Welcome to Passportal (the "Site"), an online password management service (the "Service" or "Services") offered by Passportal Inc. ("Passportal," "we," "us," or "our"). By visiting our Site or utilizing the Service, you agree you understand and agree to be bound by the following Terms & Conditions ("TACs"). These TACs are a legally binding Agreement between each user of the Site or Service and Passportal including you and us. Please note that users of the Passportal Online Password Management service, are also bound by the Passportal User Agreement. The TACs are as follows:
What you may and may not do:
You must be 18 years or older to use this Service.
You are responsible for any activity that occurs under your User ID or any other form of online identification.
You shall not abuse, harass, threaten, impersonate, or intimidate other Passportal users while visiting our Site or utilizing the Service.
You shall not use our Site and our Service for any illegal or unauthorized purpose. International users agree to comply with all local laws including but without limitation to privacy, online conduct and acceptable content, data security and encryption, intellectual property, export control in your respective jurisdictions.
You shall not modify, adapt, or hack into this Site or modify another website so as to falsely imply that it is associated with Passportal.
You shall not transmit any worms or viruses or any code of a destructive nature.
What rights we can exercise
We reserve the right to modify or terminate the Site or the Service or both for any reason, without notice, at any time. We may but are not obligated to use commercially reasonable efforts to send advance notice to our registered users if such termination of the Site or its Service occurs.
We reserve the right to alter the TACs at any time. If the alternation is material, we may but are not obligated to notify you via Internet email if you have left us your email address with such preference selected. What constitutes a "material change" will be determined at our sole discretion, in good faith, and using common sense and reasonable judgment. In any event all changes to the TACs are valid and binding upon you upon being posted at the Site and we encourage you to periodically review same to see if there have been any changes that are binding upon you and your visiting the Site and use of the Service.
We reserve the right to refuse use of the Service to anyone for any reason at any time.
We reserve the right to reclaim user names on behalf of businesses or individuals that hold legal claim or trademark on those user names.
You must pay all charges associated with your Passportal account and use of the Service and in so doing:
All payments with respect to the use of your Passportal account for Services must be made by you through a medium of payment acceptable to us and as provided by us from time to time; which currently is through and processed via Stripe payment gateway. As between you and us, you and not us are responsible for paying any amounts for Services billed to you by a third party who had access to your Passportal account or authorized form of payment whether or not such amounts were authorized by you. You agree to pay all fees and charges incurred in connection with the Services provided to you (including any applicable taxes) at the rates in effect when the charges were incurred. If Passportal does not receive payment from any authorized payment provider of yours or its agent, you agree to pay all amounts due upon demand by Passportal.
We reserve the right to modify pricing for the Site or Service for any reason, at any time. We will use commercially reasonable efforts to send advance notice to our registered users if such a pricing change occurs.
DISCLAIMER OF WARRANTY
WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. WE DO NOT MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICE INCLUDING BUT NOT LIMITED TO ANY PRODUCTS OR SERVICES PROVIDED THROUGH PASSPORTAL BY ANY OF PASSPORTAL'S THIRD-PARTY PARTNERS, SUPPLIERS, OR SERVICE PROVIDERS.
LIMITATION OF LIABILITY
THE ENTIRE RISK ARISING OUT OF THE USE AND/OR PERFORMANCE OF THE SERVICES IS WITH YOU. IN NO EVENT SHALL PASSPORTAL OR ITS LICENSORS OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE ANY SERVICE, EVEN IF PASSPORTAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME PROVINCES/STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU, BUT THEY SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You hereby agree to indemnify, defend, and hold Passportal and all of our officers, directors, owners, agents, information providers, affiliates, and licensors (collectively, the "Passportal Parties") harmless from and against any and all liability, losses, costs, and expenses (including attorneys' fees) incurred by any Passportal Party in connection with any claim arising out of any use or alleged use of your account or password by any person other than us, whether or not authorized by you. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case you agree to cooperate with our defense of such claim. Passportal's licensors are intended beneficiaries of this Agreement and shall have the right to enforce this agreement against you.
You consent to the exclusive jurisdiction of the provincial and federal courts sitting in the City of Calgary, in the Province of Alberta. If either Passportal or you employs any lawyers or attorneys to enforce any rights arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs.
No delay or failure to take action under this Agreement shall constitute any waiver by Passportal of any provision of this Agreement. If any provision of this Agreement is invalid or unenforceable under applicable law, it is, to that extent, deemed omitted and the remaining provisions will continue in full force and effect. This Agreement will bind and inure to the benefit of each party's permitted successors and assigns. This Agreement is personal to you and may not be transferred, assigned or delegated to anyone. Any attempt by you to assign, transfer or delegate this Agreement shall be null and void. This Agreement (including all documents expressly incorporated herein by reference) constitutes the complete and exclusive agreement between Passportal and you with respect to the subject matter hereof and supersedes all prior oral or written understandings, communications or agreements not specifically incorporated herein.
Violation of any of the terms under these TACs will result in the termination of your access to this Site and termination of any right to use the Service without refund of any kind. You also acknowledge and agree that you will be bound to the Passportal User Agreement if you choose to become a registered member of our Service. In the event there is a conflict between the User Agreement and these TACs, the provisions in the User Agreement will prevail.
Passportal™ is a trademark of Passportal Inc.