Terms and Conditions

1.0 Spartan Network’s User Agreement

Thank you for using the Spartan Network service! This page contains the Terms and Conditions of Use (the "User Agreement") and a reference to Spartan Network’ Privacy Policy (the User Agreement and Privacy Policy, together are referred to as the “Terms of Service”) governing your use of (a) the Spartan Network website located at www.spartannetwork.ca and any subdomain thereof (collectively, the "Site"), (b) any web-based services made available to you by or on behalf of Spartan Network via the Site, and (c) all data, text, graphics, sound or video clips, flash animations, user interfaces, visual interfaces, trademarks, logos, and computer code, whether on the Site or in a Web-based Offering (collectively, the "Content"), including but not limited to the design, structure, selection, coordination, "look and feel" and arrangement of such Content. The Site, Web-based Offerings and the Content (collectively or any part thereof, the "Service") are the property of Spartan Network and our licensors, and are protected by applicable intellectual property rights. By clicking the "I accept" or similar button and/or using, downloading or accessing the Service, you are unconditionally consenting to be bound by and are becoming a party to this agreement either for yourself or, if you are using, downloading, or accessing the service on behalf of your employer or another entity, you are accepting on behalf of your employer or another entity, and you represent and warrant that you have the full legal authority to bind your employer or such entity to these terms and conditions. If you do not have such legal authority, or you do not agree with this Agreement, you must press the "I do not accept" or similar button when prompted and you may not use or access the Service.

1.1. Revisions

Spartan Network reserves the right, at its sole discretion, to change, modify, add or remove portions of these User Agreement and the Privacy Policy at any time. The most current version of the User Agreement may be found at https://spartannetwork.ca/terms (or such successor URL as Spartan Network may provide). You should visit this page periodically to review the most current User Agreement, because you are bound by them. The most current version of the Privacy Policy may be found at https://spartannetwork.ca/privacy (or such successor URL as Spartan Network may provide). Your continued use of the Service indicates your acceptance and agreement to the changes. As long as you comply with this Agreement, Spartan Network grants you a personal, non-exclusive, non-transferable, limited privilege to enter the Site and use the Service. The terms of this Agreement will govern any updates provided to you by Spartan Network that replace and/or supplement the original Web-based Offering, or any other portion of the Service, unless such upgrade is accompanied by a revised agreement, in which case the terms of that revised agreement will govern.

1.2. Personal, Internal Business or Limited Commercial Use Only

Except as otherwise set forth herein, the Service is made available to you for: a) your personal use; b) your internal business use. If you want to make any other commercial use of the Service, including but not limited to selling, distributing or providing access to the Service for payment, you must enter into a written agreement with Spartan Network or obtain Spartan Network' written permission in advance. If you are asked to register for the Service, you must provide complete and accurate identification, contact, and other information required as part of the registration process, and accurately and promptly update that information if it changes. Spartan Network reserves the right, in its sole discretion, to refuse or discontinue participation or access to any or all of the Service to any user or member at any time. Except as expressly provided in these User Agreement, no part of the Service and no part of the Site may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way (including "mirroring" and "framing") to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without Spartan Network' express prior written consent. At Spartan Network we are constantly innovating to provide the best possible experience for our members. As part of this on-going innovation, we may from time-to-time stop (permanently or temporarily) providing the Service or any part thereof, without notice. You may stop using the Service at any time and are under no obligation to inform Spartan Network when you stop using the Service. You acknowledge and agree that if Spartan Network disables access to your account, you may be prevented from accessing the Service, your account details or any files or other content contained in your account.

1.3. Restrictions and Prohibited Actions

The Service is intended for the use described above and in any documentation provided by Spartan Network in connection with the applicable portion of the Service only and may not be used in connection with any other commercial endeavors except those that are specifically allowed, endorsed or approved by Spartan Network. Except for distributions for the use described above, you may not distribute or otherwise commercially exploit or make available to any third party the Service, or any part thereof, in any way (e.g., rent, lease, lend, sell, redistribute or sublicense the Service or access to the Service). You may not access the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes. You may not change, reorganize, modify, copy, reverse engineer, decompile, disassemble, attempt to derive the source code of, or create derivative works from the Service, any updates, or any part thereof for any purpose, including in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, (c) remove, change or replace any Spartan Network' trademarks, logos, copyrights or any other branding elements, (d) modify, hide, obscure, disable or otherwise render inoperable any portion of the user interface including, but not limited to, the display of advertisements and promotions within the Service, or (e) copy any ideas, features, functions or graphics of the Service. You may not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Service, or in any way reproduce or circumvent the navigational structure or presentation of the Service to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Service. You may not attempt to gain unauthorized access to any portion or feature of the Service, or any other systems or networks connected to the Service or to any Spartan Network server, or to any of the services offered on or through the Service, by hacking, password "mining" or any other illegitimate means. You may not harvest or collect usernames, email addresses or any other member identifying information by electronic or other means for the purpose of sending unsolicited email or other communications. Unauthorized commercial advertisements, affiliate links, and other forms of solicitation may be removed from member profiles and or community postings without notice and may result in termination of member privileges. You may not probe, scan or test the vulnerability of the Service or any network connected to the Service, nor breach the security or authentication measures of the Service or any network connected to the Service. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor of the Service, including any Spartan Network account not owned by you, to its source, or exploit the Service or any service or information made available or offered by or through the Service, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Service. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any transaction being conducted on the Service, or with any other person's use of the Service. You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to Spartan Network on or through the Service or any service offered on or through the Service. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity. You may not use the Service or any Content for any purpose that is unlawful or prohibited by these User Agreement, or to solicit the performance of any illegal activity or other activity which infringes the rights of Spartan Network or others. If you breach these restrictions, or otherwise exceed the scope of the licenses or other rights granted herein, then you may be subject to prosecution and damages, as well as liability for infringement of intellectual property rights.

1.4. Account information and Security

Access to and use of portions of the Service may require you to create a profile. To create a profile, you must provide your first name, last name a valid email address as a Spartan Network username. You are entirely responsible for maintaining the confidentiality of your account information, including your password, and for any and all activity that occurs under your account. You agree to notify Spartan Network immediately of any unauthorized use of your account or password, or any other breach of security. However, you will be responsible for losses incurred by Spartan Network or any other user of the Service due to someone else using your ID, password or account. You, not Spartan Network, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all your data, and Spartan Network shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any of this data. You shall not knowingly send or store spam, unlawful, infringing, obscene, or libelous material, or viruses, worms, Trojan horses and other harmful code. You may not use anyone else's Spartan Network username, password or account at any time without the express permission and consent of the holder of that Spartan Network username, password or account. Spartan Network cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations. By providing us with your email address, you agree to receive all required notices electronically, to that email address. Spartan Network will use this email address in accordance with our Privacy Policy which can be found at https://spartannetwork.ca/privacy. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. If you chose to create a Spartan Network user profile, or a profile page, you agree to accurately represent yourself, your background and experience, your work history and company affiliation, your certifications and areas of expertise, and any other personal or company information you chose to share. You also agree not to impersonate any person, company or entity, or falsely state or otherwise misrepresent yourself, your age or your affiliation with any person, company or entity.

1.5. Intellectual Property Ownership

You acknowledge that Spartan Network (and its licensors, where applicable) own all right, title and interest in and to the Service, portions thereof, or software or content provided through or in conjunction with the Service, including without limitation, all Intellectual Property Rights in and to the Service and any protectable suggestions, ideas, enhancements, requests, feedback and recommendations or other information provided by you or any other party relating to the Service. "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. You agree not to (and agree not to allow third parties to) modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Service, or to extract significant portions of Service's files for use in other applications. You also agree to (and will require third parties to) not remove, obscure, or alter Spartan Network' or any third party's copyright notice, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Service.

1.6. User Content

You are solely responsible for the photos, profiles, messages, notes, text, information, video, and other content that you upload, submit, share or display (hereinafter, "post") on or through the Service, or transmit to or share with other members (collectively the "User Content"). You understand and agree that Spartan Network may, but is not obligated to, review and delete or remove (without notice) any User Content in its sole discretion, including without limitation User Content that in Spartan Network' sole judgment violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of members, users or others. By posting User Content to any part of the Service, you automatically hereby grant, and you represent and warrant that you have the right to grant, to Spartan Network an irrevocable, perpetual, non-exclusive, transferable, royalty-free, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Service or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. You also hereby grant each member or user a non-exclusive license to access the User Content you post through the Service, and to use, reproduce, distribute, prepare derivative works of, display and perform such content as permitted through the functionality of the Service and the Site and under this Agreement. You may remove your User Content from the Site at any time but you acknowledge that once you have posted any User Content to the Site, other users may have retained a copy of your User Content and may still have access to those copies despite your removal of the User Content from the Site. You acknowledge that this User Content may persist in backup copies, derivative works or aggregate form for a period of time. The Service contains content created by us, by third parties, and by our users and members. This content includes, among other things, reports, comments, opinions from other professionals, projects, product applications, and white papers. It also includes information about products and services offered by parties other than Spartan Network, such as product descriptions, specifications, availability, and performance. We do not guarantee the accuracy, the integrity, or the quality of the content on the Service, and you may not rely on any of this content. Without limitation, we are not responsible for postings by users in the reports, scripts, plugins, widgets, product rating, product review, user opinion, message board, feedback or any other sections of the Service. You should not rely on such information in situations where its inaccuracy would cause you to suffer any loss (see Disclaimer of Warranties and Limitation of Liability sections below). You may not post or transmit any message which is libelous or defamatory, or which discloses private or personal matters concerning any person. You may not post or transmit any message, data, image or video that is indecent, obscene, pornographic, harassing, threatening, abusive, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense, give rise to civil liability or violate any law; or that is otherwise inappropriate. Except where expressly permitted, you may not post or transmit charity requests; petitions for signatures; franchise, distributorship, sales representative agency arrangements, or other business opportunities (including offers of employment or contracting arrangements); club memberships, chain letters, or letters relating to pyramid schemes. You may not post or transmit any advertising, promotional materials or any other solicitation of other users or members to use or buy products, goods or services except in those areas that are designated for such purpose and as expressly permitted. You may not copy or use personal identifying or business contact information about other users or members without their permission. Unsolicited e-mails, mailings, telephone calls, or other communications to individuals or companies whose contact details you obtain through the Service are prohibited. You represent, warrant and agree that no materials of any kind submitted through your account or otherwise posted or shared by you through the Service will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libelous, defamatory or otherwise unlawful material.

1.7. No Implied Rights

There are no implied licenses granted in these User Agreement. All rights not granted herein are expressly reserved by Spartan Network, our licensors or the copyright owner of any User Content.

1.8. Digital Millennium Copyright Act

Spartan Network respects the intellectual property rights of others. Infringing Content may not be posted to the Service. If you post any content that contains any intellectual property, you must be the owner of such intellectual property or have all required rights, licenses, consents, and permissions to use such intellectual property on the Service. In addition to being grounds for removal of your posting, termination of your user account, termination of your membership, and any other remedy Spartan Network may have against you, your failure to own or obtain such rights may subject you to civil and/or criminal liability. If you are a copyright owner or an agent thereof, and you believe any content submitted to and hosted on the Service infringes your copyrights, then you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”).

1.9. Grant of Right to Use Web-based Offering

Subject to the terms and conditions of and your ongoing compliance with this Agreement, Spartan Network hereby grants you a personal, limited, non-exclusive, revocable, non- transferable, non-sublicensable right during the period for which you have paid all applicable fees to permit each user for whom you have purchased a user subscription to access the applicable Web-based Offering solely for your internal business purposes. You must ensure that each of your users has agreed to and is bound by this Agreement.

1.10. Information Practices

Protecting our users’ privacy is very important to Spartan Network. As a condition of downloading and using the Service, you agree to the terms of the Spartan Network Privacy Policy, which may be updated from time to time, as expressed in the most recent version that exists at the time of your use. The most current version of the Spartan Network Privacy Policy may be found at https://spartannetwork.ca/privacy. Information collected by Spartan Network may be stored and processed in the United States or any other country in which Spartan Network, Inc. or its agents maintain facilities. By using the Service you consent to any such transfer of information outside of your country. Additionally, by using the Service, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send to the Service may be read or intercepted by others, even if there is a special notice that a particular transmission (for example, credit card information) is encrypted.

1.11. Fees and Payments

Access to Spartan Network is granted by invitation only at no charge. Access and use of portions of the Site and certain other portions of the Service may be provided at no charge. However, Spartan Network reserves the right to charge for the Service or any portion thereof, modify the pricing of, add to, or discontinue the Service or any portion thereof without prior notice.

1.12. Third Party Interactions and Links to Other Sites

This Service may contain certain third-party content, products or services and links to independent third-party websites ("Third-Party Materials"). These Third-Party Materials are provided solely as a convenience to users of the Service. Such Third-Party Materials are not under Spartan Network' control, and Spartan Network is not responsible for and does not endorse such Third-Party Materials, including any information or materials contained on such Third-Party Materials. You will need to make your own independent judgment regarding your interaction with these Third-Party Materials. Spartan Network' privacy policy is applicable only when you are using the Service. Once you choose to link to another website or use a third-party’s products or services, you should read that third-party’s terms of service and privacy statement before using the products or services or disclosing any personal information. During use of the Service, you may enter into correspondence with, submit a request for quote (pricing and availability), purchase goods and/or services from, a vendor or user, showing their goods and/or services through the Service. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third party. Spartan Network and its licensors shall have no liability, obligation or responsibility for any such correspondence, purchase, request for quote (pricing and availability) between you and any such third party. Spartan Network provides the Service to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third-party providers of ancillary software, hardware or services may require your agreement to additional or different licenses or other terms prior to your use of or access to such software, hardware or services.

1.13. Trademarks

Spartan Network, the Spartan Network Logo, and other Spartan Network' graphics, logos, tag lines, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Spartan Network in Canada and/or other countries. Spartan Network' trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without Spartan Network' prior written permission.