THIS IS A BINDING LEGAL AGREEMENT – PLEASE READ IT CAREFULLY BEFORE USING THIS SITE

Last Updated:  January 1, 2023

These terms of use (“Terms of Use”) constitute a legal agreement between Ace Beverage Group Inc. (“ABG”, “we”, “us” and “our”) and users or visitors (“users”, “you” or “your”) to any website, mobile application or other platform on which these Terms of Use are posted (each referred to as a “Site”). If you are entering into these Terms of Use on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms of Use, in which case the terms “you”, “user” or “your” shall refer to such entity. If you do not have such authority, you must not use the Site on behalf of such entity.

By using this Site, you signify your agreement to be bound by the Terms of Use. If you do not agree to the Terms of Use or our Privacy Policy, please do not use this Site.  

1. Changes to Terms of Use and Site

These Terms of Use apply to the Site, including any updates or supplements.  We may change or revise any aspect of these Terms of Use or the Site from time to time in our sole discretion, with or without notice to you.  You are bound by any revisions to the Terms of Use and should periodically visit this page to review the then-current Terms of Use.  Your access and use of the Site will be subject to the most current version of the Terms of Use. Your use of the Site after such revised Terms of Use are made available will signify your acceptance of such revised Terms of Use and your agreement to be bound by them.  If you do not agree with the revised Terms of Use, please do not use this Site.

We may, at any time, and without notice or liability, change, suspend, discontinue or even terminate any aspect, or the availability, of any feature of this Site or impose limits on certain of its features, including restricting your access to all or parts of the Site.

1. Intellectual Property & Limited License

This Site, including all associated software, code, algorithms, protocols, text, graphics, content, layouts, designs and interfaces, is owned or licensed by ABG.  Your use of the Site is governed by intellectual property laws, including without limitation, copyright and trademark laws.  Subject to your adherence to these Terms of Use, you are granted a non-exclusive, limited, non-transferable, freely revocable license to use the Site for personal, non-commercial purposes only and as permitted by the features of the Site.  We may terminate this license at any time for any reason or no reason.  You may not use this Site for any other purpose without our prior written approval. ABG reserves all rights not expressly granted.  Your unauthorized use of the Site or the contents of this Site may violate applicable laws and we reserve all rights to pursue any remedy we may choose.

1. Usage Rules

The following rules govern your usage of the Site (collectively, the “Usage Rules”).

You may be required to establish an account in order to use certain aspects of our Site.  You are responsible for maintaining the security of your username and password and will be responsible for all activity on your account.  Do not share this information with any person.

You are prohibited from using the Site for any illegal activity, fraudulent or unlawful purposes.

You are prohibited from violating or attempting to violate the security of the Site, including, without limitation: (a) accessing data not intended for you or logging into a server or account which you are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus, cancelbot, Trojan horse, worm or other harmful or disruptive component to the Site, overloading, “flooding”, “spamming”, “mailbooming” or “crashing”; or (d) engaging in “screen scraping,” or “database scraping”.

We will not tolerate users who are abusive to our team members or other users of the Site.

You are prohibited from using the Site to post or transmit any spam, threatening, libelous, defamatory, obscene, pornographic content or other materials that violate any law.  

Violations of any of the above Usage Rules may result in civil or criminal liability and termination of your ability to use the Site. We will investigate occurrences that may involve such violations and may involve, and co-operate with, law enforcement authorities in prosecuting users who are involved in such violations.

1. Non-Solicitation Policy

The sender of any communications to this Site or otherwise to us shall be responsible for the content and information contained in such communications, including its truthfulness and accuracy.

In your communications with us or postings on the Site, please keep in mind that we do not seek any unsolicited ideas or materials for products or services, or even suggested improvements to products or services (collectively, “Unsolicited Ideas and Materials”).  We shall be free to use or copy all or a portion of any Unsolicited Ideas and Materials you post on the Site or send to us, including any ideas, inventions, concepts, techniques or know-how disclosed, for any purposes. Such purposes may include disclosure to third parties and/or developing, creating and/or marketing goods or services.

Any personal information in electronic communications to this Site is governed by our Privacy Policy.

1. Links To & From Third Party Platforms

Our Site may provide links or references to websites or other platforms operated by third parties. These third party platforms are not governed by the Terms of Use but by other policies that may differ from the Terms of Use. In visiting any third party platforms, whether linked to this Site or otherwise, you do so at your own risk and you assume all responsibility in that regard. We make no representations or warranties regarding, and do not endorse, any third party platform or any content on such platform. We encourage you to review the terms of use of each platform visited before using them.

ABG prohibits third parties from producing materials which contain links to our Site or framing of content contained within our Site without our prior written consent, which we may withhold in our sole and absolute discretion. We reserve the right to disable any such unauthorized links or framing.  We have no responsibility or liability for any material that may contain links to the Site.

1. No Warranties / Limitation of Liability

We make no representation that the content contained on this Site or your access to it is appropriate for you. You are responsible for compliance with local laws which apply at your point of access. We do not guarantee that the operation of this Site will be uninterrupted or error-free, that any defects or errors in this Site or its content will be corrected, or that this Site will be free from viruses or other harmful components.  

This Site is provided on an “as is” basis and you are using it at your own risk. To the fullest extent permitted by applicable law, we make no representations or warranties, express or implied, about the Site or its contents including, without limitation: any warranties as to the operation, availability or stability of this Site; any warranties as to the accuracy, completeness or timeliness of its contents; any warranties as to the merchantability or fitness of any such information or content for any particular purpose; or any warranties as to non-infringement of any rights, including, without limitation, intellectual property rights and including the transmission of any such content from the Site to you. Any implied warranties, whether statutory or otherwise, on any such matters are hereby expressly excluded to the fullest extent permitted under applicable laws.

In accessing this Site or any other you assume all risk associated with any viruses, worms, Trojan horses and other destructive items. You should take any necessary precautions before you access this Site in respect of any such potential risks.

In no event will we be liable to you or any other person or entity for any kind of loss, damages or injury arising directly or indirectly out of the use or unavailability of this Site, even if we have been advised by you of the possibility of such loss, damages or injury.

Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you.  To the extent that any warranty exists under law that cannot be disclaimed, ABG, and not any third-party application store provider, shall be solely responsible for such warranty.

1. Indemnity

To the fullest extent permitted by applicable law, you agree to defend, indemnify and hold harmless ABG, its affiliates and subsidiaries, and each of their employees, officers, directors, consultants, affiliates, subsidiaries, shareholders, related entities and agents from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Site or your breach of the Terms of Use. We shall provide notice to you promptly of any such claim, suit, or proceeding and may choose in our sole discretion to assist you, at your expense, in defending any such claim, suit or proceeding.

1. Miscellaneous

1. Choice of Law & Forum:  These Terms of Use are governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to rules relating to conflict of laws.  Any action relating to the Terms of Use must be brought in Toronto, Ontario, Canada and you irrevocably consent to the jurisdiction of such courts.
2. Relationship: You acknowledge and agree that no agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship is intended or created by these Terms of Use or by your use of the Site.
3. Assignment:  These Terms of Use and any rights, licenses and privileges granted by these Terms of Use, may not be transferred or assigned by you, but may be assigned or transferred by us without restriction and without notice to you.
4. Waiver:  If you do not comply with these Terms of Use, and we do not take action right away, this does not mean that we are waiving or giving up any rights that we may have (including, but not limited to, taking action in the future).
5. Entire Agreement:  These Terms of Use, including the Privacy Policy, constitute the sole and entire agreement between you and ABG with respect to the Site.  The Terms of Use supersede any other agreement, whether oral or in writing, and render any other agreement regarding the terms of use of the Site null and void.  
6. Severability:  If any provision of the Terms of Use shall be declared unlawful, void or for any reason, unenforceable, then that provision shall be deemed severable from the Terms of Use and shall not affect the validity and enforceability of any remaining provisions.
7. Notices:  When you contact us or register for an account, you consent to receive communications from us electronically related to your account and your use of the Site. You agree that any such communication  via email shall constitute legal  written  communication in  compliance with  any  and  all  legal  notice requirements to the fullest extent permitted by applicable law.
8. Interpretation: These Terms of Use shall endure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. The division of these Terms of Use into paragraphs or other subdivisions and the insertion of headings are for ease of reference only and shall not govern the meaning or interpretation of any provision of these Terms of Use.

1. Contact Us

If you have any questions or comments about these Terms of Use or the Site, please contact us at:  hello@acebeveragegroup.com.

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