Welcome to the Fedmet ("Fedmet.com" or "Fedmet") Internet service (the "Service(s)"). This document explains the Terms of use and service ("TOS") for using our Service. By using our Service, you consent to this TOS and any new version of it posted since your last visit. If the Agreement is not acceptable, then please do not use our Service. This TOS was last updated on: May 12, 2005.

USING OUR SITE & SERVICE.

    Our Proprietary Rights. The name "Fedmet.com" and other names appearing herein are the trademarks or registered trademarks or common names of the Service or the respective third-party owners. You will ensure that all copyright, trademark or other proprietary rights notices appearing on any of the Content, as hereafter defined, remain intact and legible. All licenses, IF ANY, are non-exclusive.

Our Service may contain an assortment of information, data, software, images, video clips, music, links, logos and other material ("Content") that are copyright, trademark or other intellectual property of Fedmet.com and / or its third-party suppliers, its licensors and content providers, and are protected by applicable domestic and international copyright laws. The Content in this Service is copyrighted individually and as a collective work. All rights are reserved. Unless expressly permitted in writing by Fedmet.com, you shall not copy, capture, reproduce, perform, transfer, sell, license, modify, manipulate, create derivative works from or based upon, republish, upload, edit, post, transmit, publicly display, frame, link, distribute, or exploit in whole or in part the Service, the Content or Site Code, or otherwise use the Service, Content or Site Code on any other web site, other networked computer environment, or in any medium now known or hereafter developed (each, an "Unauthorized Use").

Any Unauthorized Use constitutes an infringement of the copyrights and other proprietary rights of Fedmet.com and / or its licensors and content providers and constitutes a violation of these TOS. Any violation of copyright laws may be subject to severe civil and criminal penalties.

    Linking to Our Site. You may not display our Content within a frame or border, or "deep link" or harvest Content located below our top-most URL. You will not link to our Service or Content in a manner that suggests an endorsement or affiliation between our sites. You will remove any link to our Service that we find objectionable promptly upon request.

    Our Digital Products. Our Service may offer users the ability to download digital products (the "Digital Products"). Your use of any such products and related documentation, if any, that you download from the Service will be governed by any end-user license agreement (EULA) accompanying such materials. In the absence of any such EULA, you are granted a personal, revocable, non-transferable license to install and use the digital products on a single computer in support of your own personal or non-business processes. You may not otherwise transmit, distribute or otherwise make the Digital Products available to others. As part of the download process, we may interrogate your computer solely to determine the products and versions already installed and for no other purpose. Except as stated in an EULA, all Digital Products are provided "AS-IS" and "AS AVAILABLE" with no warranties of any kind.

    Reservation of Rights. All content, communications, software applications, Digital Products, updates and features of this Service are copyrighted by the Service, its owners, suppliers or other third parties. We reserve all rights not specifically granted to you. This means permission to use the Service and related intellectual property rights will be narrowly interpreted by a court in our favor. Except as specifically authorized in this TOS, you may not store, copy, reproduce, adapt, reformat, create derivative works of, transmit, disseminate, publicly display or perform any copyrighted material from this Service. You may not reverse engineer our Service or any software obtained from it to discover its underlying design or inner workings (and you will hold in confidence for our benefit alone anything discovered in violation of this provision). If you infringe our intellectual property rights or exceed the scope of permitted use of this TOS, you agree that we could be irreparably injured and may obtain a court order without necessity of posting bond to enjoin you from further mischief.

    Our Online Product Catalog. Our online catalog offers information about tangible and/or Digital Products available for sale or license. All product information, descriptions and prices contained in our online catalog are provided in good faith but "AS-IS" and "AS-AVAILABLE" with no warranties of any kind. All orders are subject to our approval and acceptable payment methods or terms, and shall only become binding if and when accepted, and only on such terms as accepted. Fedmet reserves the absolute right to reject any orders. Prices and availability of items are subject to change at any time without notice. Prices published in the online catalog may differ from list prices and prices or special offers published through other channels. Unless otherwise noted, any price "savings" refer to discounts from list price. Final prices to be agreed upon and accepted by Fedmet. We may limit or reject sales for any reason. Stocking levels and shipping times for goods are estimates, are subject to contingencies that may be beyond our control and may be changed at any time. Prices do not include shipping, taxes or insurance. When applicable, the Return Policy varies by product and or by customer. Shipping, handling and insurance charges are not refundable. The terms of our Return Policies and any future amendments to them, are hereby incorporated by reference in their entirety into this TOS and subject to these terms. Third parties providing goods or services to you (including those advertising or providing links on our Service) may have return policies or practices that differ from our own. Please check their sites' return policy for details. We are not responsible for them.

APPLICABLE CHARGES & PAYMENT.

In the future, we may impose a pay-per-use fee or other charges for using or transacting business on our Service. When applicable, applicable fees are posted on the Service. We require timely payment of amounts due. If you fail to pay applicable fees or charges when due, we may suspend or terminate your account and access to services or features. Late payments are subject to costs of collection (including reasonable legal fees) and shall bear interest at a rate equal to the lesser of one (1) percent per month or the highest rate permitted by law.

MEMBER ACCOUNT, PASSWORD, AND SECURITY.

If any of the Services requires you to open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You also will choose a password and a user name. You are entirely responsible for maintaining the confidentiality of your password and account information. Furthermore, you are entirely responsible for any and all activities and charges that occur under your account. You agree to notify Fedmet.com immediately of any unauthorized use of your account or any breach of security. Fedmet.com will not be responsible or liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Fedmet.com or another party due to someone else using your account or password. You may not use anyone else's account at any time, without the prior written permission of the account holder. 

THIRD PARTY LINKS AND ADVERTISERS.

Content, goods or services may be offered by third parties through hotlinks or advertisements contained on our Service or through private-branded areas that are controlled by third party providers. These are offered as a convenience to you with no representations or warranties. Fedmet has no control over and do not endorse third party content, goods or services. We act as a distributor and not as a republisher of third party content and not as an advertising channel for third party goods and services. Third party providers may change, add or discontinue their content or offerings at any time without notice. They may impose additional or different conditions on your use of their content or services (please read any additional terms that may be posted by such providers). WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES REGARDING CONTENT, GOODS OR SERVICES YOU OBTAIN FROM THIRD PARTY PROVIDERS. YOU WILL LOOK SOLELY TO THE THIRD PARTY PROVIDER FOR ALL CLAIMS REGARDING SUCH MATTERS.

SYSTEM SECURITY.

We may offer secure web pages to collect certain kinds of information from users and we store certain kinds of sensitive information. When and where we deem appropriate, we follow reasonable technical and management practices to help protect the confidentiality, security and integrity of data stored on our system. While no computer system is completely secure, we believe the measures implemented by our Service reduce the likelihood of security problems to a level appropriate to the type of data involved.

OUR PRIVACY POLICY.

Our Privacy Policy for this Site is posted at our main page or at numerous other web pages. The terms of that Policy, and any future amendments to it, are hereby incorporated by reference in its entirety into this TOS and subject to these terms. Third parties providing goods or services to you (including those advertising or providing links on our Service) may have privacy policies or practices that differ from our own. Please check their sites' privacy disclosures for details.

WARRANTIES & LIABILITIES.

    Warranty Disclaimer. THIS SERVICE (INCLUDING ALL INFORMATION, PRICES, CONTENT, COMMUNICATIONS, FEATURES, PRODUCTS, SOFTWARE AND SERVICES) MAY INCLUDE INACCURACIES, ERRORS AND DEFECTS AND IS PROVIDED AS-IS AND AS-AVAILABLE WITHOUT WARRANTY OF ANY KIND. ALL WARRANTIES, INCLUDING MERCHANTABILITY, QUALITY, INTEGRATION, ACCURACY, WORKMANLIKE EFFORT, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT ARE DISCLAIMED. THE SERVICE IS NOT RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR DISRUPTION OF YOUR COMMUNICATIONS, CONTENT OR TRANSACTIONS ENTERED INTO WITH THE SERVICE. THE SERVICE IS NOT RESPONSIBLE FOR ANY HARASSING, DEFAMATORY, ILLEGAL OR IMPROPER CONDUCT OR CONTENT OF THIRD PARTIES, OR FOR ANY INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS BY THIRD PARTIES.

    No Professional Relationship. THIS SERVICE DOES NOT DISPENSE PROFESSIONAL SKILL, ADVICE OR JUDGMENT OF A REGULATED OR PROFESSIONAL NATURE, INCLUDING LEGAL, MEDICAL, ACCOUNTING, FINANCIAL OR OTHER PROFESSIONAL CALLING. THE SERVICE DOES NOT PROVIDE FINANCIAL SERVICES, REAL ESTATE BROKERAGE SERVICES, SECURITY BROKERAGE SERVICES, HOME LENDING OR MORTGAGE SERVICES. NOTHING IN THIS SERVICE ESTABLISHES A PROFESSIONAL OR FIDUCIARY RELATIONSHIP WITH YOU. ALL INFORMATION, CONTENT AND COMMUNICATIONS SHOULD BE INDEPENDENTLY VERIFIED BY YOUR OWN PROFESSIONAL ADVISERS.

    Limitation of Liability. IN NO EVENT WILL THIS SERVICE OR FEDMET OR THEIR OFFICERS, EMPLOYEES, CONTRACTORS, SUB-CONTRACTORS, SUPPLIERS, AGENTS, AFFILIATES, SUBSIDIARIES, SUCCESSORS OR ASSIGNS BE LIABLE TO YOU OR ANY PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL OR OTHER DIRECT OR INDIRECT DAMAGES, AS HEREIN DEFINED, (INCLUDING WITHOUT LIMITATION, COST OF COVER), ARISING OUR OF OR IN CONNECTION WITH THIS TOS OR ANY SERVICES, CONTENT OR PRODUCT(S) SOLD OR OTHER MATERIALS PROVIDED OR AVAILABLE HEREUNDER, OR USE OF ANY OTHER LINKS OR LINKED WEBSITE(S), EVEN IF THE SERVICE OR FEDMET ARE EXPRESSLY ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER SUCH DAMAGES AROSE IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL BASIS. THE TERM "DAMAGES" INCLUDES, WITHOUT LIMITATION, ATTORNEY FEES, EXPERT FEES, ALL COSTS AND FEES OF LITIGATION, ARBITRATION OR CONFLICT RESOLUTION, ANY LOSS OF PROFITS, LOSS OF SAVINGS, LOSS OF GOODWILL, BUSINESS INTERRUPTION AND LOSS OR CORRUPTION OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM. YOU ACKNOWLEDGE THAT THE ECONOMIC TERMS OF THIS TOS REFLECT THE FOREGOING ALLOCATION OF RISK AND SUCH ALLOCATION OF RISK IS A SIGNIFICANT INDUCEMENT FOR US TO PROVIDE THE SERVICE, WEBSITE AND OTHER CONTENT, MATERIALS AND PRODUCTS. THIS LIMITATION IS A MATERIAL CONDITION TO THIS TOS, IS COMMERCIALLY REASONABLE AND HAS BEEN FACTORED INTO THE TOS AS A WHOLE.

    Indemnification. You agree to defend, indemnify and hold harmless the Service, Fedmet, and its officers, directors, owners, agents, employees, advisers and consultants, from and against any claims, actions, demands, liability, damages, losses and costs, (including legal and professional fees and costs) asserted by any third party and arising from your use of the Service, your conduct, content, communications, alleged infringement of third party intellectual property or privacy rights, or violation of this TOS.

    Limitation of Remedies. You agree that if the Service breaches this TOS, your sole and exclusive remedy will be to terminate this TOS and your relationship with the Service. This applies regardless of whether the remedy fails of its essential purpose.

    Protected Parties. THE WARRANTY DISCLAIMERS, LIABILITY LIMITS, INDEMNITIES AND RESERVATION OF RIGHTS CONTAINED IN THIS TOS PROTECT FEDMET, THE SERVICE, ITS OFFICERS, DIRECTORS, OWNERS, AGENTS, CONSULTANTS, ADVISERS, EMPLOYEES, AFFILIATES, ADVERTISERS, DISTRIBUTORS, RESELLERS, SUPPLIERS, PUBLISHERS AND PROMOTERS.

FORCE MAJEURE.

The Service is not responsible for any delay or failure in performance of the Service in whole or in part for any reason including, without limitation: fires, floods, storms, earthquakes, civil disturbances, disruption of telecommunications, transportation, utilities, services or supplies, governmental action, computer viruses, corruption of data, hacker attack, incompatible or defective equipment, software or services or otherwise. Nothing herein enlarges any warranty or diminishes any disclaimer under this TOS.

NO OUTSIDE CONTACTS.

Because of the uncertainty and lack of uniformity of laws in other jurisdictions (particularly as applied to Internet sites), it is important to agree that our Service is deemed to operate or is operating solely in Montreal, Quebec , Canada (our "Locality"). You are using the Internet as your own agent to access and use our Service from the local Internet point of presence (POP) here in our Locality and you are using the Internet or public carrier as your local agent to take delivery of any information, products or services in our Locality. This means all operations, services, deliveries, performance and contacts of our Service are deemed to occur or does occur solely in our Locality. Our Service does not submit to personal jurisdiction anywhere else and you irrevocably waive any claim to the contrary.

INJUNCTIVE RELIEF.

If you violate or exceed the scope of this TOS or infringe our proprietary rights, you agree we would be irreparably harmed and may (in addition to other relief and without having to post bond) obtain a court order enjoining you from further mischief.

GOVERNING LAW.

THIS TOS SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF QUEBEC (CANADA), WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES. YOU AGREE TO INITIATE AND MAINTAIN ANY LEGAL ACTION IN THE CITY OF MONTREAL QUEBEC CANADA AND IRREVOCABLY CONSENT TO EXCLUSIVE PERSONAL JURISDICTION AND VENUE THEREIN. YOU ARE RESPONSIBLE FOR COMPLYING WITH YOUR OWN LOCAL LAWS, WHICH MAY VARY WITH RESPECT TO CERTAIN ACTIVITIES OR PEOPLE (e.g., MINORS). You agree that Quebec Courts can hear cases involving copyright issues between us. Since we make no warranties and have limited our liabilities, you should have little reason to have a grievance with us. Should you nevertheless bring legal action against us, you irrevocably agree it will be brought and maintained within one (1) year after the claim arises or be barred. As disincentive for unwarranted litigation, you agree that if you sue us and don't win on the merits, you will pay our defense costs, including reasonable legal fees for in-house and outside counsel. If we are required to enforce this TOS or our rights, you agree it is reasonable to send you legal notices and papers by electronic mail at your stated address (we would also attempt to send you a backup copy by regular mail).

TECHNOLOGY & DATA TRANSFER.

    Technology Transfer. The transport of technology, technical data and information across national boundaries is regulated by certain governments. You agree not to directly or indirectly export or re-export any information, software or technology obtained from or through the Service that requires an export license or governmental approval without first obtaining that license or approval. This provision will survive termination of this TOS.

    European Union Residents. If you reside in the European Union (EU) or if any transfer of information between you and our Service is governed by the European Union Data Protection Directive or national laws implementing that Directive, then you consent to the transfer of such information outside of the European Union to your country and to such other countries as may be contemplated by the features and activities provided by the Service.

Prior to the transfer of restricted information to your country, you agree to inform yourself of, and comply with, all applicable laws of your country and to any or all of  your country's legal jurisdictions. You agree to indemnify the Service and Fedmet for any violation in full conformity with the indemnity provisions hereof.

U.S. GOVERNMENT RESTRICTED RIGHTS.

To the extent used by U.S. government personnel: this is a computer data base that constitutes restricted computer software and is provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the Government is subject to restrictions as set forth in the Commercial Computer Software clause at DFARS 227.7202-3 or subparagraphs (c)(1) and (2) of the Commercial Computer Software- Restricted Rights clause at 48 CFR 52.227-19, as applicable. Contractor is Fedmet Resources Corporation, 4060 St. Catherine St. West, Suite 630, Westmount, Quebec, Canada H3Z 2Z3.

RELATIONSHIP OF PARTIES.

There are no third party beneficiaries of this TOS. The parties are independent to one another and are not related by franchise, partnership, employment, joint venture or otherwise. This Service is not a party to any transaction between you and any third party advertisers or suppliers. You will look solely to the third party for all claims regarding their goods, services or information.

RIGHT TO RELY ON INSTRUCTIONS.

The Service may act in reliance upon any instruction, information, document, filing, name, email address or user password that meets the Service's automated criteria or which is believed by the Service's personnel to be genuine. For any password protected areas, the Service may assume a person entering a user name address and associated password is, in fact, that user or is authorized by that user to act on its behalf. The Service may assume the latest email addresses and registration information on file with the Service are accurate and current. When programmed to do so, the Service may take prescribed actions in the absence of receiving proper and complete contrary instructions.

CHANGES TO SERVICE.

Fedmet.com reserves the right, at its sole and absolute discretion, to change, modify, add or remove any portion of the Service, the Service Content, the TOS, and / or the Privacy Policy, in whole or in part, at any time. Changes to the TOS and Privacy Policy will be effective when posted. You agree to review the TOS and Privacy Policy periodically to become aware of any changes. Your use of the Site and Service after any changes to the TOS and / or Privacy Policy are posted will be considered acceptance of those changes and will constitute your agreement to be bound thereby.

SUBMISSIONS.

Fedmet.com invites users to make suggestions for ways that the Service can be improved. Fedmet.com does not claim ownership of the materials you provide to Fedmet.com (including feedback and suggestions) or post, upload, input or submit to the Service or its associated services for review by the general public, or by the members of any public or private community, (each a "Submission" and collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting ("Posting") your Submission you are granting Fedmet.com, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses (including, without limitation, all Fedmet.com services), including, without limitation, the license rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission, to publish your name in connection with your Submission, and the right to sublicense such rights to any supplier of the Service.

No compensation will be paud with respect to the use of your Submission, as provided herein. Fedmet.com is under no obligation to post or use any Submission you may provide and Fedmet.com may remove any Submission at any time in its sole discretion.

By Posting a Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this TOS including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

UNSOLICITED IDEA SUBMISSION POLICY.

Fedmet.com or any of its employees, officers and directors do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans or new product names. Please do not send any original creative artwork, samples, demos, or other works. The sole purpose of this policy is to avoid potential misunderstandings or disputes when Fedmet.com's products or marketing strategies might seem similar to ideas submitted to Fedmet.com. So, please do not send your unsolicited ideas to Fedmet.com or anyone at Fedmet.com. If, despite our request that you not send us your ideas and materials, you still send them, please understand that Fedmet.com makes no assurances that your ideas and materials will be treated as confidential or proprietary.

TERMINATION.

Either party may terminate this TOS in their sole discretion, at any time with or without cause and regardless of the stated registration period otherwise applicable. We reserve the right to suspend or terminate operation of this Service, or any feature of this Service, at any time upon notice. Protections afforded to us and to third parties by this TOS will survive termination. If this TOS is suspended or terminated as a result of unauthorized use or infringement of rights to Content obtained from the System, you agree that upon request, you will destroy all copies of such Content in your possession or under your control.

NO UNLAWFUL OR PROHIBITED USE.

As a condition of your use of the Service, you will not use the Service for any purpose that is unlawful or prohibited by these terms, conditions, notices and / or by law. You may not use the Service in any manner that could damage, disable, overburden, or impair any Fedmet.com server, or the network(s) connected to any Fedmet.com server, or interfere with any other party's use and enjoyment of the Service. You may not attempt to gain unauthorized access to the Service, services provided thereunder, other accounts, computer systems or networks connected to any Fedmet.com server or to any of the services, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Service.

MISCELLANEOUS.

This document reflects our entire and exclusive agreement and TOS and supersedes all other and earlier agreements and TOS regarding this subject matter, whether written or verbal. We reserve the right to change this TOS at any time by posting a new version on the Service. Your continued use of this Service after the effective date of such amendment will constitute your acceptance of it. Any other amendment to this TOS shall be in a pen-and-ink signed writing, regardless of any course of conduct or trade practice between us. This electronic document or a hardcopy duplicate in good form shall be considered an original document admissible into evidence unless the document's authenticity is genuinely placed in question. We reserve the right to assign this TOS or delegate responsibility to any third party, including a party acquiring any of our operating assets or ownership interests. All licenses or permissions granted to you by this TOS are personal in nature and may not be assigned, sublicensed or otherwise transferred and any attempt to the contrary is void.

SEVERABILITY.

If any provision of this TOS is found to be illegal or unenforceable, such provision shall automatically be deemed conformed to the minimum requirements of law and shall thereupon be given full force and effect as so modified.

In the event that any provision of the TOS shall be held unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of any remaining provisions.

WAIVER.

Waiver of any provision of this TOS in one instance shall not preclude our enforcement of it on future occasions.

HEADINGS.

Headings are for reference purposes only and have no substantive effect.

NOTICE OF COPYRIGHT INFRINGEMENT PROCEDURES.

If you believe content on our Service infringes your copyrighted work and you want the Service to take down the offending material, you will need to complete the following Notice of Copyright Infringement and mail or fax it to our Registered Agent (do not use this procedure for any other kind of communication):

Mail or Fax it to us:

    Copyright Enforcement Officer
    Fedmet Resources Inc.
    4060 St. Catherine St. West, Suite 630, Montreal, Quebec, Canada H3Z 2Z3
    Fax it to: 514 931-8378



 

    I certify under the penalty of perjury that I own or am authorized to act on behalf of the owner of the copyrighted work identified below. I believe in good faith that the copyrighted work has been used on your Service without authorization by the owner, its agents or according to law. I ask that you remove or block access to the infringing material.

    Name of Copyright Owner:
    Basis for or Registration of Copyright or Other Protected Information:
    Description of Copyrighted Work:
    Description and Location of Infringing Material:

I can be contacted as follows:

    My Name:
    My Title:
    Company:
    Address:
    Address:
    Telephone:
    Fax:
    Email:

I certify under the penalties of perjury that the foregoing is true and correct to the best of my information, knowledge and belief.

Signed:

Date: