TERMS OF USE

These Terms of Use (“TOU”) are a binding legal agreement between you (“You” or “Your”) and GVE Global Vision Inc. (“GlobalVision”) that governs Your access to and use of GlobalVision’s website (the "Website"). These Terms of Use are effective the moment You access the Website and remain in effect until terminated by either Party in accordance with these Terms of Use. By accessing or using the Website, You acknowledge that You have read and understood these Terms of Use and agree to be legally bound by them, together with GlobalVision’s Privacy Policy and its Cookies Policy (collectively, the "Agreement"), in addition to complying with all applicable laws and regulations. If You do not agree to these Terms of Use, You are not authorized to access or use the Website.

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If You are entering into these Terms of Use on behalf of a legal entity, You represent and warrant that You have the authority or power to bind that legal entity to these Terms of Use, in which case the term "You" refers to that legal entity.

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1. PRIVACY

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GlobalVision’s Personal Information and Data Management Policy (the "Privacy Policy") is available here and describes its policies and practices with respect to the processing of personal information and is incorporated herein by reference and made a part hereof. 

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2. MODIFICATIONS

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GlobalVision reserves the right to update and modify this TOU at any time. If GlobalVision makes any material changes, the updated version of this TOU will be posted on the Website and the "Last Revised" date at the top of this TOU will be updated accordingly. GlobalVision encourages You to review this TOU periodically when You visit the Website to obtain timely notice of any updates. If You do not agree with the updated TOU, You must stop using the Website immediately. Your continued use of or access to the Website following the posting of any updates or changes constitutes Your acceptance of those updates or changes. 

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GlobalVision reserves the right, at any time and in its sole discretion, to modify, suspend, or discontinue the Website or any part thereof, temporarily or permanently, without notice or liability to You.

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3. CONTENT

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For the purposes hereof, "Content" means all materials and content made available to users on the Website, including notices, guidelines, communications, text, RSS feeds, graphics, images, illustrations, audio-visual works, multimedia elements, photographs, videos, music, sound recordings, policies, documents, software, information, data and any other work, including the manner in which such content is presented.

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Third Party Content: Content accessed or made available on the Website or via the Internet may be owned by third parties ("Third Party Content") and may be protected by intellectual property rights, including copyrights, trademarks, or other proprietary rights and laws. Nothing in Your use of the Website or in this TOU grants You any rights, title or interest in any such Third Party Content, except for the right to use the Website granted to You pursuant to this TOU.

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Third Party Websites: The Website may contain links to Third Party Content on independent third party websites (“Third Party Websites”). These links are provided for information purposes only. GlobalVision is not responsible for any Third Party Content or the quality, safety, availability, completeness, accuracy, legal compliance and policies or practices of such Third Party Websites. GlobalVision does not endorse Third Party Websites and makes no representations about them or their content. If You choose to access any Third Party Websites linked to GlobalVision’s Website, You do so at Your own risk.

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No Professional Advice; No Reliance: The Content made available on the Website is provided for general informational purposes only. Nothing on the Website constitutes, or is intended to constitute, professional, legal, financial, investment, technical, or other advice. You acknowledge and agree that You are not relying on any representation, warranty, statement, or information other than as expressly set out in this TOU. You are solely responsible for evaluating the accuracy, completeness, and usefulness of any Content and for obtaining independent professional advice where appropriate.

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4. INTELLECTUAL PROPERTY AND OTHER PROPERTY RIGHTS

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GlobalVision Content: Unless expressly stated otherwise, all rights, title and interest in and to the Website and all Content (excluding Third Party Content, as defined in Section 3), URLs, domain names, source code, processes, trademarks, trade names, logos, product and service names, works or other copyrightable subject matter, whether registered or unregistered, recognized under applicable law, including (a) any improvements or modifications to any of the foregoing, and (b) any application for registration or renewal of the foregoing (collectively, "GlobalVision Content") as well as all derivatives, translations and updates of the GlobalVision Content, are the exclusive property of GlobalVision and are protected by copyright, trademark or other proprietary rights and laws. All rights not expressly granted herein are reserved by GlobalVision. GlobalVision may also use certain third party intellectual property under license; such third party intellectual property remains the property of its respective owners and does not form part of GlobalVision Content. All rights not expressly granted herein are reserved by GlobalVision.

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License: Subject to Your compliance with this TOU and any other agreement between You and GlobalVision, GlobalVision grants You, for Your personal use only, a free, limited, non-exclusive, non-transferable, and revocable license to access and use the Website and GlobalVision Content during the term of this TOU. For clarity, no license is granted to You with respect to any Third Party Content, which is subject to the terms set out in Section 3. Nothing in this TOU grants You any rights, title or interest in GlobalVision Content, except the limited right to access and/or use the Website in accordance with this TOU. You may not copy, modify, disassemble, reproduce, adapt, sell, resell, compile, or extract any GlobalVision Content, in whole or in part, by any means whatsoever, and in any medium whatsoever, existing or future, including translation of the GlobalVision Content into any other language, except as expressly permitted by this TOU. Any other use of the GlobalVision Content is strictly prohibited and constitutes a violation of applicable intellectual property laws. GlobalVision will enforce its intellectual property rights to the full extent permitted by applicable laws.

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5. ACCEPTABLE USE POLICY

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Acceptable use: You shall use the Website and its Content only for lawful purposes and in accordance with the rules set forth in this Section. If at any time You become aware of a violation of this TOU by any person or entity, You agree to notify GlobalVision immediately so that it may investigate and, if appropriate, terminate or remedy such violation.

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Prohibited uses: Without limiting the generality of the foregoing, You agree not to do or permit, directly or indirectly, any of the following in connection with the Website:
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1. publish, upload, translate, use, download, reproduce, distribute or otherwise transmit any Content that:

1. is defamatory, infringing or illegal;
2. is inappropriate, profane, degrading, obscene, indecent or contains information without appropriate or legally required access controls;
3. gives rise to civil liability or infringes on GlobalVision’s rights or helps someone else infringe on its rights or those of others, including copyright infringement, invasion of privacy, trademark infringement or defamation;
4. constitutes threats, harassment, intimidation, abuse or any conduct that infringes on the rights of others;
5. constitutes a criminal offence, or participates or assists others in the commission of a criminal offence;
6. contains a virus, ransomware, Trojan horse, worm, spyware or any other malicious program or software; or
7. is unauthorized or unsolicited commercial electronic messages, junk or bulk communications or any other type of "spam".

2. disrupt, disable or threaten the integrity, operation or security of the Website;  
3. probe, scan or test the vulnerability of the Website, breach or attempt to breach its security measures;
4. disable or circumvent any access control measures or processes or procedures in connection with the Website;
5. sublicense, share, resell, reproduce, copy, distribute, redistribute or exploit for commercial purposes any portion, use or access to the Website, unless You first obtain GlobalVision’s express permission to do so; or
6. retrieve, aggregate, collect or store personal information from third parties without their express consent.

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Automated Access: Without limiting this Section 5, You agree not to, directly or indirectly, and not to permit any third party to: 

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• use any robot, spider, crawler, scraper, or other automated means or process to access, index, collect, harvest, mine, or copy any Content or data from the Website; 
• use any automated system, including artificial intelligence or machine learning tools, to access the Website or to train, develop, or improve any artificial intelligence or machine learning model, algorithm, or system using Content obtained from the Website; or 
• bypass or circumvent any technical measures GlobalVision employs to restrict automated access to the Website. 

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This restriction applies regardless of the purpose, including but not limited to commercial, research, or non-profit purposes. 

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Remedies: You acknowledge and agree that any violation of this Section may cause irreparable harm to GlobalVision for which monetary damages may be inadequate, and that GlobalVision shall be entitled to seek injunctive or equitable relief, in addition to any other remedies available at law or in equity. Without limiting any of GlobalVision’s rights, GlobalVision may, without notice, suspend, restrict or terminate Your access to and use of the Website and take any other action it deems appropriate if, in its sole and absolute discretion, it determines or believes that You have violated any provision of this TOU.

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6. DISCLAIMER OF WARRANTIES

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TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, USE OF THE WEBSITE AND CONTENT IS PROVIDED WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND, INCLUDING AS TO THE CONNECTIVITY, PERFORMANCE, OPERATION, AVAILABILITY, RELIABILITY, TIMELINESS, SECURITY, QUALITY, CAPACITY OR ACCURACY OF THE WEBSITE AND CONTENT. GLOBALVISION SHALL NOT BE LIABLE FOR ANY DELAYS, INTERRUPTIONS, MALFUNCTIONS, FAILURES OF SERVICE OR OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET, ELECTRONIC COMMUNICATIONS, TELECOMMUNICATIONS NETWORKS OR OTHER SYSTEMS OR NETWORKS THAT ARE OPERATED BY THIRD PARTIES OR ARE BEYOND ITS REASONABLE CONTROL. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GLOBALVISION EXPRESSLY DISCLAIMS ALL CONDITIONS, WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. 

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7. LIMITATION OF LIABILITY

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TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER GLOBALVISION NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE WEBSITE OR ANY CONTENT SHALL BE LIABLE FOR DAMAGES OF ANY KIND, INCLUDING ACTUAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF CUSTOMERS, INTERRUPTION OF SERVICES, COMPUTER DAMAGES OR SYSTEM FAILURES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE AND YOUR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE, ITS CONTENT AND THE SERVICES OFFERED THEREON, EVEN IF GLOBALVISION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL GLOBALVISION’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE EXCEED CAD $100.

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THESE LIMITATIONS OF LIABILITY AND DAMAGES ARE FUNDAMENTAL ELEMENTS OF THE CONTRACT BETWEEN YOU AND GLOBALVISION. IF APPLICABLE LAW DOES NOT ALLOW ONE OR MORE OF THE LIMITATIONS SET FORTH IN THESE TERMS OF USE, THOSE SPECIFIC LIMITATIONS MAY NOT APPLY TO YOU WITHOUT AFFECTING THE REMAINDER OF THE TERMS OF USE SET OUT HEREIN.

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8. INDEMNIFICATION

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To the maximum extent permitted by applicable law, You agree to defend, indemnify and hold GlobalVision harmless from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, fees or charges (including all reasonable legal and accounting fees) arising out of or in connection with: (i) Your breach of these Terms of Use, (ii) any infringement or breach arising out of Your use of the Website and its Content, or (iii) Your violation of any law or regulation or third party right such as intellectual property or privacy rights, other than as expressly permitted hereunder.

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GlobalVision reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You. You also agree to cooperate fully and reasonably in the defense of any claim, if any.   

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9. GOVERNING LAW

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This TOU and any dispute, claim, or controversy arising out of or relating to this TOU, the Website, or any Content (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Province of Quebec and the federal laws of Canada applicable therein, without regard to conflict of law principles.

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You irrevocably submit to the exclusive jurisdiction of the courts of the Province of Quebec, sitting in the District of Montreal, and the federal courts of Canada located therein, for the resolution of any dispute arising out of or relating to this TOU or the Website.

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You expressly waive any objection to the laying of venue in such courts, including any objection based on lack of personal jurisdiction, improper venue, or forum non conveniens. You further agree not to commence or maintain any action relating to this TOU or the Website in any jurisdiction other than the courts specified above.

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To the fullest extent permitted by applicable law, You waive any right to assert that any proceeding brought in such courts has been brought in an inconvenient forum or that the venue of such proceeding is improper.

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10. GENERAL

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Severability: If any provision of this TOU is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if it cannot be so modified, shall be severed from this TOU. The invalidity, illegality, or unenforceability of any provision shall not affect the validity, legality, or enforceability of the remaining provisions of this TOU, which shall continue in full force and effect.

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Entire Agreement: This TOU, together with GlobalVision's Privacy Policy and Cookie Policy, constitutes the entire agreement between You and GlobalVision with respect to Your access to and use of the Website and supersedes all prior or contemporaneous understandings, representations, or agreements, whether written or oral, regarding such subject matter.

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No Waiver: No failure or delay by GlobalVision in exercising any right, power, or remedy under this TOU shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or remedy preclude any further exercise of that or any other right, power, or remedy. The rights and remedies provided under this TOU are cumulative and not exclusive of any rights or remedies provided by law.

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Assignment: You may not assign, transfer, or delegate any of Your rights or obligations under this TOU, in whole or in part, whether voluntarily or by operation of law, without GlobalVision's prior written consent. GlobalVision may freely assign, transfer, or delegate its rights and obligations under this TOU without notice to You, including in connection with any merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any purported assignment in violation of this provision shall be null and void. Subject to the foregoing, this TOU shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.

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Language: The parties have expressly required that this TOU and all documents and notices relating hereto be drafted in the English language. Les parties ont expressément exigé que les présentes conditions d'utilisation et tous les documents et avis y afférents soient rédigés en langue anglaise. Where GlobalVision makes this TOU available in both English and French, the English version shall prevail in the event of any discrepancy or inconsistency between the two versions.

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International Users: GlobalVision makes no representation that the Website or its Content is appropriate, available, or legally permissible for use in any jurisdiction other than Canada. If You access the Website from outside Canada, You do so at Your own risk and are solely responsible for compliance with all applicable local laws and regulations of Your jurisdiction. You represent and warrant that You are not located in, under the control of, or a national or resident of any country subject to applicable Canadian trade sanctions, embargoes, or export control restrictions, and that You are not listed on any Canadian, United States, or other applicable government list of prohibited or restricted parties. You agree not to access or use the Website in violation of any applicable export control or sanctions laws.

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Survival: The provisions of this TOU that by their nature are intended to survive termination or expiration shall so survive, including without limitation Sections 3 (Content), 4 (Intellectual Property and Other Property Rights), 6 (Disclaimer of Warranties), 7 (Limitation of Liability), 8 (Indemnification), 9 (Governing Law), and this Section (General Provisions).

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11. COPYRIGHT COMPLAINT PROCEDURE

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If You believe that any Content on the Website infringes Your copyright or other intellectual property rights, please provide written notice to GlobalVision at privacy@globalvision.co including:
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1. Identification of the copyrighted work claimed to have been infringed;
2. Identification of the allegedly infringing material and its location on the Website;
3. Your contact information;
4. A statement that You have a good faith belief that the use is not authorized;
5. A statement that the information in Your notice is accurate; and
6. Your physical or electronic signature.

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GlobalVision reserves the right to remove allegedly infringing material in its sole discretion.

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12. CONTACT US

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Any questions or comments regarding the Terms of Use or the Website, including reports of broken links, should be submitted in writing to GlobalVision’s DPO at privacy@globalvision.co.

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