Emergence by Design

custom software | edmonton, ab

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Emergence by Design develops custom software from our offices in Edmonton, Alberta, Canada.

Terms and Conditions

Network Service Agreement

  • THESE TERMS AND CONDITIONS COME INTO EFFECT ON MARCH 13, 2001. THIS IS THE "EFFECTIVE DATE"
  • THESE TERMS AND CONDITIONS APPLY TO YOU IF YOU ARE PARTY TO A NETWORK SERVICE AGREEMENT WITH EMERGENCE BY DESIGN INCORPORATED.
  • PLEASE READ THIS ENTIRE DOCUMENT CAREFULLY AS IT FORMS PART OF YOUR CONTRACT WITH EMERGENCE BY DESIGN INCORPORATED AND IS INTENDED TO CREATE BINDING LEGAL RIGHTS AND OBLIGATIONS.
  • AT THE BEGINNING OF EACH SECTION WE HAVE INSERTED SUMMARIES FOR YOUR ASSISTANCE. PLEASE NOTE HOWEVER THAT YOU MUST READ EACH SECTION IN ITS ENTIRETY. THE SUMMARIES ARE FOR ASSISTANCE ONLY AND ARE NOT INTENDED TO RESTRICT THE SCOPE AND APPLICATION OF THE BALANCE OF THE SECTION.

PDF version of this document is also available.

1.0 Application

1.1 YOU ARE AN ACCOUNT HOLDER IF YOU ARE PARTY TO A NETWORK SERVICE AGREEMENT WITH EMERGENCE BY DESIGN INCORPORATED

These Terms and Conditions (these "Terms") apply to all customers (hereinafter called the "Account Holder") of Emergence by Design Incorporated, located at #203, 10235 - 124 Street, Edmonton, Alberta, Canada, T5N 1P9, (780) 413-6397 (hereinafter called "EbD") who have entered into a Network Service Agreement with EbD. These Terms are deemed to be incorporated into and form part of all such Network Service Agreements. All provisions in these Terms shall be read in addition to the provisions of an Account Holder's Network Service Agreement. To the extent of any direct inconsistency between these Terms and the Account Holder's Network Service Agreement the Network Service Agreement shall govern.

1.2 THESE TERMS AND YOUR NETWORK SERVICE AGREEMENT FORM THE ENTIRE CONTRACT

These Terms and each Account Holder's Network Service Agreement, and any attachments and schedules attached thereto (collectively the 'Agreement'), shall, with respect to the Services (as defined below), form and constitute the entire contract between EbD and each Account Holder.

1.3 YOU ARE RESPONSIBLE FOR ANYONE USING YOUR ACCOUNT

Each Account Holder agrees, and shall be responsible for ensuring that, any person utilizing the Account Holder's EbD internet, intranet or other form of network user id (the "Account"), or taking advantage of any other services provided to the Account Holder by EbD, is apprised of the Agreement and complies with same. The Account Holder is and shall be responsible for any breach of the Agreement regardless of whether that breach is caused by the Account Holder or by someone else utilizing the Account Holder's Account.

1.4 THESE TERMS TAKE EFFECT THE EFFECTIVE DATE AND ARE SUBJECT TO CHANGE

These Terms take effect the Effective Date specified above, shall remain in effect until modified or replaced by EbD, and replace and supersede all previous Terms and Conditions.

1.5 EMERGENCE BY DESIGN MAY CHANGE THESE TERMS

(the "Site"). The Site may be accessed by any Account Holder through the Internet. No other notice will be provided to Account Holders, however any Account Holder may obtain a hard copy of the latest Terms by requesting same in writing delivered to EbD's office. Revised Terms shall take effect the Effective Date specified therein. EbD shall post the Revised Terms on the Site at least thirty (30) days prior to the Effective Date. It is recommended that all Account Holders check the Site at least every thirty (30) days.

1.6 YOU ARE DEEMED TO HAVE ACCEPTED ALL CHANGES TO THESE TERMS UNLESS YOU CANCEL YOUR ACCOUNT

All Account Holders shall be deemed to have accepted and be bound by any Revised Terms, and the Revised Terms shall be deemed to be incorporated into and form part of each Agreement, as at the specified Effective Date. In the event an Account Holder has concerns about any Revised Terms it shall have the option to cancel its Agreement by giving written notice to EbD. Such notice shall only be effective if delivered to EbD in the period between posting of any Revised Terms, and the Effective Date of such Revised Terms, and shall be effective the day before the Revised Terms come into effect.

2.0 Provision of Services

2.1 EMERGENCE BY DESIGN SHALL PROVIDE THE SERVICES SPECIFIED IN YOUR NETWORK SERVICE AGREEMENT

EbD agrees to provide to each Account Holder the services specified in that Account Holder's Agreement (the "Services"). The Services may include, as appropriate, the provision of computing, telecommunications, software, and information services by EbD, and may also provide the Account Holder with access to third party services (via the Internet).

2.2 YOU MAY NOT TRANSFER OR ASSIGN YOUR ACCOUNT

The Services and Account are provided to the Account Holder. Unless expressly authorized in writing by EbD (which authorization may be arbitrarily withheld) the assignment to or transfer of the Services or your Account to any other persons is strictly prohibited. If you allow other person(s) to utilize your Account you do so at your own risk and are solely responsible for ensuring they comply with the Agreement. For security reasons it is strongly recommended that you not allow any other person to have access to your Account.

3.0 Use of Materials and Services

3.1 YOU USE YOUR ACCOUNT AND ANY INFORMATION YOU RECEIVE FROM EMERGENCE BY DESIGN AND THE INTERNET ENTIRELY AT YOUR OWN RISK

The Account Holder expressly acknowledges and agrees that all use of Services, the Account, and any and all materials provided by EbD, or accessed, received, or downloaded from the Internet, EbD or from any other electronic media (the "Materials") is at the Account Holder's own risk and that EbD makes no representations or warranties with respect to the same.

3.2 EMERGENCE BY DESIGN IS MAKING NO WARRANTIES OR REPRESENTATIONS OF ANY KIND

EbD makes an honest effort to maintain the quality of its services, but makes no warranty of any nature whatsoever, either expressed or implied, as to the reliability, quality, accuracy, validity or availability of any of its services, software, equipment, data and/or information residing on or passing through any of its systems and/or the interconnecting networks, nor with respect to network transmission capacity, performance, reliability of equipment, and connectivity of common carriers.

3.3 YOU ARE RESPONSIBLE FOR COMPLYING WITH ALL COPYRIGHT AND OTHER APPLICABLE LAWS

EbD advises, and the Account Holder acknowledges, that, pursuant to Canadian law, International law, and International treaties Materials may be subject to copyright, proprietary rights, or subject to criminal or quasi-criminal sanction. The Account Holder is solely responsible for determining whether Materials are subject to such rights and/or sanctions and undertakes and agrees that it shall not utilize its Account, or the Services to infringe any copyright, misappropriate any proprietary information, violate any law, or commit any criminal or quasi-criminal act.

3.4 YOU ARE RESPONSIBLE FOR OBTAINING ANY NECESSARY COPYRIGHT LICENSES

In the utilization of any software of other Materials downloaded by the Account Holder, whether obtained from EbD or otherwise, the Account Holder shall be solely responsible for obtaining and complying with all necessary copyright licenses and paying any applicable fees and royalties associated with same.

3.5 YOU MUST KEEP YOUR PASSWORD CONFIDENTIAL

EbD shall provide each Account Holder with a password to access their Account. The Account Holder agrees to keep its Account password confidential and not to provide it in any form to third parties without the prior written consent of EbD.

3.6 YOU MUST COMPLY WITH ALL APPLICABLE LAWS

The Account Holder agrees to use the Services in accordance with the Agreement and only as permitted by applicable local, provincial, federal, and international law. The Account Holder agrees not to use the Services or its Account to conduct any business or activity or solicit the performance of any activity that is prohibited by law.

3.7 YOU MAY NOT ABUSE EMERGENCE BY DESIGN'S SYSTEM, INTERFERE WITH THE RIGHTS OF OTHER USERS, VIOLATE ANY COPYRIGHT OR OTHER LAW, OR DO ANY OTHER PROHIBITED OR UNAUTHORIZED ACT

The Account Holder expressly agrees:
  1. not to disrupt nor interfere in the lawful use, by EbD or any other third parties, of their Accounts or any service provided by EbD;
     
  2. not to modify, reverse engineer, decompile, disassemble, or create derivative works based on EbD or other third party software;
     
  3. not to release computer viruses or other unauthorized or unwanted computer programs or data onto EbD's system or the Internet;
     
  4. not to interfere, disrupt or block the use by third parties of computer programs or data; or violate trademark, copyright, or moral rights, or any other rights of any person, firm or corporation;
     
  5. not to engage in any unsolicited mass distribution of any message advertising or promotional materials to third parties;
     
  6. not to transmit or link to any communication where the meaning of the message, or its transmission or distribution, would violate any applicable law or regulation, including those which deal with obscene communications, or its transmission is for the purpose of making an annoying or offensive communication to any person;
     
  7. not to carry out any other act or omission which is contrary to law;
     
  8. not to share, resell, or provide, as part of any commercial transaction, the Services to any third party;
     
  9. not to use any process, program, or tool via EbD, its Account or the Services for guessing the passwords of account holders on EbD's or other systems;
     
  10. not to use its Account, the Services, or any of EbD's systems to make unauthorized attempts to access the systems and networks of others; and
     
  11. not to use or misuse any of EbD's system, software, network or other resources in a manner which disrupts the normal use of the system for other EbD customers and/or which impairs network performance, including but not limited to, modification, alteration, reverse engineering, decompilation, disassembly or creation of derived works based on EbD's network protocols and/or software, spawning multiple processes, or consuming excessive amounts of memory, network bandwidth, data storage space, or CPU for extended periods of time.

4.0 Breach of Contract

4.1 EMERGENCE BY DESIGN HAS AUTHORITY TO DECIDE IF YOU ARE IN BREACH OF THE AGREEMENT

The Account Holder acknowledges that EbD has complete authority over its system and sole authority and discretion to determine whether the Account Holder is in compliance with the Agreement. Any disputes with respect to the Agreement and any question as to whether the Account Holder has breached the Agreement shall be determined by EbD and its decisions shall be final and binding on the parties.

4.2 IN ADDITION TO ANY OTHER REMEDIES AVAILABLE AT LAW EMERGENCE BY DESIGN MAY TERMINATE, SUSPEND, OR TAKE ADMINISTRATIVE ACTION OVER YOUR ACCOUNT IN THE EVENT THAT YOU BREACH ANY PROVISION OF THE AGREEMENT

In the event the Account Holder, or any person utilizing the Account, breaches any provision of the Agreement, EbD may, but is not obliged to:
  1. terminate the Account Holder's Agreement with or without notice to the Account Holder, in which case any Account time remaining shall be forfeit;
     
  2. suspend the Account Holder's access to the Services, or any of them, until such time as the breach has been rectified to the satisfaction of EbD;
     
  3. take such administrative action as EbD deems appropriate, including:
    1. change the Account Holder's password;
       
    2. archive the Account Holder's files and suspend access to same;
       
    3. purge the Account Holder's files from its system;
       
    4. restrict or block the Account Holder's access to some or all of the Services, any Internet content, or Internet sites;
       
    5. remove the Account Holder's web site or other files from EbD's servers;
       
    6. disconnect or restrict the length of any Internet or network session;
       
    7. notify the Account Holder by e-mail that further action may be taken in the event of further or continued breach; and/or
       
    8. such other controls or restrictions on the Services or EbD's system as it deems necessary;
       
  4. seek an injunction prohibiting any continuing breach by the Account Holder;
     
  5. take advantage of any other remedies available at law;
     
  6. rectify the breach and charge all costs associated with same to the Account Holder; or
     
  7. take advantage of any one or more of the above remedies all of which are cumulative.

4.3 IF YOU DO NOT PAY FEES WHEN DUE YOUR ACCOUNT MAY BE PLACED ON HOLD OR TERMINATED

In the event the Account Holder fails to pay any fees, costs, or charges when due EbD may place the Account Holder's Account on hold, in which event Services shall be suspended until such time as the Account Holder has paid all amounts in arrears, interest on late payments, and a re-connection fee equal to half of EbD's then current set-up fee. Fees and charges shall continue to accrue notwithstanding that an Account has been placed on hold. Notwithstanding that an Account has been placed on hold EbD reserves the right to terminate the Agreement at any time for failure to pay any amount when due. EbD may also terminate an Account if it determines in its sole discretion that there has been any adverse change in the financial status of the Account Holder or in the credit arrangements in effect from time to time.

4.4 WAIVING A BREACH DOES NOT PRECLUDE EMERGENCE BY DESIGN FROM PURSUING ANY OTHER OR CONTINUING BREACH

No waiver by EbD of a breach of any provision of the Agreement, or the obligations, agreements or covenants of the Account Holder shall be a waiver of any subsequent breach, nor shall any forbearance or indulgence by EbD to seek a remedy for any breach by the Account Holder be a waiver by EbD of its rights and remedies with respect to such or any subsequent breach.

4.5 YOU MAY REQUEST A REVIEW OF ANY ADMINISTRATIVE ACTION

An Account Holder may request EbD to review any administrative action, however EbD may determine the appropriateness of the action in its sole, unfettered, and arbitrary discretion.

5.0 Account Holder Responsibility and Limitation of Liability

5.1 LIMITATIONS OF LIABILITY SURVIVE TERMINATION OF YOUR ACCOUNT

The within limitations of liability shall survive the termination or cancellation of the Agreement.

5.2 YOU USE EMERGENCE BY DESIGN SERVICES AND ANY INFORMATION YOU RECEIVE FROM EMERGENCE BY DESIGN OR THE INTERNET AT YOUR OWN RISK

The Account Holder expressly acknowledges and agrees that all use of Services and/or Material is at the Account Holder's own risk. The Account Holder further acknowledges that EbD is not, and cannot be responsible for the Material, nor can it review, inspect, nor monitor information and material on, or available from the Internet, or from any other network.

5.3 EMERGENCE BY DESIGN IS NOT RESPONSIBLE FOR ANY DAMAGE OR LOSS YOU MAY INCUR

EbD shall bear no responsibility to any Account Holder or any third party claiming through or under the Account Holder for any loss of Services, information or any other loss, damage, claim, cost or expense of any kind whatsoever including but not limited to:
  1. the inability or failure to perform, or to perform properly or completely any research or related work;
     
  2. the performance of the Internet;
     
  3. the content or accuracy of any Material;
     
  4. any loss resulting from the viewing, downloading, purchasing or by any other means acquiring, any material, product or service accessible through the Internet;
     
  5. any loss resulting from delays, computer viruses or interruption of the Services, regardless of cause;
     
  6. any losses or damages, including losses or damages to your equipment, facilities or software, arising from mistakes, omissions, interruptions, delays, errors, non-delivery, incorrect delivery, viruses, or defects in the transmission of information or data on the Internet; and
     
  7. any losses resulting from a breach of the Agreement by EbD when the breach is the result of causes beyond the reasonable control of EbD including but not limited to acts of God, the elements, strikes, or shortages of parts, labour, transportation, or telecommunications bandwidth.

5.4 EMERGENCE BY DESIGN IS NOT RESPONSIBLE FOR YOUR FILES AND YOU ARE RESPONSIBLE FOR MAKING APPROPRIATE BACK-UPS

EbD is not responsible for any files residing on EbD's systems network. Account Holders are advised to, and are solely responsible for making independent backup of all of their files and data, including any files and data stored on EbD's system.

5.5 EMERGENCE BY DESIGNS LIABILITY IS LIMITED TO A MAXIMUM OF $500.00

Notwithstanding the limitations of liability in these Terms, in the event that EbD is found liable in a court of law for any breach of the Agreement, or any action or omission related to any use of the Services, the Account Holder acknowledges and agrees that EbD's liability is limited to the lesser of the total fees paid by the Account Holder to EbD for the one month accounting cycle within which the claim arose, or $500.00.

6.0 Payment of Fees and Penalties

6.1 ACCOUNTING CYCLES ARE ONE CALENDAR MONTH PERIODS

The EbD accounting cycle begins on the 1st of each month. Charges for new accounts are prorated. Charges for terminated accounts are not prorated.

6.2 ALL FEES QUOTED ARE EXCLUSIVE OF TAX. YOU ARE REQUIRED TO PAY ANY APPLICABLE TAX

All fees are exclusive of tax and all applicable federal, provincial, and local taxes shall be added to amounts payable.

6.3 SET-UP FEES, CREDIT ARRANGEMENTS, AND ADVANCE PAYMENT MUST BE MADE BEFORE SERVICES WILL BE PROVIDED

No Services will be provided until all set-up fees and any advance payments required by the Agreement have been paid. No Services will be provided until arrangements for payment and credit, satisfactory to EbD have been made. EbD may require an Account Holder to establish prepayment, credit card authorization, automatic debit arrangement or such other payment arrangement as EbD considers appropriate, and may change its requirements for any Account Holder from time to time on notice to the Account Holder.

6.4 PAYMENTS ARE DUE WHEN INDICATED ON EACH INVOICE

Each payment is due on or before the due date printed on each invoice.

6.5 LATE PAYMENTS ARE CHARGED INTEREST AT 18% PER ANNUM

Payments not made when due shall be charged interest at the rate of 18% per annum. Account Holders shall pay a $40.00 charge for each returned or NSF cheque.

6.6 YOU ARE RESPONSIBLE FOR ALL FEES AND CHARGES INCLUDING CHARGES FOR TIME USED OVER AND ABOVE THAT PROVIDED WITH YOUR ACCOUNT

The Account Holder acknowledges responsibility for all fees, charges and costs set out in the Agreement, including any charges for hours of service, data transfers, and disk storage space, used by the Account Holder over and above those included with the Account.

6.7 FEES AND CHARGES ARE SUBJECT TO CHANGE TO REFLECT INCREASES IN COMMON CARRIER COSTS

The fees and charges set out in the Agreement are based on EbD's current common carrier costs. As changes to these costs are beyond the control of EbD, EbD reserves the right to increase the fees and charges of any Account Holder to reflect any increases in common carrier costs. Such increases shall not be effective until the Account Holder has received thirty (30) days notice of the increase by email, within which period the Account Holder may terminate the Agreement without penalty by written notice to EbD. Such notice shall be effective the day before the increase comes into effect.

7.0 Account Cancellations

7.1 YOU MAY CANCEL YOUR ACCOUNT AT THE END OF THE TERM BY GIVING WRITTEN NOTICE PRIOR TO THE 15TH DAY OF THE LAST MONTH OF THE TERM

Except as otherwise provided herein cancellation requests for EbD Accounts must be received in writing via email, fax, or postal service at EbD's main office. Such requests must be received by 5:00 p.m. Mountain Standard time of the 15th day of the final month in which the term of service ends. Accounts not so canceled shall automatically renew for an additional term at the then current rates. The Account Holder acknowledges responsibility for payment of Account renewal fees.

7.2 YOU ARE RESPONSIBLE FOR ALL FEES AND CHARGES TO THE CANCELLATION DATE

Notwithstanding cancellation of an Account the Account Holder shall remain responsible for all fees and charges incurred to the effective cancellation date.

7.3 THESE TERMS REMAIN IN EFFECT AFTER YOUR ACCOUNT IS CANCELLED OR TERMINATED

These Terms shall survive termination or cancellation of the Account.

8.0 Monitoring and System Control

8.1 EMERGENCE BY DESIGN MAY MONITOR YOUR COMMUNICATIONS AND SYSTEM ACTIVITY

EbD reserves the right to monitor any and all communications and activity through or with EbD service to ensure adherence to the Agreement.

8.2 EMERGENCE BY DESIGN MAY BLOCK SELECTED INTERNET ACCESS

EbD reserves the right to prohibit, remove, block access to any content or Internet capability, and/or terminate or limit Account usage at any time for any reason.

8.3 EMERGENCE BY DESIGN MAY LIMIT THE LENGTH OF YOUR SESSIONS

EbD reserves the right to disconnect or restrict the length of any sessions.

8.4 YOU ARE RESPONSIBLE FOR ALL ACTIVITY ON YOUR ACCOUNT

The Account Holder is responsible for any misuse of your Account, even if the inappropriate activity was committed by a friend, family member, guest, employee or any other third party.

8.5 ONLY YOU OR YOUR LISTED ACCOUNT ADMINISTRATOR MAY CHANGE ASPECTS OF YOUR ACCOUNT

For security purposes the listed Account Holder, and/or the listed Account administrator are the only authorized individuals that may request edits, changes, or information to the Account. Authorization to release information and/or edit and/or make changes from anyone other than the listed Account Holder and/or the listed Account administrator must be received in writing.

9.0 General

9.1 YOU MUST COMPLY WITH ALL APPLICABLE LAWS

The Account Holder, in the performance of the Agreement, shall comply with all applicable laws, codes, orders, by-laws and regulations of municipal, provincial, federal, and international authorities that may affect the performance of the Agreement, and shall obtain all approvals, licenses, permits and insurance that may be required by such authorities. Without restricting the generality of the foregoing, the Account Holder, as may be required by law, shall cause itself to be assessed and to pay such assessment under the provisions of The Workers Compensation Act of Alberta, and shall keep itself in good standing upon the records of the government entity administering such legislation.

9.2 ALL PROPRIETARY INFORMATION IS STRICTLY CONFIDENTIAL

In the course of the performance of the Agreement, a party (the "Recipient") may obtain, receive or have access to confidential and/or proprietary information ("Proprietary Information") of a party (the "Disclosing Party"). While the Agreement is in effect, and at all times thereafter, the Recipient, and any officers or employees of the Recipient, shall:
  1. treat the Proprietary Information as strictly confidential and shall not disclose or permit the disclosure of the Proprietary Information to any person, corporation or organization without first obtaining written permission from the Disclosing Party;
     
  2. not make use of the Proprietary Information other than as required for the performance of the Agreement, and restrict the disclosure of the Proprietary Information only to those directors, officers and employees of the Recipient with a need to know the Proprietary Information;
     
  3. take all reasonable precautions against the Proprietary Information being used or acquired by any unauthorized person or persons;
     
  4. comply with any rules or directions made or given by the Disclosing Party with respect to safeguarding or ensuring the confidentiality of the Proprietary Information; and
     
  5. upon request, promptly return to the Disclosing Party, or certify as destroyed, any and all tangible material concerning the Proprietary Information, including all copies and notes, whether such documentation were made or compiled by the Recipient or furnished by the Disclosing Party.
     
The restrictions set out in this section 8.1 shall not apply to any information that is or becomes part of the public domain through no wrongful act, that is disclosed in good faith by a third party having legitimate possession of such information and the right to make such disclosure, that is disclosed by the Recipient with the express written consent and authorization of the Disclosing Party, that was developed independently by the Recipient without breach of the Agreement, or that is required to be disclosed pursuant to law.

The disclosure of the Proprietary Information, or any part thereof, to the Recipient shall be at the Disclosing Party's sole and absolute discretion. The disclosure of the Proprietary Information shall not be construed as granting to the Recipient a licence in, or any rights to, the Proprietary Information, other than to use the Proprietary Information as required for the performance of the Agreement. The Proprietary Information shall be and remain the property of Disclosing Party at all times.

This section 9.2 shall survive the expiration or termination of the Agreement.

9.3 EbD MAY SET OFF ANY AMOUNT PAYABLE TO YOU AGAINST ANY AMOUNTS THAT YOU OWE EbD

EbD, at its sole and absolute discretion, may set off from any amounts payable to the Account Holder under the Agreement any amount owing by the Account Holder to EbD, including, but not limited to, any amounts owing by the Account Holder to EbD on account of services provided by EbD to the Account Holder.

9.4 VIOLATION OF ANY PROVISION OF THE AGREEMENT MAY BE ILLEGAL OR GIVE RISE TO THIRD PARTY CLAIMS. EMERGENCE BY DESIGN MAY USE CUSTOMER INFORMATION TO INVESTIGATE ANY ACTIVITY AND MAY RELEASE ANY CUSTOMER INFORMATION TO APPROPRIATE AUTHORITIES. YOUR ACCOUNT MAY BE SUSPENDED OR TERMINATED DURING OR FOLLOWING ANY INVESTIGATION

Violations of any of the provisions of the Agreement or misuse of the EbD system may constitute criminal or quasi-criminal activity, and may violate the copyright and/or proprietary rights of EbD or others. EbD reserves the right to use customer information in any investigation, and to release customer information to comply with or assist any appropriate authorities in the investigation of any activity which may, or is suspected of violating the Agreement, any civil rights, or any applicable laws. EbD reserves the right to report any inappropriate or illegal activities to the appropriate authorities. The Account Holder shall report to EbD any information concerning instances in which the Agreement or any laws have been, or are being violated. When EbD becomes aware of possible violations it may initiate an investigation and may, in any event, suspend access to Services to the Account Holder in question in order to prevent further possible unauthorized or illegal activity. Determination that a violation has occurred may result in cancellation of the Account, civil action, and/or criminal prosecution. Account suspensions shall remain in effect or be lifted at the sole discretion of EbD.

9.5 YOU AGREE TO INDEMNIFY EMERGENCE BY DESIGN IF IT SUFFERS ANY LOSS AS A RESULT OF YOUR USE OF YOUR ACCOUNT

EbD shall not be liable in any way or manner whatsoever to the Account Holder or any Account Holder for any general, special, indirect or incidental or consequential damages whatsoever or howsoever caused, including, but not limited to, any loss of profits, loss of business revenues, failure to realize expected savings or other commercial or economic loss even if EbD is aware of the possibility of such loss. This section 12.1 shall survive expiration or termination of the Agreement.

9.6 NOTICES MUST BE RECEIVED IN WRITING AT EbD'S OFFICES

Any notice, request, consent or other communication provided, required, or permitted under the Agreement shall be sufficiently given if personally served, or sent by facsimile or mail, and addressed or sent to the registered business office of EbD. Any such notice, request, consent or other communication to be given under the Agreement, if delivered personally or by facsimile, shall be deemed to have been given the same day, or if sent by mail shall be deemed to have been given three (3) business days after the date of mailing. In no event should any notice, request, consent or other communication be sent by mail during any period of interrupted or threatened interruption of postal service.

9.7 ANY UNENFORCEABLE PROVISION OF THE AGREEMENT IS CONSIDERED SEVERABLE AND ALL OTHER PROVISIONS SHALL CONITINUE IN FULL FORCE

Should any provision of the Agreement be unenforceable at law, it shall be considered separate and severable from the remaining provisions of the Agreement, which shall continue in force and shall be binding as though the said provision had not been included.

9.8 THE AGREEMENT IS GOVERNED BY ALBERTA LAW

The Agreement shall be interpreted and governed by the laws of the Province of Alberta and the laws of Canada applicable therein, and shall be treated, in all respects, as an Alberta contract.

9.9 THE AGREEMENT DOES NOT CREATE A LEGAL PARTNERSHIP BETWEEN YOU AND EMERGENCE BY DESIGN

Except as expressly set out herein, nothing contained in the Agreement shall, be deemed to constitute one party a partner, or legal representative of any other party, nor provide the authority of one party hereto to bind the other. It is not intended that the Agreement shall create the relationship of a partnership between the parties and that no act done by any party pursuant to the provisions of the Agreement shall operate to create a partnership.

Copyright © 2015 Emergence by Design Inc.
#203, 10235 - 124 ST NW, Edmonton, AB, T5N 1P9
Tel: 780.413.6397 - info@emergence.com
Toll-Free:  1-866-860-2666
All rights reserved.