Terms and Conditions

NDASSIST INC.

SOFTWARE LICENSE AGREEMENT

SINGLE USE LICENSE

PLEASE READ THIS LICENSE AGREEMENT CAREFULLY BEFORE USING nhpassist.com.

OUR TERMS OF USE

Thank you for using nhpassist.COM. In order to provide you with the best service possible, we want you to fully understand the terms and conditions set forth below (our ‘Terms of Use’) by which NDASSIST Inc. (‘NDASSIST’, ‘us’ or ‘we’) offers services and information on or through the Website. Please review these Terms of Use carefully.

By using this Website: www.nhpassist.com (collectively referred to in these Terms of Use as our ‘Database’) you agree to be bound by the terms set forth herein. We may make changes to our Website, these Terms of Use, or the policies and conditions that govern the use of our Website at any time. We encourage you to review our Website and these terms periodically for any updates or changes. Your continued access or use of our Website shall be deemed your acceptance of these changes and the reasonableness of these standards for notice of changes. If you do not agree and/or no longer agree to be bound by the Terms of Use, you may not use and must immediately cease your use of the Website.

This Website is for Canadian residents who are adults. Access to the website may not be legal in other countries. You transmit data to our Website subject to Canadian and Ontario law. Do not transmit data to our Website unless you agree to be bound by Canadian and Ontario law.

HEALTH-RELATED INFORMATION

The information contained in the Website has not been approved by any regulatory body. The information should not be considered medical advice and is not intended to diagnose and/or treat medical conditions. The information is intended for use by students of Naturopathic Medicine and Doctors of Naturopathic Medicine and is provided for informational purposes only. It is not meant to substitute for the advice provided by a health care professional. You should not use the information available on or through the Website (including, but not limited to, information that may be provided on the Database by healthcare or nutrition professionals employed by or contracting with NDASSIST) for diagnosing or treating a health problem or disease, or prescribing any medication. Information and statements regarding dietary supplements have not been evaluated by Health Canada or any other regulatory body and are not intended to diagnose, treat, cure, or prevent any disease. You should read carefully all product packaging prior to use.

USE OF WEBSITE

You agree to use the Website for lawful purposes. You agree not to use the service for illegal purposes or for the transmission of material that is unlawful, harassing, libelous, invasive of another’s privacy, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable, or that infringes or may infringe the intellectual property or other rights of another or that violates any federal, provincial or local law. You agree that NDASSIST may in its sole discretion terminate your access to our Website, without notice, if we believe you have in any way violated our Terms of Use.

ELECTRONIC COMMUNICATIONS

When you visit our Website or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

MODIFICATIONS

We reserve the right to modify or discontinue, temporarily or permanently, any or all of the Website and/or any or all features, products, prices of products, services or information appearing on or available through any or all of the Website with or without notice to you. You agree that we shall not be liable to you or any third party for any modification or discontinuance of such features, products, prices, services, or information on the Website or the Website itself.

INDEMNITY

You agree to indemnify and hold NDASSIST and our parents, affiliates (and their franchisees and licensees), and subsidiaries, officers, directors, employees, successors and assigns, harmless from any claim, loss or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of our Website, your connection to our Website, your violation of these Terms of Use, or your violation of any rights of another party. This indemnity survives termination of these Terms of Use.

SUBMISSION OF INFORMATION OR MATERIALS

You agree to provide true, accurate, current and complete information about yourself if and when you elect to provide personal information to us. You also agree to maintain and promptly update any such information to keep it accurate. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead. Other than personally identifiable information, which is addressed under our Privacy Policy, any and all comments, suggestions, ideas, graphics, or other information that you transmit or post to the Website becomes and will remain the property of NDASSIST and may be used by NDASSIST anywhere, anytime and for any reason whatsoever.

Except as may be provided in the Privacy Policy, any information or materials submitted to NDASSIST will be treated as non-confidential and non-proprietary, and we will not have any obligation to use or evaluate any information we receive from you. NDASSIST will not have to pay you or anyone else for using any ideas or other materials that you may transmit to or post on the Website. You should rely solely on your rights under patent, trademark, and copyright laws. The receipt or consideration of your information by NDASSIST shall in no way impair the right of NDASSIST to contest the validity of your patent, trademark or copyright.

LINKS

Our Website provides links to other websites or resources. These links are for your convenience only and are not under our control. You acknowledge and agree that NDASSIST is not responsible for the availability of such external sites or resources, and does not endorse any such site, its use or contents and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You agree that NDASSIST shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any such content, goods or services available on such external sites or resources. In the event you decide to access or use any of these other websites or resources, you agree you do so at your own risk.

OUR PROPRIETARY RIGHTS

The website is owned and operated by NDASSIST. The contents of the Database are ¬©2005 NDASSIST INC. All Rights Reserved. You acknowledge and agree that all content, including but not limited to text, software, music, sound, photographs, graphics, video, or other material contained in advertisements or information presented to you on our Website is protected by our or other third parties’ copyrights, trademarks, service marks, patents, or other proprietary rights and laws. NDASSIST authorizes you to view and download materials at the Website only for your personal, non-commercial use, provided you retain all copyright and proprietary notices contained in the original materials on any copies of the materials. You may not modify the materials on the Website in any way or reproduce or publicly display, perform, distribute, transmit, create derivative works of, or otherwise use them for any public or commercial purpose. Any use of these materials on any other Website (including without limitation, displaying this Website or any material displayed on or that can be downloaded from this Website in frames on another Website without the express written permission of NDASSIST is prohibited.

SALE OF PRODUCTS

You may be provided with the opportunity to purchase products through the Website and/or from third party Websites linked to nhpassist.com. Products purchased through the websites of others are subject to the terms and conditions of such other parties and their sites, and NDASSIST shall have no liability or responsibility therefor. NDASSIST does not endorse any of the products listed on the Websites.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY AGREE THAT USE OF OUR WEBSITE IS AT YOUR SOLE RISK AND IS PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS.

NDASSIST AND ITS PARENTS, AFFILIATES (AND THEIR FRANCHISEES AND LICENSEES) AND SUBSIDIARIES (COLLECTIVELY, ‘AFFILIATES’) EXPRESSLY DISCLAIM 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 NON-INFRINGEMENT. NDASSIST AND ITS AFFILIATES MAKE NO WARRANTY, EXPRESS OR IMPLIED, THAT THE DATABASE OR ANY SERVICES, PRODUCTS, OR INFORMATION OBTAINED ON OR THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES NDASSIST OR ITS AFFILIATES MAKE ANY WARRANTY, EXPRESS OR IMPLIED, AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE DATABASE OR ANY SERVICES, PRODUCTS OR INFORMATION OBTAINED ON OR THROUGH THE WEBSITE OR AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY THEREOF. NDASSIST MAKES NO COMMITMENT TO UPDATE OR CORRECT ANY INFORMATION THAT APPEARS ON THE DATABASE OR ANY DATABASE LINKED HEREUNDER.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OR FROM THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE OR NONUSE OF SUCH INFORMATION, INCLUDING, WITHOUT LIMITATION, ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR INFORMATION AND ANY BODILY INJURY. NDASSIST AND ITS AFFILIATES MAKE NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH OR FROM THE DATABASE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE DATABASE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NDASSIST OR THROUGH OR FROM ANY SERVICE OR PRODUCT ON THE DATABASE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

YOU AGREE THAT NDASSIST AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE WEBSITE OR ANY SERVICES, PRODUCTS OR INFORMATION OBTAINED ON OR THROUGH THE DATABASE, EVEN IF NDASSIST OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FROM: PERSONAL INJURY; DOWNLOADING ANY MATERIAL CONTAINED ON OR ACCESSED THROUGH THE WEBSITE; LINKING TO ANY THIRD PARTY SITE; ANY UNAUTHORIZED ACCESS TO ANY INFORMATION ON THE SITE AND/OR SUBMITTED BY YOU TO OR THROUGH THE WEBSITE; COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE WEBSITE; AND/OR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLE LOSSES.

YOU FURTHER AGREE THAT NDASSIST AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM INTERRUPTION, SUSPENSION OR TERMINATION OF THE WEBSITE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, WHETHER SUCH INTERRUPTION, SUSPENSION OR TERMINATION WAS JUSTIFIED OR NOT, NEGLIGENT OR INTENTIONAL, INADVERTENT OR ADVERTENT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. DOMESTIC USE; EXPORT RESTRICTION

We control the Website from our offices within Canada. We make no representation that the Website or its content (including, without limitation, any products or services available on or through the Website) are appropriate or available for use in other locations. Users who access the Website from outside Canada do so on their own initiative and must bear all responsibility for compliance with local laws, if applicable. Further, Canadian export control laws prohibit the export of certain technical data and software to certain territories. No content from the Database may be downloaded in violation of Canadian law.

APPLICABLE LAW; JURISDICTION

Any claim relating to the Database, our Terms of Use, and the relationship between you and us shall be governed by the laws of Canada and the Province of Ontario without regard to its conflict of law provisions. You and NDASSIST agree to submit to the personal and exclusive jurisdiction of the courts located within the Province of Ontario.

GENERAL

These Terms of Use and our Privacy Policy constitute the entire agreement between you and NDASSIST with respect to the Website; provided, however, that certain provisions of these Terms of Use may be superceded by expressly designated legal notices or terms which may be located on particular pages on the Database. Our failure to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision by us. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of our Terms of Use remain in full force and effect. Your agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website or our Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.

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