CHIBZ.COM TERMS AND CONDITIONS

Thank you for visiting the CHIBZ web site. This document sets forth the terms and conditions that apply to your use of the site.

Terms of Use and Agreement
Please read the following Terms of Use (“Terms”) carefully before using the CHIBZ web site. The web pages available at chibz.com are owned and operated by Mouth Publicity Inc., a Canadian corporation. These pages and all linked pages together form the “Site”. These Terms apply to any use of the Site.

The Site provides an interactive online service operated by Mouth Publicity on the World Wide Web of the Internet (the “Web”), consisting of information services, content facilitated through Mouth Publicity, affiliates of Mouth Publicity or Institution (“Institutions”) offering Education and training.

By accessing the Site, viewing Site content (as defined below), using any services (as defined below) available on the Site or by using any Site applications (including mobile and desktop applications), you agree to be bound by these Terms, which, together with the Privacy Policy (set out below), govern the relationship between you and Mouth Publicity Inc (“We” or “Us”) in relation to the Site (“Agreement”). These Terms affect your legal rights and obligations. If you do not agree to the Terms, please do not access the Site.

“Services” include, but are not limited to, any service we make available to or perform for you, as well as the offering of any materials displayed, transmitted or performed on or through the Site. Anything a user posts to or otherwise makes available on the Site is referred to as “User Content”. “Content” includes both content generated by Chibz.com and User Content.

Changes to this Agreement
We may revise these Terms from time to time and the most current version will always be posted to our web site. If a revision, in our sole discretion, is material we will notify you. By continuing to access or use the Site and Services after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the revised terms, please stop using the Site and/or Services.

Privacy and Personal Information
By using this Site and/or Services and/or any Site applications, you consent to our collection and use of personal information according to the terms of our Privacy Policy, which is set out at www.chibz.com/privacy.php.

General Use and Site License
The Site and Services are designed for use by only those individuals who are at least 14 years of age. If you are not 14 years of age or older, please do not use the Site and Services without the supervision of your parent or legal guardian. If you are a parent or legal guardian and have authorized a minor to use the Site and Services, you agree that you are responsible for the online conduct of the minor, and the consequences of any misuse of the Site and/or Services by the minor.

You are solely responsible for your interactions with other users of the Site. We reserve the right, but are under no obligation, to monitor disputes between you and other users. You agree that you are responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of this Site and all charges related thereto. We shall not be liable for any damages to the End User’s equipment, or data charges resulting from the use of this Site.

Registration
To access certain Services, you may be required either to open an on-line account with chibz.com, in which case you will have to create a username and password and to provide registration information, including a valid e-mail address.  By creating an account with chibz.com, you are agreeing to receive e-mail communications from chibz.com at the e-mail address you specify.

You will be able to access certain Services by using a username that you have created to access a third-party site.

You may not use as a username the name of another person or entity [or] that is not lawfully available for use, a name or trade mark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

You are responsible for maintaining the confidentiality of your password and are solely responsible for all activities resulting from the use of your password and conducted through your chibz.com account.
If you are a business, government, or non-profit entity, the person whose e-mail address is associated with the account at the time of registration must have the authority to bind you to this Agreement.

Services are available only to individuals who are either (i) at least 18 years old, or (ii) at least 14 years old, and who are authorized to access the Site by a parent or legal guardian. If you have authorized a minor to use the Site, you are responsible for the online conduct of such minor, and the consequences of any misuse of the Site by the minor. Parents and legal guardians are warned that the Site does display photographs and images containing nudity and violence that may be offensive to some.

License
Chibz.com grants you a limited, non-exclusive license to access the Site and use the Services for your own personal, non-commercial purposes, which includes the right to view, download and copy Content available on the Site. For these purposes, “personal and non-commercial use” does not include the posting, uploading or otherwise publishing of Content to any other site, except that you may post Content from the Site to blogs and social media web sites and services, for personal, non-commercial purposes. This license does not include any rights not specifically enumerated herein. The license is yours and may not be assigned or sublicensed to anyone else.

Termination
Chibz.com may terminate or suspend any and all Services and/or your chibz.com user account immediately, without prior notice or liability, including without limitation if you breach the Terms. Upon termination of your account, your license will be revoked and your right to use the Services will immediately cease. If you wish to terminate your chibz.com account, you may simply discontinue using the Services. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Content that you have shared with others on the Site may still be available after the termination of your account. It is your responsibility to remove all User Content from your account prior to termination. Upon termination of your account chibz.com may remove all Content posted to your account.

Prohibited Uses
As a condition to using the Services, you promise not to use the Services for any purpose that is unlawful or prohibited by these Terms, or any other purpose not reasonably foreseen to have been intended by chibz.com. By way of example, and not as a limitation, you agree not to use the Services:

1. To collect and use product listings, descriptions or images
2. To abuse, harass, threaten, impersonate or intimidate any person;
3. To post or transmit, or cause to be posted or transmitted, any Content that is libelous, defamatory, obscene, pornographic, abusive, offensive, profane, violent or that infringes any copyright or other right of any person;
4. For any purpose (including posting or viewing Content) that is not permitted under the laws of the jurisdiction in which you use the Services;
5. To post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any Mouth Publicity Site user;
6. To reverse engineer, decompile or disassemble the site, or to convert into human readable form any of the contents of this site not intended to be so read, including but not limited to using or directly viewing the underlying code for the site except as interpreted and displayed in a web browser
7. To create or transmit unwanted ‘spam’ to any person or any URL;
8. To violate or attempt to violate the security of the site;
9. To post copyrighted Content which doesn’t belong to you, with the exception of blog content, in which case you may post such Content with explicit mention of the author’s name and a link to the source of the Content;
10. With the exception of accessing RSS feeds, you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Additionally, you agree that you will not: (i) take any action that imposes or might impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure; (ii) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (iii) bypass any measures we may use to prevent or restrict access to the Site;
11. To promote or sell Content of the site or any of its contents;
12. To advertise or perform any commercial, religious, political or non-commercial solicitation, including, but not limited to, the solicitation of users of this Site to become users of other on- or offline services directly or indirectly competitive or potentially competitive with chibz.com;
13. To interfere with or attempt to interfere with the proper working of the site
14. To sell or otherwise transfer your profile; or
15. To attempt to restrict another user from using or enjoying the Services or to encourage or facilitate violations of these Terms of Use or the Privacy Policy.

Intellectual Property Rights
Unless you are advised otherwise, everything you see or read on the Site is subject to copyright, trade mark or other forms of legal protection owned by or licensed by third parties to chibz.com. Content may not be used except as provided in these Terms or in the text of the Site without the written permission of Mouth Publicity Inc.

Images displayed on the Site are either the property of, or used with permission by, Mouth Publicity Inc. Use of these images by you, or anyone authorized by you, is prohibited unless specifically permitted by these Terms or specific permission provided elsewhere on the Site. Any unauthorized use of such images or other Content may violate the law.

The trademarks and logos (collectively the “Trademarks”) displayed on the Site are registered and unregistered Trademarks. Nothing contained in the Site gives you permission to use these Trademarks, and your use of the Trademarks is strictly prohibited. Mouth Publicity Inc. reserves the right to enforce its intellectual property rights where applicable.

Institution Specific Terms of Use
A. Registration & “My Account”
In order to be an Institution on the Chibz.com, you will need to first register an on-line account with Chibz.com. You will have to create a username and password and to provide registration information, including a valid e-mail address. By creating an account with Chibz.com, you are agreeing to receive e-mail communications from Chibz.com at the e-mail address you specify.
You may not use as a username the name of another person or entity [or] that is not lawfully available for use, a name or trade mark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.
You are responsible for maintaining the confidentiality of your password and are solely responsible for all activities resulting from the use of your password and conducted through your Chibz.com account.
If you are a business, government, or non-profit entity, the person whose e-mail address is associated with the account at the time of registration must have the authority to bind you to this Agreement.

B. Representations and Warranties
Institutions represents and warrants that: (a) Institution has the right, power and authority to enter into this Agreement; (b) Institution, if required by applicable law, is registered for sales and use tax collection purposes in all jurisdictions in which Institution’s services will be provide (c) Institution owns all right, title and interest in the Institution IP (as defined herein) and has the right to grant licenses in the Institution IP as stated in this Agreement; (d) the Institution IP does not and will not violate any copyright, trademark, or other intellectual property right or right of privacy or publicity of any third party; (e) Institution holds all necessary regulatory documents and authorization documents, if any, required to make any Institution Offering and provide the services described therein; (f) Institution will not resell, broker or otherwise disclose any Customer Data (as defined below) to any third party, in whole or in part, for any purpose whatsoever, and Institution will not copy or otherwise reproduce any User.

C. Intellectual Property Rights
Institution agrees and acknowledges that Mouth Publicity Inc. owns all right, title, and interest in the Chibz.com Website, Mouth Publicity trademarks, and any software, technology or tools used by Chibz.com to promote, market, sell, generate content (collectively the "Mouth Publicity IP"). Institution shall not rent, lease, sublicense, distribute, transfer, copy, reproduce, download, display, modify or timeshare the Mouth Publicity IP or any portion thereof, or use such Mouth Publicity IP as a component of or a base for goods or services prepared for commercial sale, sublicense, lease, access or distribution. Institution shall not prepare any derivative work based on the Mouth Publicity IP. Institution shall not translate, reverse engineer, decompile or disassemble the Mouth Publicity IP.

Institution grants to Mouth Publicity a non-exclusive worldwide license and right to use, reproduce, display, distribute and transmit the Institution’s name, logo and any trademarks and any photographs, graphics, artwork, text and other content provided or specified by Institution ("Institution IP") in connection with chibz.com, in any and all media, formats or platforms in which chibz.com is marketed, promoted, transmitted, including but not limited to on the chibz.com Website.

G. Customer Data Restrictions
a. “Customer Data” means any and all identifiable information about purchasers generated or collected by chibz.com or Institution, including, but not limited to, student name, addresses, email addresses, phone numbers, and student preferences and tendencies.
b. Institution may use Customer Data for the sole purpose of fulfilling its service obligations in connection with the Institution Offering pursuant to this Agreement. Institution expressly agrees that any Customer Data that may be provided hereunder is being provided solely to fulfil its service obligations and may not be used to enhance a file or list owned by Institution, or any third party. Institution represents warrants and covenants that it will not resell, broker or otherwise disclose any Customer Data to any third party, in whole or in part, for any purpose whatsoever. Institution agrees that it will not copy or otherwise reproduce any Student Data other than for the purpose of fulfilling its service obligations. If Institution engages any third party to facilitate its service obligations hereunder, Institution shall ensure that such third party implements and complies with reasonable security measures in handling any Student Data. If any Student Data is collected directly by Institution or a third party engaged by Institution to facilitate its service obligations hereunder, Institution shall ensure that it or such third party adopts posts and processes the Student Data in conformity with its posted privacy policy.
c. For purposes of this Agreement, the restrictions set forth herein on Institution ‘s use of Student Data do not apply to: (a) data from any customer who is already a student of Institution prior to the effective date of this Agreement, to the extent such data was previously provided to Institution by such student independent of this Agreement or any transaction hereunder; or (b) data supplied by a student directly to Institution who becomes a student of Institution in connection with such customer explicitly opting in to receive communications from Institution for the purposes for which such Student Data will be used by Institution; provided that Institution handles and uses such Student Data in compliance with applicable Laws and Institution‘s posted privacy policy.

Copyright Complaints
Mouth Publicity respects the intellectual property rights of others. It is our policy to respond promptly to any claim that Content posted on the Site infringes the copyright or other intellectual property right (“Infringement”) of any person. Mouth Publicity will use reasonable efforts to investigate notices of alleged Infringement and will take appropriate action under applicable intellectual property law and these Terms where it believes an Infringement has taken place, including removing or disabling access to the Content claimed to be infringing and/or terminating user accounts and access to the Site.
To notify Mouth Publicity of a possible Infringement you must submit your notice in writing to the attention of “Copyright Infringement”, care of copyright@chibz.com, and include in your notice a detailed description of the alleged Infringement sufficient to enable Mouth Publicity to make a reasonable determination. Please note that you may be held accountable for damages (including costs and attorneys’ fees) for misrepresenting that any Content is infringing your copyright.
If we remove or disable access to Content in response to a notice of Infringement, we will make reasonable attempts to contact the user who posted the affected Content. If you feel that your Content is not infringing, you may provide Mouth Publicity Inc. with a counter notice in writing to the attention of “Copyright Infringement Counter Notification” at copyright@chibz.com. You must include in your counter notice sufficient information to enable Mouth Publicity Inc. to make a reasonable determination. Please note that you may be held accountable for damages (including costs and attorneys’ fees) if you materially misrepresent that your Content is not infringing the copyrights of others. If you are uncertain whether an activity constitutes Infringement, we recommended that you seek independent legal advice.

Links
The Services may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Mouth Publicity Inc. has no control over such sites and resources, you acknowledge and agree that Mouth Publicity Inc. is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Mouth Publicity 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 use of or reliance on any such content or goods or services available on or through any such site or resource.

Release and Indemnity
You hereby expressly and irrevocably release and forever discharge Mouth Publicity, its affiliated and associated companies, and their respective directors, officers, employees, agents, representatives, independent and dependent contractors, licensees, successors and assigns of and from any and all actions, causes of action, suits, proceedings, liability, debts, judgments, claims and demands whatsoever in law or equity which you ever had, now have, or hereafter can, shall or may have, for or by reason of, or arising directly or indirectly out of your use of the Site and the Services.

Limitation of Liability
In no event shall Mouth Publicity Inc. be liable under contract, tort, strict liability, negligence or other Legal theory with respect to the Site, the Services or any Content (i) for any lost profits or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, (ii) to provide substitute goods or services (however arising), or (iii) for any direct damages in excess of (in the aggregate) US$100.

Disclaimer of Warranties
THIS SITE, ITS CONTENT, AND ANY ASSOCIATED SERVICES ARE PROVIDED BY THE MOUTH PUBLICITY INC. ON AN "AS IS" AND "AS AVAILABLE" BASIS. MOUTH PUBLICITY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS SITE, TO THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS INCLUDED ON THIS SITE, OR TO THE FUNCTIONALITY OF ANY SERVICES ASSOCIATED THEREWITH. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, MOUTH PUBLICITY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OF WORKMANLIKE EFFORT, OF SUITABILITY, AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF CONTENT, OR OF NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING THROUGH COURSE OF DEALING OR USAGE OR TRADE. FURTHER, MOUTH PUBLICITY MAKES NO REPRESENTATIONS OR WARRANTIES THAT THIS SITE AND/OR ITS CONTENTS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. MOUTH PUBLICITY IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT, PHOTOGRAPHY OR ANY OTHER CONTENTS ON THIS SITE.
BY USING CHIBZ.COM SITE, YOU ACKNOWLEDGE THAT YOUR USE OF THE SITE, INCLUDING YOUR USE OF ANY AND ALL ASSOCIATED CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, AND ANY ASSOCIATED SERVICES IS SOLELY AT YOUR OWN RISK. MOUTH PUBLICITY DOES NOT WARRANT OR GUARANTEE THAT ITS SITE, SERVERS OR E-MAILS SENT BY OR ON BEHALF OF MOUTH PUBLICITY ARE FREE OF VIRUSES, WORMS OR OTHER HARMFUL COMPONENTS. FURTHER, MOUTH PUBLICITY DOES NOT GUARANTEE THE CONTINUOUS, UNINTERRUPTED AND ERROR-FREE OPERATION OF ITS SITE, NOR THAT ALL COMMUNICATIONS BETWEEN YOU AND MOUTH PUBLICITY, OR BETWEEN YOU AND ANY OTHER USER OF THE SITE, WILL BE SECURE FROM ACCESS OR INTERFERENCE BY THIRD PARTIES.

Remedy
You agree that if you are dissatisfied with the site or any services offered in connection with the site, if you do not agree with any part of this Agreement, or you have any other dispute or claim with or against MOUTH PUBLICITY with respect to this Agreement or the site, your sole and exclusive remedy is to discontinue using the site and any services offered in connection with the site.

Miscellaneous
No agency, partnership, joint venture, or employment is created as a result of the Terms and you have no authority of any kind to bind Mouth Publicity in any respect whatsoever. The failure of any party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. Mouth Publicity shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Mouth Publicity’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including “line-noise” interference). Mouth Publicity may transfer, assign or delegate the Terms and its rights and obligations without consent.

Governing Law and Resolution of Disputes
The Terms shall be governed by and construed in accordance with the laws of Ontario, Canada, as if made within Ontario between two residents thereof, and the parties submit to the exclusive jurisdiction of Ontario courts. We have required that these Terms and Conditions and all documents relating thereto be drawn up in English. Nous avons demandé que cette convention ainsi que tous les documents qui s'y rattachent sont rédigés en anglais.

Interpretation
The division of these Terms and Conditions into sections and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of these Terms and Conditions. In these Terms and Conditions, words importing the singular number include the plural and vice versa, word importing gender include all genders; and words importing persons include individuals, sole proprietors, partnerships, corporations, trusts and unincorporated associations. All references to money amounts in these Terms and Conditions, unless otherwise specified, are in Canadian dollars.

Entire Agreement
These Terms and Conditions, as they may be amended from time to time in accordance with the provisions of these Terms and Conditions, and any and all other legal notices and policies on this Site, constitute the entire agreement between you and Mouth Publicity with respect to the use of this Site and the Services and Content.

Waiver
No waiver of any of the provisions of these Terms and Conditions shall be deemed to be or shall constitute a waiver of any other provision (whether or not similar) nor shall such waiver constitute a continuing waiver unless otherwise expressly provided.

Severability
Any provision of these Terms and Conditions which is held by a court of competent jurisdiction to be illegal, invalid or unenforceable in such jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability and shall otherwise be enforced to the maximum extent permitted by law, all without affecting the remaining provisions of these Terms and Conditions or affecting the legality, validity or enforceability of such provision in any other jurisdiction.

Privacy Policy
Registration Data and certain other information about you are subject to our Privacy Policy. For more information, see our full privacy policy at http://www.chibz.com/privacy.php. You understand that through your use of the Services you consent to the collection, use and disclosure of this information, only as permitted by the Privacy Policy and its affiliates in order to provide the Services to you.