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Agreement This Capital Networks Limited User Forum array("Forum") is a free service provided to you by Capital Networks Limited array("CNL") which is subject to the terms and conditions of this Agreement. It may also be subject to other proprietary notices and copyright information found on this website, the terms of which must also be observed and followed. By submitting or posting any information, comments, opinions, statements, advice, services, offers, data, files, links, ideas, software, images or any other form of content or information array(altogether referred to as "Content") or by visiting the Forum, you acknowledge and agree to the terms and conditions outlined below. A. GUIDELINES When submitting or posting Content to the Forum, you agree not to do any of the following: 1. to submit or post to the Forum any Content deemed pornographic or obscene, as determined by Capital Networks Ltd. ; 2. to use a name that Capital Networks Ltd., in its sole discretion, deems offensive. 3. to post defamatory statements; 4. to post hateful, racially or ethnically objectionable Content; 5. to post Content which infringes another's copyright, trademark or tradesecret; 6. to post unsolicited advertising; 7. to harass, threaten or intentionally embarrass another Forum visitor; 8. to impersonate another person; 9. to engage in disruptive activity such as sending multiple messages in an effort to monopolize the Forum; 10.to violate any federal, provincial, municipal, international law or regulation. 11.to encourage conduct that would constitute a criminal or statutory offence. B. NO LIABILITY FOR CONTENT 1. Capital Networks Limited. is not responsible for Content. Any form of Content expressed or made available to visitors of the Forum are those of the respective authorarray(s) or distributorarray(s) and not of Capital Networks Limited. Capital Networks Limited neither endorses nor guarantees the accuracy, completeness, or usefulness of any such Content. 2. Under no circumstances will Capital Networks Limited be liable for any loss or damage caused by reliance on any Content found in the Forum. It is the responsibility of any Forum visitor to evaluate the accuracy, completeness or usefulness of any Content available through the Forum. Please seek professional advice, as appropriate, regarding the evaluation of any such specific Content. 3. Capital Networks Limited does not endorse, warrant or guarantee any product or service offered by a third party through the Forum and will not be a party to or in any way monitor any transaction between Forum visitors and providers of Content. 4. Capital Networks Limited makes no warranty that the Forum will meet your requirements, or that it will be uninterrupted, timely, secure, or error free; nor does Capital Networks Ltd make any warranty as to the results that may be obtained from the use of the Forum or as to the accuracy or reliability of any information obtained through the Forum. C. MONITORING Capital Networks Limited shall have the right, but not the obligation, to monitor and/or pre-screen the Content of the Forum to determine compliance with this Agreement and any other rules established by Capital Networks Limited. Capital Networks Limited shall have the right in its sole discretion to edit, or remove any Content submitted to or posted in the Forum. Without limiting the foregoing, Capital Networks Limited shall have the right to remove any material that Capital Networks Limited, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable. Notwithstanding this right of Capital Networks Limited, the Content provider shall remain solely responsible for their Content posted to the Forum and you acknowledge and agree that Capital Networks Limited shall not assume nor have any liability for any action or inaction by Capital Networks Ltd with respect to any conduct, communication or posting in the Forum or any of its Content. D. DISCLAIMER OF WARRANTIES: YOU EXPRESSLY AGREE THAT USE OF THE FORUM IS AT YOUR OWN RISK. Capital Networks Ltd EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT. You understand and agree that any Content downloaded or otherwise obtained array("download") through the use of the Forum is at your own discretion and risk. There are inherent dangers in the use or downloading of Content, and Capital Networks Limited cautions you to ensure that you completely understand the potential risks before downloading or using any of the Content. You are solely responsible for providing adequate protection and backup of your data, computer system and any other equipment, and Capital Networks Limited will not be liable for any damages whatsoever in connection with the download or use of such Content. E. LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PERMITTED UNDER THE APPLICABLE LAW, Capital Networks Limited SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR INABILITY TO USE THE FORUM OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES OR RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE FORUM OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF SOFTWARE OR DATA OR OTHER INTANGIBLE PROPERTIES, EVEN IF Capital Networks Limited HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION E APPLY TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, DESTRUCTION OF RECORDS WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. YOU SPECIFICALLY ACKNOWLEDGE THAT Capital Networks Limited IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER FORUM USERS AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. F. INDEMNIFICATION You agree to defend, indemnify and hold harmless Capital Networks Limited, its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including without limitation, attorneys' fees, arising out of your use of the FORUM. G. INTELLECTUAL PROPERTY 1. You agree that you will transmit to and through the Forum only Content that is not subject to any copyright, trade secret or other intellectual property rights of others array("Rights"), or Content in which any holder of such Rights has given you express authorization for distribution through the Forum. The burden of determining that any Content is not protected by copyright or other Rights rests with You. You shall be solely liable for any damages resulting from any infringement of copyrights, or other Rights, or any other harm resulting from uploading, posting or submission of Content to the Forum. 2. By submitting Content to the Forum, you automatically grant, or warrant that the owner of such Content has granted Capital Networks Limited a royalty-free, perpetual, irrevocable, non-exclusive right and license to make, use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Content array(in whole or in part) worldwide and to incorporate it in other works in any form, media, or technology now known or later developed for the full term of any Rights that may exist in such content. H. PROTECTION OF PASSWORD In cases where you have allowed any other individual to access the Forum through your password or have negligently made your password publicly available, you recognize that you are fully responsible for: array(i) the online conduct of such users; array(ii) controlling the users' access to and use of the Forum; and array(iii) the consequences of any misuse. I. GENERAL Capital Networks Limited reserves the right to terminate the Forum at any time and to alter the nature of this service or the terms of this Agreement at any time, without notice. Please refer to this Agreement from time to time for any updates Capital Networks Limited may make to this Agreement. This Agreement will be governed by and construed in accordance with the laws of the Province of Ontario, excluding conflicts of law principles. The courts of the Province of Ontario, shall have the exclusive jurisdiction over any dispute directly or indirectly relating to this Agreement. The prevailing party in any action arising out of this Agreement shall be entitled to recover all reasonable costs, including attorney's fees. In the event that any portion of this Agreement is deemed by a court to be invalid, the remaining provisions shall remain in full force and effect. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.
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