These terms of use ("Terms of Use") are a legally binding agreement between EXPEFLOW Inc. ("EXPEFLOW") and you (the "User", "you", and "your"). The Terms of Use govern your use of this website that is operated by EXPEFLOW and that is accessible at https://www.expeflow.com (the "Website"). Every access to, viewing, downloading or otherwise using the Website or any webpage or feature of the Website, signifies your acceptance and agreement to be bound by the Terms of Use and any other policies or agreements made part of the Terms of Use by reference, including without limitation to our Privacy Statement as well as any new, different or additional terms, conditions or policies which EXPEFLOW may establish from time to time (collectively the "Agreement").

IF YOU DO NOT AGREE TO THE TERMS OF USE, THEN YOU MUST DISCONTINUE ACCESSING THE WEBSITE. EXPEFLOW EXPRESSLY RESERVES THE RIGHT TO MODIFY THE TERMS OF USE AT ANY TIME, WITHOUT NOTICE AND AT ITS SOLE DISCRETION. YOUR CONTINUED USE OF THE WEBSITE AFTER ANY MODIFICATION WILL CONSTITUTE YOUR ACKNOWLEDGEMENT AND ACCEPTANCE OF THE TERMS OF USE AS MODIFIED. PLEASE CONSULT THE TERMS OF USE REGULARLY.

1. PRIVACY

   You can view EXPEFLOW's Privacy Statement on this Website.

2. USE OF WEBSITE

   The Website is intended to provide information to our customers, partners, and any potential customer or partner. Subject to the Terms of Use set forth, EXPEFLOW grants you a non-exclusive, royalty-free, revocable, non-transferable, limited right to access, use and view the Website. You agree that you will not use the Website to: (i) misappropriate the intellectual property rights of EXPEFLOW or its affiliates; (ii) attempt to deface, modify or manipulate the Website or employ any tactic to defeat or evade any security feature employed on the Website; (iii) misappropriate the identity of, or obtain any personal information about any other User of the Website, or any customer, partner, vendor, service provider, or employee of EXPEFLOW; and (iv) modify, make any derivative uses of, erase or damage any information contained on the Website or any computer hardware or information storage device owned or used by EXPEFLOW. As an additional Term and Use of the Website, you agree not to use any process, research method or tactic to recreate or replicate the features, functions or design of the Website through reverse engineering. Your use of the Website does not grant or transfer to you any ownership or other rights in the Website or any content, and except as expressly provided, nothing herein or within the Website or any of the content shall be construed as conferring to you or any other person any license under any of EXPEFLOW’s or any third party’s intellectual property rights (whether by estoppel, implication, waiver, or otherwise). Except as otherwise expressly permitted herein, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content, or use any portion of the Website or content without EXPEFLOW’s prior written consent.

3. TRADEMARK

   Unless otherwise indicated, all marks displayed on the Website are subject to EXPEFLOW’s trademark rights. All rights in the product names, company names, trade names, logos and designs of EXPEFLOW or a third-party, whether or not appearing with the trademark symbol, belong exclusively to EXPEFLOW or their respective owners, and are protected from reproduction, imitation, dilution or confusing or misleading uses under national and international trademark and copyright laws, as applicable.

4. INDEMNITY

   You agree to defend, indemnify and hold EXPEFLOW, its affiliates, suppliers, partners, licensors, content providers, service providers, employees, agents, officers, directors, contractors, and their respective successors and assigns (the "EXPEFLOW Parties") harmless from and against any and all liability, losses, costs, and expenses (including legal fees) incurred by any EXPEFLOW Party in connection with any claim (whether by EXPEFLOW and/or a third party), including without limitation, claims for defamation, violation of rights of publicity and/or privacy, copyright infringement, or trademark infringement, that arises out of or in connection with, your: (i) use of, or inability to use, the Website or any content; (ii) connection or access to the Website or content; (iii) violation of the Terms and Use or the Agreement; or (iv) violation of the rights of any other person or entity. EXPEFLOW reserves the right to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to assist and cooperate as fully as reasonably required by EXPEFLOW with our defense of any such claim or demand.

5. DISCLAIMER

   YOUR USE OF THE WEBSITE AND CONTENT IS AT YOUR SOLE RISK. THE WEBSITE AND CONTENT IS PROVIDED "AS IS". EXPEFLOW AND THE EXPEFLOW PARTIES DO NOT WARRANT THE ACCURACY, ADEQUACY, TIMELINESS, OR COMPLETENESS OF THE WEBSITE OR ANY PART THEREOF, AND DISCLAIMS LIABILITY FOR ANY ERRORS OR OMISSIONS. NO WARRANTY OR CONDITION OF ANY KIND (IMPLIED, EXPRESS, OR STATUTORY) IS GIVEN IN CONNECTION WITH THE WEBSITE.

6. LIMITATION OF LIABILITY

   THE EXPEFLOW PARTIES WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, LOSSES OR EXPENSES (INCLUDING DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES) ARISING FROM THE USE OR INABILITY TO USE THE WEBSITE OR THE CONTENT, OR AN ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY, COMPUTER VIRUS, SYSTEM FAILURE, LOSS OF DATA OR OTHERWISE, EVEN IF EXPEFLOW HAS BEEN ADVISED OR OUGHT TO HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.

7. THIRD PARTY WEBSITE DISCLAIMER

   The Website may contain certain links which may take you to other websites. Links to other websites or other resources which are not created or controlled by EXPEFLOW ("Linked Sites") are intended for convenience only. Linked Sites are wholly independent from EXPEFLOW, therefore EXPEFLOW has no control over any products, services, materials, or other information contained in or available through these third-party websites. Therefore, access to any third party websites through the Website, regardless of whether the third party website is a Linked Site or not, is entirely at your own risk and when you leave the Website, the terms and conditions of this Agreement no longer govern. EXPEFLOW makes no representation or warranty regarding, nor endorses, any Linked Sites or the information appearing thereon or any of the products or services described thereon.

8. SUBMISSION OF INFORMATION

   Any information, including but not limited to feedback, comments, materials submitted, or support requests to EXPEFLOW through or in association with the Website shall be considered non-confidential and the sole and exclusive property of EXPEFLOW. By submitting to EXPEFLOW such information, you hereby agree at no-charge to irrevocably assign any and all of your right, title and interest in the copyright and other intellectual property rights to the information, and EXPEFLOW shall be free to use the information on an unrestricted basis.

   If you submit to EXPEFLOW confidential information through the Website, EXPEFLOW will not be liable if it is lost or intercepted, altered or misused by someone else. Any personal contact information will be subject to EXPEFLOW’s Privacy Statement.

9. ASSIGNMENT

   The User may not assign any rights or obligations under the Agreement and any purported assignment shall be ineffective. EXPEFLOW may assign or delegate all its rights and obligations under the Terms of Use of the Agreement without notice to you.

10. GOVERNING LAW

    The Agreement, the Terms of Use, and all related matters shall be governed solely by the laws of the Province of Ontario, Canada and any applicable federal laws of Canada. If you access or use this Website from outside Canada, you entirely assume all responsibility for compliance with applicable local laws. You hereby irrevocably attorn to the exclusive jurisdiction of the courts of the Province of Ontario, Canada located in the City of Kitchener in relation to all disputes arising from or related to the Agreement, your use of the Website and any related matters.

11. GENERAL PROVISIONS

    This Agreement constitutes the entire agreement between EXPEFLOW and the User in relation to your use of the Website. The failure of EXPEFLOW to exercise or enforce any right or provision of the Terms of Use of the Agreement shall not operate as a waiver of such right or provision. The section titles in the Agreement are for convenience only and have no legal or contractual effect. If any provision of the Terms of Use of the Agreement is unlawful, void or unenforceable, that provision is deemed severable from the Terms of Use and does not affect the validity and enforceability of any remaining provisions of the Agreement.

Last revised date: January 20, 2020