Terms & Conditions
Terms & Conditions
Updated: 24 September, 2019
Welcome to My Restful Mind Inc. (“My Restful Mind”, “We”, “Us”, or “our” as context dictates).
By accessing, browsing or using the Website, you become a “Visitor”. In order to access certain aspects of the Website and specific Services, you will have to create an account and register to become a “Member”. Visitors and Members are collectively referred to as “Users”. As a User, it is important that you read our Terms carefully as they contain important information about use, rights, liability, your obligations and matters related to disputes.
If you do not wish to abide by the Terms, then do not use or access our Services. Your use of our Services signifies that you agree to the Terms.
If you do not agree to the Terms, do not access or otherwise use our Services. If you have any questions about our Terms, you may contact us at email@example.com.
1. Understanding the Role of Each Party:
(a) My Restful Mind is only responsible for providing the Services. We provide services in our own personal or corporate capacities, and not as employees, agents, or representatives of a User. My Restful Mind will be responsible to support Users on specific issues as set out in Section 4 (My Restful Mind Support).
(b) My Restful Mind has no role and assumes no liability with respect to any User act or omission.
(c) If you are using the Website on behalf of an organization, you agree to the Terms on behalf of that organization, and represent you have authority to bind that organization to the terms contained herein.
(d) Even though we are not a party to transactions between Users and assume no liability for legal or regulatory compliance pertaining to services Users obtain or provide through the Website, there may be circumstances where we are nevertheless legally obligated (as we may determine in our sole discretion) to provide information relating to a User or Services in order to comply with requests from governmental bodies in relation to investigations, litigation or administrative proceedings, and we may choose to comply with such obligations in our sole discretion
2. Your Account
(a) Registration and Account Set-up. In order to utilize certain Services offered on the Website, you must register and create an account.
(b) Credentials Management and Incidents. You will: (1) keep your Credentials strictly confidential and secure; (2) only share your Credentials with those who are authorized to represent you and execute actions on your behalf, but please ensure such person abides by the Terms; and (3) inform us immediately if the confidentiality of any part of your Credentials has been compromised (e.g. you or someone you authorized has shared your Credentials with a third party or you believe there is a credible chance of the security of your account being compromised).
(c) Suspicious Activity. If we suspect any unauthorized access to your Account or that there is suspicious activity in relation to your Account, we retain the right, but do not have the obligation, to suspend your Account and take any other related action as we deem reasonable, and you agree to assist in executing such actions, which may involve your resetting of passwords or taking other measures as may be required.
(d) Cancellation of Accounts. As a Member, you may decide at any time to cancel your Account by sending a cancellation request to firstname.lastname@example.org. Please note that we reserve the right to suspend, and if deemed appropriate, cancel your Account.
3. Fees and Payment.
(a) Fees Payable by Members. Pricing is determined on a case-by-case basis. From each payment from a Member (a “Transaction”), the applicable fee set out in your account will be retained and the remainder will be remitted to you via e-mail money transfer or such other methods as we may elect to use based on the account information you provide to us. You are responsible for, and agree to pay promptly, all applicable taxes on amounts we pay to you.
(b) Refunds. Any refunds applicable will be returned with transaction costs and applicable taxes.
(c) Fee Changes. We may in the future implement a new fee, or modify an existing fee, for certain, current or future services provided through our Website. If we revise our fees, we will notify you by sending you an email.
4. Assistance from My Restful Mind
(a) You may submit questions by contacting us at email@example.com.
USERS AGREE THAT THEY DO NOT EXPECT MY RESTFUL MIND OR ANY OF ITS AFFILIATES OR ANY SUCH ENTITY’S AGENTS, OFFICERS AND DIRECTORS TO PROVIDE INSURANCE IN REGARDS TO THE WEBSITE AND EACH PARTY ACKNOWLEDGES THAT IT DOES NOT RELY ON THE INSURANCE OF ANY OTHER PARTY.
6. Handling of Your Information
(a) You agree that all information or data on the Website or processed through the Website may be, without further required consent by you, handled by a third-party for either:
(1) the third party’s own legitimate business purposes;
(2) purposes which serve our business purposes, including transaction processing and data monitoring or storage; or
(3) for regulatory or other reasons which are imposed on us, in Canada, or in any other jurisdiction we provide services.
(b) Your information may be subject to third party data management and privacy policies in the event such third parties are utilized by us or by you (e.g. for purposes of payment of fees).
7. Representations, Warranties and Covenants.
(a) You acknowledge and agree that as a User :
(1) you have the authority to bind yourself, or such other party which you may be representing, to the Terms;
(2) your use of the Website will be solely for purposes that are permitted by the Terms;
(3) your use of the Website will not infringe or misappropriate the intellectual property rights of any third party; and
(4) your use of the Website, as applicable, will comply with all Laws and with all applicable My Restful Mind policies.
(b) If you are using the Website on behalf of an organization, you agree to the Terms on behalf of that organization, and represent you have authority to bind that organization to the terms contained herein.
(c) Conduct Restrictions. You covenant that as a User, you will not:
(1) share your Account log-in details with any person other than those expressly authorized by you;
(2) contact any User for a purpose other than what this Website is meant for;
(3) make use of the Website or the tools and services on the Website to do anything other than to carry out activities which are normally related to activities conducted on the Website;
(4) reverse engineer, de-compile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms in the Website;
(5) damage, disable, overburden or impair our servers or network, or interfere with any other party’s use and enjoyment of the Website;
(6) copy, or make derivative work from, any part of the Website in any medium, including use of a frame or border environment around the Website, or other framing technique to enclose any portion or aspect of the website, using any device including using spiders, data mining, robots, or similar data gathering means;
(7) access the Website in order to build a commercially available product or service which competes with the Website;
(8) copy any features, functions, integrations, interfaces or graphics which are part of the Website;
(9) violate any Laws;
(10) make statements on any part of the Website on any topic, particularly regarding other Users, Content and the Website, which could reasonably be considered false or misleading;
(11) willfully tamper with the security of the Website, including attempting to probe, scan or test the vulnerability of the Website or to breach the security or authentication measures;
(12) share any sensitive data with us which, in the normal course of events, would demand special Handling and introduce a security burden on My Restful Mind that is not agreed upon by us in writing in advance of receipt of such data;
(13) transmit any information, through the Website or to Users in any other manner, which may: (1) be unlawful, threatening, abusive, libelous, defamatory, ; (2) refute or is contrary to what is set out anywhere in the Website; 3) is considered “spam” (including machine or randomly-generated, constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation or any form of lottery or gambling); (4) contains or installs any viruses, worms, malware, Trojan horses or other content that is designed or intended to disrupt, damage or limit the function of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; and (5) violates the privacy of any third party; and
(14) attempt to gain unauthorized access to the Website or our computer systems or networks through hacking, password mining or any other means.
(d) We reserve the right to investigate and prosecute, to the fullest extent of the law, any violation of the above. Our actions against you, upon suspicion or confirmation of a violation of the above, may also include suspension or termination of your Account, removal or suspension of your Content; and issuance of a warning to Users about any relevant information about you to the extent permissible under applicable law.
8. Right to Terminate Accounts
We reserve the right, but not the obligation to, determine, solely at our discretion, whether any User violates the Terms and at our choosing, suspend, terminate or deny access to a Member Account, with or without prior notice.
9. Intellectual Property Rights
(a) We retain ownership of all intellectual property rights of any kind related to the Website, including applicable copyrights, patents, trademarks and other proprietary rights. Except as set out herein, the Terms do not transfer any intellectual property between parties. We reserve all rights that are not expressly granted under the Terms.
(b) All content and information on the Website are protected by copyright as a collective work and/or compilation under applicable Laws. These marks may not be copied, downloaded, reproduced, used, modified or distributed in any way without our prior written permission by the applicable party.
10. Permission for Communication
We use email and other electronic means to stay in touch with Users. You agree that when you provide us your e-mail address or personally identifying information (e.g. name, address) during or prior to access of the Website or use of any other service or tool provided through or on the Website, you: (1) consent to receive communications from us, our Affiliates, and applicable Users in electronic formats, including via the email address you have submitted, SMS messages to your telephone, or other agreed upon contact methods (if applicable); (2) can opt-out from receiving communication from any such party at any time by completing the formalities on the Website, but we do not take on any liability for any communication of another party to you, particularly if you have provided your contact information to them independently rather than using the communication functions of the Website; and (3) agree that the Terms, agreements, notices, disclosures and other communications that we provide you electronically satisfy any legal requirement that such communications would satisfy if they were in writing and physically presented to you.
11. Term and Termination
(a) The Terms, and any payment obligations, will deemed to be applicable to you upon your use of the Website and will terminate only upon an actual deletion or deactivation of your Account through the means provided on the Website. Abandonment or non-use of the Account will not lead to an automatic termination of your Account.
(b) With respect to all Users, My Restful Mind may terminate your access to all or any part of the Website at any time, with our without cause and with or without notice, effective immediately and for any reason deemed appropriate in our sole discretion.
(c) Except for the provisions set out in Section 32 (Surviving Provisions) the Terms will no longer be applicable to you if your Account is cancelled or terminated.
(d) Upon termination of your Account, (1) all rights, licenses, consents and authorizations granted pursuant to the Terms will immediately terminate and any Content which is provided by a User under the Terms will be no longer accessible by other Users; (2) we may disable all User access to services on the Website; and (3) we will permanently erase all User Data, provided that, for clarity, such obligation does not apply to any Aggregate Data.
(e) Notwithstanding anything to the contrary in the Terms, with respect to information and materials then in our possession or control, we may retain User Data in our backups, archives and disaster recovery systems until such User Data is deleted in the ordinary course.
12. Medical Advice
The information you receive from the Website is for informational and scheduling purposes only. The information provided on the Website is not intended as a replacement for professional medical advice, diagnosis or treatment. Do not use the website for emergency health needs. If you rely on any of the information provided by the Website, you so solely at your own risk.
13. Disclaimer of Warranties
IN ADDITION TO ANY OTHER DISCLAIMERS SET OUT IN THE TERMS, THE SERVICES PROVIDED, INCLUDING ALL CONTENT ON, FUNCTION OF, AND TRANSACTIONS CONDUCTED OVER, THE WEBSITE ARE “AS IS” WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND MADE BY US. TO THE FULLEST EXTENT OF THE LAW, WE DO NOT REPRESENT THAT ANY INFORMATION EXCHANGED BETWEEN A PARTY UNDER THE TERMS IS SECURE, EVEN IF WE BECOME AWARE OF ANY, OR ARE TOLD ABOUT, A POTENTIAL BREACH. FURTHER, WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, RELIABILITY OR ACCURACY. WE DO NOT WARRANT THAT THE WEBSITE OR THE FUNCTIONS THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT THE WEBSITE OR ANY ITEM CONNECTED WITH THE SERVER IS FREE OF VIRUSES OR ANY HARMFUL COMPONENTS. ANY TRANSMISSION TO AND FROM THIS WEBSITE, COMMUNICATION BETWEEN THE PARTIES OR ANY COMMENTS MADE BY YOU, ARE NOT CONFIDENTIAL. YOU AGREE THAT YOUR USE OF THIS WEBSITE CREATES NO OBLIGATION UPON US AND THERE IS NO RELATIONSHIP (WHETHER CONTRACTUAL, FIDUCIARY OR OTHERWISE) CREATED BETWEEN YOU AND US OTHER THAN PURSUANT TO THE TERMS.
14. Limitation of Liability
We will not be liable for any damages or losses arising from your use of the Website or arising under the Terms. To the maximum extent permitted by applicable law, in no event will My Restful Mind be liable to you for any loss of profits, interruption to business, harm to reputation, misuse of data, or for any incidental, direct, indirect, special, consequential or exemplary damages, however arising and whether or not My Restful Mind has been informed of the possibility of such damage, even if a remedy set forth in the Terms is found to have failed of its essential purpose.
We will also have no liability for any failure or delay, including the failure of any integrated or ancillary third-party service used in conjunction with the Website or for any failure of a third party to keep safe any transactional information or other personal information of a User.
We are not responsible for any disruptions to service or breaches in security or privacy that may result from your use of wireless networks when using the Website. If you are accessing the Website through the use of wireless technology and/or from a mobile device, you agree that you are responsible for ensuring the security of the wireless connection.
15. Release and Indemnification
(a) Users agree to indemnify and hold harmless My Restful Mind, its officers, directors, employees, agents, successors and permitted assigns from and against any and all claims and expenses, including legal fees and disbursements, arising out of any use of the Website (including content posted by you or use of a social media website or app in connection with Content on the Website) by you, including a User’s violations of any of the provisions in the Terms or any other terms as agreed upon between Users; improper Handling of User Data; allegation of facts that, if true, would constitute User’s breach of any of its representations, warranties, covenants or obligations under the Terms; or negligence or willful misconduct by User or any third party on behalf of User in connection with the Terms.
(b) In the event of any dispute between you and any other User in connection with the Website, you agree to grant My Restful Mind and its officers, employees, directors, and agents and related entities a release from all claims, causes of action, demands and damages (actual and consequential) of every kind and nature whatsoever, known and unknown, arising out of or in any way connected with such dispute now or at any time in the future.
(c) We may, at our sole discretion and expense, choose to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without our written consent.
16. Modification of Terms
(a) My Restful Mind reserves the right, at our sole discretion, to amend the Terms at any time and will update the Terms in the event of any such amendments.
(b) If the Terms are modified in a way we consider significant, we will post the amended Terms on the Website. Although we will take reasonable steps to notify you of such significant changes made, you are expected to check the Terms periodically for any amendments. Your continued use of the Website following such notification shall constitute your affirmative acknowledgement of the Terms, the modification and agreement to abide and be bound by the Terms, as amended. If at any time you choose not to accept the Terms, including following receipt of notification of any modifications made hereto, then please do not use the Website and as applicable, terminate your Account.
17. Governing Law
The Terms and any access to or use of the Website shall be governed by, and construed in accordance with the internal laws of the Province of Ontario and the federal laws of Canada, without giving effect to any choice or conflict of law provision or rule (whether of the Province of Ontario or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the province of Ontario.
If any claim, dispute or controversy occurring amongst Users or between a User and us, in relation to the Terms or services provided pursuant to the Terms, cannot be resolved within a commercially reasonable timeframe, the dispute may be referred to arbitration pursuant to the International Commercial Arbitration Act (R.S.O. 1990, c. I-9) (Ontario). There shall be one arbitrator selected in accordance with the Rules. The parties to the dispute shall equally share the fees of the arbitrator and the facility fees and such parties shall each bear their own legal costs and expenses of the arbitration; provided, that the arbitrator shall have the authority to award such fees, costs and expenses in the decision of the arbitrator. The arbitration shall be conducted in English. Notwithstanding the foregoing, each disputing party shall have the right to seek injunctive or other equitable relief that may be related to the breach of confidentiality obligations or violation of the intellectual property rights set forth in the Terms.
19. Waiver of Class Proceedings
Users hereby waive any right they may have to commence or participate in any class action lawsuit against My Restful Mind related to any claim, dispute or controversy and, where applicable, Users hereby agree to opt out of any class proceeding against My Restful Mind otherwise commenced.
If any portion or provision of the Terms shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of the Terms, or the application of such portion of provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of the Terms shall be valid and enforceable to the fullest extent permitted by law.
21. No Assignment
(b) Users may not assign or delegate any rights or obligations under the Terms without our prior written consent and any unauthorized assignment and delegation by you is void.
22. Headings and Summaries
The headings, captions and summaries in the Terms are for convenience only and in no way define or describe the scope or content of any provision of the Terms.
Except as otherwise stated in the Terms or as expressly required by law, any notice to us shall be given in writing by certified postal mail to: X , Attention: Y (firstname.lastname@example.org). Any notice to you shall be given to the most current email address in your Account.
24. Other Rules of Interpretation
Any reference to gender includes all genders; words importing the singular number only shall include the plural and vice versa; the word “or” is not exclusive; and the words “including”, “includes” and “include” mean “including without limitation”.
25. No Waiver of Covenants
Failure by any party to insist upon the strict performance of any of the covenants, agreements, terms, provisions or conditions contained in the Terms or to exercise any election shall not be construed as a waiver or relinquishment of such covenant, agreement, term, provision or condition but the same shall continue and remain in full force. No waiver shall be deemed to have been made unless expressed in writing.
If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, the other provisions of the Terms will remain in full force and effect.
Please report any violations of the Terms by a User or a third party by sending an email to email@example.com.
28. Surviving Provisions
29. Entire Agreement
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