Message frequency varies.
2. User Opt Out: If you do not wish to continue participating in the Program or no longer agree to this Agreement, you agree to reply STOP, END, CANCEL, UNSUBSCRIBE, or QUIT to any mobile message from Us in order to opt out of the Program. You may receive an additional mobile message confirming your decision to opt out. You understand and agree that the foregoing options are the only reasonable methods of opting out. You acknowledge that our text message platform may not recognize and respond to unsubscribe requests that alter, change, or modify the STOP, END, CANCEL, UNSUBSCRIBE or QUIT keyword commands, such as the use of different spellings or the addition of other words or phrases to the command, and agree that WhereSafe and its service providers will have no liability for failing to honor such requests. You also understand and agree that any other method of opting out, including, but not limited to, texting words other than those set forth above or verbally requesting one of our employees to remove you from our list, is not a reasonable means of opting out.
3. Program Description: Without limiting the scope of the Program, users that opt into the Program can expect to receive messages concerning the marketing, promotion, payment, delivery and sale of [GPS tracking devices, accessories and software subscriptions]. Messages may include checkout reminders.
4. Cost and Frequency: Message and data rates may apply. You agree to receive messages periodically at Our discretion. Daily, weekly, and monthly message frequency will vary. The Program involves recurring mobile messages, and additional mobile messages may be sent periodically based on your interaction with Us.
5. Support Instructions: For support regarding the Program, text “HELP” to the number you received messages from or email us at email@example.com. Please note that the use of this email address is not an acceptable method of opting out of the program. Opt outs must be submitted in accordance with the procedures set forth above.
6. MMS Disclosure: The Program will send SMS TMs (terminating messages) if your mobile device does not support MMS messaging.
7. Our Disclaimer of Warranty: The Program is offered on an "as-is" basis and may not be available in all areas at all times and may not continue to work in the event of product, software, coverage or other changes made by your wireless carrier. We will not be liable for any delays or failures in the receipt of any mobile messages connected with this Program. Delivery of mobile messages is subject to effective transmission from your wireless service provider/network operator and is outside of Our control. Carriers are not liable for delayed or undelivered mobile messages.
8. Participant Requirements: You must have a wireless device of your own, capable of two-way messaging, be using a participating wireless carrier, and be a wireless service subscriber with text messaging service. Not all cellular phone providers carry the necessary service to participate. Check your phone capabilities for specific text messaging instructions.
9. Age Restriction: You may not use or engage with the Platform if you are under thirteen (13) years of age. If you use or engage with the Platform and are between the ages of thirteen (13) and eighteen (18) years of age, you must have your parent’s or legal guardian’s permission to do so. By using or engaging with the Platform, you acknowledge and agree that you are not under the age of thirteen (13) years, are between the ages of thirteen (13) and eighteen (18) and have your parent’s or legal guardian’s permission to use or engage with the Platform, or are of adult age in your jurisdiction. By using or engaging with the Platform, you also acknowledge and agree that you are permitted by your jurisdiction’s Applicable Law to use and/or engage with the Platform.
10. Prohibited Content: You acknowledge and agree to not send any prohibited content over the Platform. Prohibited content includes: - Any fraudulent, libelous, defamatory, scandalous, threatening, harassing, or stalking activity; - Objectionable content, including profanity, obscenity, lasciviousness, violence, bigotry, hatred, and discrimination on the basis of race, sex, religion, nationality, disability, sexual orientation, or age; - Pirated computer programs, viruses, worms, Trojan horses, or other harmful code; - Any product, service, or promotion that is unlawful where such product, service, or promotion thereof is received; - Any content that implicates and/or references personal health information that is protected by the Health Insurance Portability and Accountability Act (“HIPAA”) or the Health Information Technology for Economic and Clinical Health Act (“HITEC” Act); and - Any other content that is prohibited by Applicable Law in the jurisdiction from which the message is sent.
11. Dispute Resolution: In the event that there is a dispute, claim, or controversy between you and Us, or between you and Stodge Inc. d/b/a Postscript or any other third-party service provider acting on Our behalf to transmit the mobile messages within the scope of the Program, arising out of or relating to federal or state statutory claims, common law claims, this Agreement, or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, such dispute, claim, or controversy will be, to the fullest extent permitted by law, determined by arbitration in Brantford, Ontario before one arbitrator. The parties agree to submit the dispute to binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”) then in effect. Except as otherwise provided herein, the arbitrator shall apply the substantive laws of the Federal Judicial Circuit in which WhereSafe’s principle place of business is located, without regard to its conflict of laws rules. Within ten (10) calendar days after the arbitration demand is served upon a party, the parties must jointly select an arbitrator with at least five years’ experience in that capacity and who has knowledge of and experience with the subject matter of the dispute. If the parties do not agree on an arbitrator within ten (10) calendar days, a party may petition the AAA to appoint an arbitrator, who must satisfy the same experience requirement. In the event of a dispute, the arbitrator shall decide the enforceability and interpretation of this arbitration agreement in accordance with the Federal Arbitration Act (“FAA”). The parties also agree that the AAA’s rules governing Emergency Measures of Protection shall apply in lieu of seeking emergency injunctive relief from a court. The decision of the arbitrator shall be final and binding, and no party shall have rights of appeal except for those provided in section 10 of the FAA. Each party shall bear its share of the fees paid for the arbitrator and the administration of the arbitration; however, the arbitrator shall have the power to order one party to pay all or any portion of such fees as part of a well-reasoned decision. The parties agree that the arbitrator shall have the authority to award attorneys’ fees only to the extent expressly authorized by statute or contract. The arbitrator shall have no authority to award punitive damages and each party hereby waives any right to seek or recover punitive damages with respect to any dispute resolved by arbitration. THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY VIA ARBITRATION AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ARBITRATION PROCEEDING. Further, unless both parties agree otherwise in a signed writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. Except as may be required by law, neither a party nor the arbitrator may disclose the existence, content, or results of any arbitration without the prior written consent of both parties, unless to protect or pursue a legal right. If any term or provision of this Section is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Section or invalidate or render unenforceable such term or provision in any other jurisdiction. If for any reason a dispute proceeds in court rather than in arbitration, the parties hereby waive any right to a jury trial. This arbitration provision shall survive any cancellation or termination of your agreement to participate in any of our Programs.
12. Florida Law: We endeavor to comply with the Florida Telemarketing Act and the Florida Do Not Call Act as applicable to Florida residents. For purposes of compliance, you agree that we may assume that you are a Florida resident if, at the time of opt-in to Program, (1) your shipping address, as provided is located in Florida or (2) the area code for the phone number used to opt-into the Program is a Florida area code. You agree that the requirements of the Florida Telemarketing Act and the Florida Do Not Call Act do not apply to you, and you shall not assert that you are a Florida resident, if you do not meet either of these criteria or, in the alternative, do not affirmatively advise us in writing that you are a Florida resident by sending written notice to us. Insofar as you are a Florida resident, you agree that mobile messages sent by Us in direct response to mobile messages or requests from You (including but are not limited to response to Keywords, opt-in, help or stop requests and shipping notifications) shall not constitute a “telephonic sales call” or “commercial telephone solicitation phone call” for purposes of Florida Statutes Section 501 (including but not limited to sections 501.059 and 501.616), to the extent the law is otherwise relevant and applicable.
13. Miscellaneous: You warrant and represent to Us that you have all necessary rights, power, and authority to agree to these Terms and perform your obligations hereunder, and nothing contained in this Agreement or in the performance of such obligations will place you in breach of any other contract or obligation. The failure of either party to exercise in any respect any right provided for herein will not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. Any new features, changes, updates or improvements of the Program shall be subject to this Agreement unless explicitly stated otherwise in writing. We reserve the right to change this Agreement from time to time. Any updates to this Agreement shall be communicated to you. You acknowledge your responsibility to review this Agreement from time to time and to be aware of any such changes. By continuing to participate in the Program after any such changes, you accept this Agreement, as modified.