Last updated: April 6, 2022
The following Roundtrip terms of use (the “Terms of Use”) govern your access to and use of the products or services provided by Roundtrip including Roundtrip's mobile device applications (collectively the “Roundtrip Application”). These Terms of Use form an agreement between Roundtrip Systems Inc. (“Roundtrip”, “us”, “we”, “our”) and you. The term “you” refers to the person or entity browsing, accessing or otherwise using the Roundtrip Application (“use” or “using” in these Terms of Use will mean any of the foregoing).
You are a Permitted User of an organization or other third party that we refer to in these Terms of Use as “Customer”. Customer has separately entered into a software-as-a-service terms of service with us (the “Roundtrip Terms of Service”) that permits Customer to access, and provide its personnel with access, to the Roundtrip Application (each individual granted access to the Roundtrip Application, including you, is a “Permitted User”). The Roundtrip Terms of Service contains our commitment to deliver the Roundtrip Application to Customer, who may then obtain user accounts for each individual Permitted User.
BY ACCESSING AND USING THE ROUNDTRIP APPLICATION, YOU: (A) REPRESENT AND WARRANT THAT: (I) YOU HAVE REACHED THE AGE OF MAJORITY IN YOUR JURISDICTION OF RESIDENCE; (II) YOU HAVE THE CAPACITY TO ENTER INTO BINDING OBLIGATIONS; AND (III) ALL INFORMATION SUPPLIED BY YOU TO US THROUGH THE ROUNDTRIP APPLICATION IS TRUE, ACCURATE , CURRENT AND COMPLETE; AND (B) AGREE TO BE BOUND BY AND COMPLY WITH THESE TERMS OF USE, AS UPDATED FROM TIME TO TIME IN ACCORDANCE WITH SECTION 1. IF YOU DO NOT ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF USE, YOU WILL IMMEDIATELY CEASE ANY FURTHER USE OF THE ROUNDTRIP APPLICATION. IF YOU ARE USING THE ROUNDTRIP APPLICATION ON BEHALF OF ANOTHER PERSON, YOU HEREBY REPRESENT AND WARRANT TO ROUNDTRIP THAT YOU HAVE THE AUTHORITY TO BIND SUCH PERSON TO THESE TERMS OF USE.
Subject to the terms and usage rules set forth in the Shopify Inc. ( Shopify Inc. together with all of its affiliates, “Shopify”) terms of service, the Apple Inc. (Apple Inc. together with all of its affiliates, “Apple”) App Store terms of service and the Google Inc. (Google Inc. together with all of its affiliates, “Google”) Google Play terms and conditions or other app stores applicable to the mobile device used to access the Roundtrip Application (collectively, the “Usage Rules”), Roundtrip grants you a limited, non-exclusive, non sublicensable, non-transferable and revocable licence (the “Licence”) to use the Roundtrip Application, including downloading and installing the Roundtrip Application, on any Apple-branded products running the iOS mobile operating system (including but not limited to iPad, iPhone, and iPod Touch devices) (“iOS Devices”) or products running the Google Android operating system (“Android Device”), that you own or control (collectively, “Device” or “Devices”) and as permitted by the Usage Rules. The Roundtrip Application is licensed to you, by Roundtrip, whether provided to you directly by Roundtrip, made available through the Apple App Store, Google Play Store or on the web. The term “Roundtrip” includes both Roundtrip and each reseller or distributor through which Roundtrip may supply the Roundtrip Application to you. Your Licence is subject to your prior acceptance of this Terms of Use. Roundtrip reserves all rights in and to the Roundtrip Application not expressly granted to you under this Terms of Use. You acknowledge and agree that (i) neither Apple nor Google are parties to this Terms of Use; (ii) Roundtrip is solely responsible for the Roundtrip Application; and (iii) your use of the Roundtrip Application is subject to Roundtrip's privacy policy which can be accessed at roundtrip.ai/privacy (“Privacy Policy”).
When you submit data, files, content, Personal Information or information to the Roundtrip Application (“Customer Data”), you acknowledge and agree that the Customer Data is owned by Customer and the Customer retains control over that Customer Data. We have a license to use such Customer Data as provided in the Roundtrip Terms of Service.
All rights, title and interest, including intellectual property rights, in the Roundtrip Application and all other materials provided by us hereunder, and any update, adaptation, translation, customization or derivative work thereof, will remain with us (or our third-party suppliers, if applicable). The Roundtrip Application and all materials provided by us hereunder are made available or licensed and not “sold” to you. All rights not expressly granted to you in these Terms of Use are reserved.
To access certain features of the Roundtrip Application, you may be required to successfully sign up for user credentials using the available interfaces of the Roundtrip Application (the “User ID”). If you are issued with a User ID, you will keep your User ID secure and will not share your User ID with anyone else. We reserve the right to disable any User ID issued to you at any time in our sole discretion. If we disable access to a User ID issued to you, you may be prevented from accessing the Roundtrip Application.
You agree to:
You will not use the Roundtrip Application in violation of these Terms of Use or of any applicable law. You will not, without our prior written permission, use the Roundtrip Application for any purpose other than to access the franchise disclosure and contract management services provided there. Without limiting the generality of the foregoing, you will not (and will not attempt to) directly or indirectly:
The Roundtrip Application may provide links or access to third party content, websites, or services. Likewise, we may allow you to access the Roundtrip Application from third party systems. Roundtrip does not endorse any third-party content, websites, services, or systems, or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability, or fitness for any purpose. Third party content, websites, services, or systems are not under Roundtrip's control, and if you choose to access any such content, websites, or services, or to access the Roundtrip Application from such systems, you do so entirely at your own risk. You acknowledge that you may be required to accept terms of use applicable to third party content, websites, services, or systems and agree to accept and comply with any such terms of use.
You acknowledge that any support services for the Roundtrip Application, if any, will be provided by Roundtrip pursuant to the Roundtrip Terms of Service and that neither Apple nor Google will have any obligation whatsoever to furnish any such services for the Roundtrip Application.
These Terms of Use relate to the Roundtrip Application only. These Terms of Use do not alter in any way the terms or conditions of any other agreement that may apply to your use of the Roundtrip Application, including the Roundtrip Terms of Service.
The downloading and viewing of content and use of the Roundtrip Application are done at your own risk. We do not guarantee or warrant that the Roundtrip Application is compatible with your computer system or that the Roundtrip Application, or any links from the Roundtrip Application, will be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Roundtrip Application.
You are prohibited from attempting to circumvent and from violating the security of the Roundtrip Application including without limitation: (a) accessing content that is not intended for you; (b) attempting to breach or breaching Roundtrip Application security or authentication measures; (c) restricting, disrupting or disabling service to Roundtrip Application users, hosts, servers or networks by any means, or (d) otherwise attempting to interfere with the proper working of the Roundtrip Application, including but not limited to by introducing any material that is malicious or technologically harmful.
We do not guarantee the confidentiality of any communications made by you through the Roundtrip Application. We do not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Roundtrip Application.
THE LAWS OF CERTAIN JURISDICTIONS, INCLUDING QUEBEC, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, CONDITIONS OR REPRESENTATIONS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS IN THESE TERMS OF USE (INCLUDING THE FOLLOWING DISCLAIMERS) MAY NOT APPLY AND YOU MAY HAVE ADDITIONAL RIGHTS.
YOU ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT THE ROUNDTRIP PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE ROUNDTRIP PLATFORM WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, COMPATIBILITY, TITLE, SECURITY, RELIABILITY, COMPLETENESS, QUIET ENJOYMENT, ACCURACY, RELIABILITY, CURRENCY, TIMELINESS, QUALITY, INTEGRATION, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, OR THAT THE ROUNDTRIP PLATFORM IS OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ROUNDTRIP BE LIABLE TO YOU OR ANY PERSON FOR ANY: (I) SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; (II) LOST OR LOSS OF (1) SAVINGS, (2) PROFIT, (3) USE, OR (4) GOODWILL; (III) BUSINESS INTERRUPTION; (IV) COSTS FOR THE PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES; (V) PERSONAL INJURY OR DEATH; OR (VI) PERSONAL OR PROPERTY DAMAGE ARISING OUT OF OR IN ANY WAY CONNECTED TO THESE TERMS OF USE, REGARDLESS OF CAUSE OF ACTION OR THE THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR GROSS NEGLIGENCE), OR OTHERWISE, AND EVEN IF NOTIFIED IN ADVANCE OF THE POSSIBILITIES OF SUCH DAMAGES.
FOR ANY OTHER DAMAGES, OR TO THE EXTENT THAT THE FOREGOING LIMITATION IS NOT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL AGGREGATE LIABILITY OF ROUNDTRIP IN CONNECTION WITH OR UNDER THESE TERMS OF USE, OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE ROUNDTRIP PLATFORM EXCEED $100 CAD. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS OF USE WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.
ANY REMEDIES AVAILABLE WITH REGARD TO THE ROUNDTRIP PLATFORM ARE AS SET OUT IN THE ROUNDTRIP TERMS OF SERVICE.
You will defend, indemnify and hold harmless us, our affiliates and service providers, and each of their and our respective officers, directors, employees, agents, and any licensees, successors and assigns from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including reasonable legal and accounting fees, arising out of or in connection with:
Roundtrip makes no representation that the Roundtrip Application is suitable for use in locations outside Canada. This Roundtrip Application is not intended for use in any jurisdiction where its use is not permitted. If you access the Roundtrip Application from outside Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.
If you have any questions or comments regarding these Terms of Use, please contact us at info@roundtrip.ai.