TERMS AND CONDITIONS OF SERVICE
This version in effect as of March 09, 2020.
These Terms and Conditions of Service (“Terms”) apply to your use of the Botler AI (“Botler”) website and platform https://botler.ai referred to herein as the (“Website”). The information, features and functionalities of the Website known as well as the Botler AI Solution are collectively referred to herein as (“Services”) and include all functionalities of the platform.
PLEASE READ THESE TERMS AND CONDITIONS. These Terms and Conditions govern your use of the Website. It also exempts 10583308 Canada Inc. carrying on business as (“Botler”) and other parties from liabilities or limits their liability and contains other important provisions.
IN CONSIDERATION OF BEING PERMITTED TO USE OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS (“TERMS”), AS AMENDED FROM TIME TO TIME, THESE TERMS ARE A LEGAL CONTRACT BETWEEN BOTLER AND YOU. IF YOU DO NOT AGREE TO THESE TERMS IN WHOLE OR IN PART, YOU ARE NOT PERMITTED TO USE OUR SERVICES.
You may use our Website and Services only if you can form legally binding contracts under applicable law of your jurisdiction.
We reserve the right, at our sole discretion, to modify or replace these Terms at any time without incurring any liability or obligation. You may not change these Terms in any manner. See below under the heading “Modification of The Services and Terms” for more information.
The terms “You” and “Your” refer to users of the applicable Services.
Botler is a federally incorporated Canadian Company, with the legal name 10583308 Canada Inc., that carries on business as “Botler AI” and “Botler”. Its offices are located in Montréal, Québec. When used in this agreement, ‘we’, ‘us’, and ‘our’ refer to Botler.
Botler is a platform that can be used by individuals free of charge for the purpose of, among others, the logging, tracking and reporting of sexual harassment, misconduct and violence, and accessing relevant and related tools and resources.
BOTLER IS NOT A LAW FIRM AND NOTHING PROVIDED BY BOTLER’S WEBSITE OR SERVICES OR OTHERWISE, SHOULD BE CONSIDERED LEGAL ADVICE. Our Services are not a substitute for legal advice. Referrals of any kind including referrals to resources, organizations, individuals and other assistance information does not constitute our endorsement of same.
We provide the following services through our website:
|Detections:||A predictive tool – or, a mathematical model which incorporates a variety of statistical techniques – to analyze current and historical facts before referring any resources to you.|
|Tracking and Reporting Incidents:||You may use our Services to keep track of incidents or patterns of behaviour for your own records. You may also use our Services to document and report incidents to service providers, law enforcement, and any others with whom you choose to share your information. Reports can be anonymous or can contain identifiable information about you and/or about others involved in or with knowledge of the incidents about which you complain.|
|Community and Legal Resources:||You may use our Services to receive information about related services in the jurisdiction in which you live, including legal aid services, support services, as well as other information about documenting, reporting, investigating, prosecuting incidents and otherwise understanding your rights in pursuing a claim for sexual misconduct in any legal proceeding.|
REGISTERING FOR THE SERVICES
You have to be at least the age of majority or older in your jurisdiction in order to use the Services. If you reside in a jurisdiction that restricts the use of the Services because of your age, or restricts your ability to enter into contracts such as this one due to age, you must abide by such age limits and you must not use the Services.
Password, Security & Verification
You agree to protect your password and take full responsibility for your own use of your account. You are solely responsible for any and all activities that occur under your profile. You agree to change your password immediately upon learning of any unauthorized use of your profile or any other breach of security.
You warrant that the personal information you provide to the system is accurate and complete and that you will keep the personal information you have provided to Botler current through the Services. Botler is entitled at all times to verify your information that you have provided and to refuse you use of the Services without providing reasons.
Botler does not have access to the information you provide in the record keeping tools. Botler’s system generates an encryption key for you. Botler does not retain your encryption key and you should never share your key. If you lose the encryption key, you will be able to request a new encryption key, but you will no longer be able to access any of the content you have previously recorded on the Botler platform. At your own risk, you may have the option to request that the encryption key be sent to your email, however, sending the encryption key to your email will greatly reduce its security. By requesting the encryption key to be sent to your email account, you acknowledge and accept all associated risks.
Our Citizen’s Tool is a free service, so no fees are charged to you to use the Services.
ACCEPTABLE USE By using the Services you further agree that:
(a) You will only use the Services for your sole, personal use and will not resell it to a third party;
(b) You will not send, upload, collect, transmit, store, use, post, publish, or otherwise communicate on the Botler AI Solution any data, or other materials or content that:
(i) contains any computer viruses, worms, malicious code, or any software intended to damage or alter a computer system or data;
(ii) you do not have the lawful right to send, upload, collect, transmit, store, use, publish or otherwise communicate;
(iii) is false, intentionally misleading or impersonates any other person;
(iv) is bullying, harassing, abusive, threatening, vulgar, obscene, or offensive, or that contains pornography, nudity, or graphic or gratuitous violence, or that promotes violence, racism, discrimination, bigotry, hatred, or physical harm of any kind against any group or individual;
(v) is harmful to minors in any way or targeted at minors;
(vi) violates any applicable laws, or infringes, violates or otherwise misappropriates the intellectual property or other rights of any third party (including any moral right, privacy right or right of publicity); or
(vii) encourages any conduct that may violate any applicable laws or would give rise to civil or criminal liability;
(c) You will not disable, overly burden, impair, or otherwise interfere with servers or networks connected to the Botler AI Solution (e.g., a denial of service attack);
(d) You will not attempt to gain unauthorized access to the Botler AI Solution;
(e) You will not authorize others to use your account;
(f) You will keep secure and confidential your account password, encryption key or any identification we provide you which allows access to the service;
(g) You will only use the Services through an Internet connection you are authorized to use;
(h) You will not use the Services with an incompatible or unauthorized device;
(i) You will not use any data mining systems or similar data gathering or extraction methods, or copy, modify, reverse engineer, reverse assemble, disassemble, or decompile the Botler AI Solution or any part thereof or otherwise attempt to discover any source code;
(j) You will not use the Botler AI Solution for the purpose of building a similar or competitive product or service;
(k) You will comply with all applicable laws including the laws of the area in which you are present while using the Services; and
(l) You will not use the Botler AI Solution other than as permitted by this Agreement.
Botler reserves the right to immediately terminate your use of the Services should you not comply with any of the above provisions or Terms. Botler will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Botler may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Botler has no obligation to monitor your access to or use of the Services, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
By accepting these Terms and using the Services, you agree that you shall indemnify and hold harmless Botler, its affiliates, licensors, and each of their officers, directors, other users, employees, attorneys and agents, collectively referred to herein as (“Botler Group”) from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) your violation or breach of these Terms or any applicable law or regulation, whether or not referenced herein; (ii) your violation of any rights of any third party, or (iii) your use of the Botler AI Solution contrary to this Agreement or other instructional manuals, guidelines or documentation made available by us to you.
DISCLAIMERS 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 THIS AGREEMENT (INCLUDING THE FOLLOWING DISCLAIMERS) MAY NOT APPLY AND YOU MAY HAVE ADDITIONAL RIGHTS. WITHOUT LIMITING THE FOREGOING, YOU ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT THE BOTLER AI SOLUTION 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 BOTLER AI SOLUTION 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 THAT THE BOTLER AI SOLUTION IS OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.
LIMITATION OF LIABILITY TO THE EXTENT THAT THE LEGISLATION OF YOUR JURISDICTION, INCLUDING THE LAWS OF THE PROVINCE OF QUEBEC AND ITS CONSUMER PROTECTION ACT DOES NOT ALLOW FOR CERTAIN EXCLUSIONS OF LIABILITY, SOME OF THE PROVISIONS BELOW MAY NOT APPLY TO YOU. NOTHING IN THESE TERMS SHALL AFFECT YOUR APPLICABLE STATUTORY RIGHTS.
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY GUARANTEES, REPRESENTATIONS OR WARRANTIES OF ANY KIND (WHETHER EXPRESS OR IMPLIED), ALL OF WHICH ARE HEREBY DISCLAIMED BY US TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BOTLER DOES NOT REPRESENT, WARRANT, OR GUARANTEE THAT: (I) THE APPLICATION OR SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE APPLICATION OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (III) ANY SERVICES, INFORMATION OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR PERSONAL EXPECTATIONS OR BE OF A CERTAIN QUALITY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY UNDERSTAND AND AGREE THAT NO MEMBER OF THE BOTLER GROUP SHALL BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REVENUE, ECONOMIC ADVANTAGE, GOODWILL, DATA, OPPORTUNITY OR SALES, DAMAGES FOR PERSONAL INJURY, OR FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OR OTHER INTANGIBLE LOSSES (WHETHER OR NOT BOTLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING, WHETHER IN CONTRACT OR TORT, FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICES, INCLUDING DAMAGES CAUSED BY MALWARE, VIRUSES OR ANY INCORRECTNESS OR INCOMPLETENESS OF ANY CONTENT YOU MAY ACCESS; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (III) UNAUTHORIZED ACCESS TO, LOSS, OR ALTERATION OF YOUR TRANSMISSIONS OR DATA SUBMITTED TO OR RECEIVED FROM THE SERVICES; OR (IV) ANY OTHER MATTER RELATING TO THE SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE, RELEASE AND DISCHARGE BOTLER FROM ALL LEGAL CLAIMS, DEMANDS, DAMAGES, ACTIONS OR CAUSES OF ACTION IN RESPECT OF THE FOREGOING. BOTLER WILL NOT BE LIABLE OR RESPONSIBLE FOR ANY FAILURE TO PERFORM, OR DELAY IN PERFORMANCE OF, ANY OF OUR OBLIGATIONS UNDER THESE TERMS THAT IS CAUSED BY EVENTS OUTSIDE OUR REASONABLE CONTROL.
WITHOUT PREJUDICE TO THE FOREGOING, THE AGGREGATE LIABILITY OF BOTLER TO YOU IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICES SHALL IN NO EVENT EXCEED $100.00 IN CANADIAN CURRENCY.
NO INFORMATION OR ADVICE GIVEN BY US, OR OUR SERVICES, OR REPRESENTATIVES SHALL CREATE A WARRANTY. THERE ARE NO REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS IN RESPECT OF THIRD-PARTY SERVICES OR REFERRALS ON OR OFFERED THROUGH THE SERVICES.
The content on the Website, including logos, icons, trademarks, comments, links and information, unless otherwise stated, is owned by Botler. These works are protected by copyright laws, trademark laws, and other intellectual property laws and treaties, both in Canada and around the world and all rights therein are reserved. For the purposes of these Terms, any use of extracts from the Website other than in accordance with these Terms is prohibited.
You are entitled to terminate your use of the Services at any time by permanent deletion of your personal account.
Botler is entitled to terminate your use of the Services, at any time without notice and with immediate effect (by disabling your use of the Website and the Services) for any reason including, if you: violate or breach any term of these Terms, or in the opinion of Botler, misuse the Services.
These Terms (including any referenced documents) constitute the entire agreement between you and Botler and governs your use of the Services, superseding any prior version of these Terms between you and Botler.
WAIVER AND SEVERABILITY OF TERMS
The failure of Botler to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction or arbitrator to be invalid, the parties nevertheless agree that the court or arbitrator should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
MODIFICATION OF THE SERVICES & TERMS
Botler reserves the right, at its sole discretion to change, suspend, or discontinue the Services (including without limitation, the availability of any feature or content) at any time. Botler may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability.
Botler reserves the right, at its sole discretion, to modify or replace any of these Terms. If we change these Terms, we will provide notice to you by posting the revised Terms on our Website and by indicating at the top of this page the date these Terms were last updated. You should check the Terms frequently for any revisions, and especially before your use of the Services. Where required by law, we will provide you thirty (30) days notice prior to these changes taking effect. By continuing to access or use the Services after such changes become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, in whole or in part, please stop using the Services.
In addition, if you are a Québec resident and the modified Terms either increase your obligations or reduce our obligations, you may send us a notice thirty (30) days after the modified Terms come into force to indicate your refusal of the modified terms and to request the termination of the Terms and Conditions of Service Agreement by closing your account. Upon receipt of such notice, we will close your account without cost or penalty.
Botler may give notice by means of a general notice sent through the Website, or by electronic mail to your email address on record, or by written communication sent by regular mail to your address on record. By using our Services, you allow us to communicate with you through these means and receive electronic mail from the @botler.ai domain.
You may not assign your rights under these Terms without prior written approval of Botler.
APPLICABLE LAW AND DISPUTE RESOLUTION
To the fullest extent permitted by applicable law, you irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the Province of Québec, Canada of or in connection with these Terms or your use of the Services. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms and is hereby expressly excluded.
WHERE PERMITTED UNDER APPLICABLE LAW, YOU AND BOTLER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and BOTLER agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
If you are located in, a jurisdiction in which the following provision is enforceable, the following mandatory arbitration provision applies to you. You agree that any Dispute shall be submitted to and determined by binding arbitration in accordance with the applicable rules of the American Arbitration Association. The number of arbitrators shall be one and the parties shall mutually agree and appoint an arbitrator within ten (10) days of the delivery of the notice of arbitration, failing which the arbitrator shall be appointed by International Center for Dispute Resolution Canada. The place of arbitration shall be Montréal, Québec, Canada. The language of arbitration shall be English, unless when a party is a resident of the Province of Québec and requires the language to be French. By agreeing to this provision, the parties agree that arbitration shall be the exclusive forum for resolving all Disputes and the decision of the arbitrator shall be final and binding upon both parties hereto. The decision of the arbitrator shall be executory, and judgment thereon may be entered by any court of competent jurisdiction.
EFFECTS OF TERMINATION