Terms of Service
Last Updated: January 28, 2022
Please read these Terms of Service. You agree to comply and be bound by these Terms of Service by accessing or using the Silofit Platform.
These Terms of Service (“Terms”) constitute a legally binding agreement between you and Silofit Enterprises (“Silofit”, “Company”, “we” or “us”). These Terms govern your access to and use of the Silofit Spaces (as defined below), the Silofit website and any other sites through which Silofit makes the Silofit Services available (collectively, the “Site”), our mobile, tablet, and other smart device applications, and application program interfaces (collectively, the “Application”) and all related services (collectively, the “Silofit Services”). The Site, the Application, and Silofit Services are collectively referred to as the “Silofit Platform”.
1. Eligibility and Using the Silofit Services
You must be at least 18 years old and able to enter into legally binding contracts to access and use the Silofit Platform or register for a Silofit Account. Silofit Spaces (which refer to Silofit’s physical locations, including common areas, access areas, as applicable, and are accessible via the Application, the Site, or any other means), are not available to persons under the age of 18. By using the Site, Application or Silofit Spaces, you represent and warrant that you are at least 18 years old and have the legal capacity and authority to enter into a contract. Your participation in using the Silofit Platform or the Silofit Spaces is for your sole, personal use and not for commercial purposes. You may not authorize others to use your user name and/or password, and you may not assign or otherwise transfer your user account and/or password to any other person or entity. When using the Silofit Platform or Silofit Spaces, you agree to comply with all applicable laws of the the country, state, province and city in which you are present while using the Silofit Platform or Silofit Spaces.
Terms Specific for Trainers
If you are a personal trainer, you must have a valid professional liability (personal trainer) insurance policy, with a minimum general liability coverage of $2,000,000 in order to sign up for a trainer Account If you are a personal trainer, you must have a valid professional liability (personal trainer) insurance policy, with a minimum general liability coverage of $2,000,000 in order to sign up for a trainer Account and to use the Silofit Spaces as a trainer. Insurance policy must be in force at the time you register for an Account and must be kept in force at all times during your use of the Silofit Services. Silofit reserves the right to request a copy of a trainer’s insurance policy at any time and any additional information we may require.
By using the Silofit Services, you agree to be bound by and comply with any additional terms, conditions and policies provided by the owner, tenant, and property manager of the Silofit Spaces (collectively, the “Property Managers”) relating to the use of a specific Silofit Space(s), including compliance with building security procedures, IT access and use procedures provided by the Property Manager (the “Manager’s Policies”). The Manager’s Policies may be provided in electronic format through the Application, Site or in hardcopy format at the Silofit Spaces.
Some components of the Silofit Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service. If you access or download the Application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement.
2. Account Registration
You are responsible for all activity that occurs with respect to your Account, including, without limitation, use of the Site, Application, and Silofit Spaces. Without limiting the foregoing, for any reservation made through your Account, if other persons are present in the Silofit spaces, you hereby agree to be fully responsible and to indemnify Silofit for any violation of these Terms or applicable laws, by-laws or regulations, even if such violation was caused by such other persons.
You acknowledge that Silofit may collect and store Your personal information and behavior within the Platform, and You hereby consent to such collection and storage.
You acknowledge and agree that Silofit: 1) may preserve Content; and 2) may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Silofit, its users and the public.
3. Silofit House Rules
By using the Silofit Services, you agree that:
- You will not use the Silofit Platform and Silofit Spaces for unlawful or illegal purposes.
- You will not use the Site, Silofit Spaces or Application for any inappropriate purposes, including but not limited to drug use, alcohol abuse, gambling or prostitution, pornography, sexual activity, violent or threatening behavior, skateboarding, biking, roller-skating, roller blading, or any other purpose reasonably likely to reflect negatively on Silofit or any Building Owner.
- It is explicitly prohibited to smoke or vape in the Silofit Spaces.
- You will not light or allow any candles, incense sticks or naked flames in the Silofit Spaces.
- You will not make excessive noise in the Silofit Spaces, nor create any noise nor conduct any other activity which would in Silofit’s or any Building Owner’s judgment disturb other Silofit clients, guests, or other tenants in any building containing a Silofit Space.
- You will not bring or keep any animals in the Silofit Spaces, except for service animals, which shall at all times be harnessed or leashed.
- You will follow all additional rules, regulations, and by-laws regarding the Silofit Spaces, as may be communicated through the Application, Site, posted signs, or otherwise.
- You will not use the Site, Application or Silofit Spaces for sending or storing any unlawful material or for fraudulent purposes.
- You will not install, remove or modify any fixtures, equipment, machinery or appliances in the Silofit Spaces.
- You are responsible for leaving the Silofit Spaces in a clean and tidy condition.
- Neither Silofit nor any Building Owner is responsible for any property you may leave behind in a Silofit Space. It is your responsibility to ensure that you have taken all of your personal belongings when leaving a Silofit Space.
- You may be held liable for any costs to clean the Silofit Spaces in the event that Silofit determines, in its sole discretion, that you have not left the Silofit Spaces in a clean and tidy condition following their use.
- You may be held liable for any costs to repair any damage to the Silofit Spaces and items therein during your use of the Silofit Space.
- You may be held liable and will be charged by Silofit for any items that are taken from the Silofit Spaces.
- You will not use the Site, Silofit Spaces or Application to cause nuisance, harassment, or inconveniences to other users, Building Owners, tenants or others.
- You will not copy, or distribute the Site, Application or other content without written permission from Silofit.
- You will not try to harm the Site, Silofit Spaces or Application in any way whatsoever.
- You will provide Silofit and/or the Building Owner with whatever proof of identity we/they may reasonably request.
- When using the internet within the Silofit Spaces, you shall only use it for lawful purposes, and without restricting the foregoing, you shall not use it for purposes of illegal or criminal acts, consumer fraud, etc.
- All users must wear clothing appropriate to the building’s situation while using the Silofit Spaces.
- There is a capacity limit as to the number of persons permitted in a Silofit Space at any given time, and that such limit shall be posted on the Application or Site, and you hereby agree to adhere to such capacity limit.
- You hereby consent to the use of sensors by Silofit to track the location of various items in the Silofit Spaces, which (without limitation) shall be used by Silofit to optimize the Silofit Spaces.
- If you feel that any Silofit member or person in a Silofit Space that you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior; (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Silofit with your police station and report number (if available), provided that your report will not obligate us to take any action beyond that required by law, if any, or cause us to incur any liability.
You further acknowledge that your use of the Silofit Spaces does not constitute Silofit or the Building Owner granting you a lease, but is rather a limited, revocable, non-exclusive, non-transferable contractual license to use, subject to the terms of this Agreement. In its sole discretion and without limiting any of Silofit’s other rights hereunder, Silofit may restrict your access to the Silofit Spaces in the event of fraud, trespassing, or violation of this Agreement.
4. Damages, Repair or Cleaning Fees
As a user of a Silofit Space, you are responsible for leaving the Silofit Space (including any property in the Silofit Space) in the condition it was in when you arrived. You are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals whom you invite to, or otherwise provide access to, the Silofit Space.
Following each and every use of a Silofit Space, you are responsible for, and, without limiting any of Silofit’s other rights hereunder, Silofit may charge you for:
- the cost of repair and/or replacement for damage to Silofit Spaces resulting from your violation of this Agreement or your use of the Site, Application, or Silofit Spaces in excess of normal “wear and tear” (the “Repair or Replacement Costs”). If Silofit, in its reasonable discretion, determines that excessive repair is required, Silofit reserves the right to charge the payment method designated in your Account for the reasonable cost of such repair or replacement, as well as an additional service fee which shall not exceed $500 Canadian Dollars in Canada and $500 US Dollars in the United States of America, per occurrence. Any such amounts are non-refundable and at the reasonable discretion of Silofit; and/or
- Without limiting the generality of the foregoing, the cost to clean a Silofit Space resulting from your violation of this Agreement or your use of a Silofit Space wherein it has been determined, in Silofit’s sole discretion, that you have failed to leave a Silofit Space in a clean and tidy condition (the “Cleaning Fee”). In respect of such a Cleaning Fee, Silofit reserves the right to charge the payment method designated in your Account the amount of $25 Canadian Dollars in Canada and $25 US Dollars in the United States of America, per occurrence. Any such amounts are non-refundable and at the reasonable discretion of Silofit.
5. Payment Terms
To the extent the Silofit Platform or any portion thereof is made available for any fee, you may be required to select a payment plan and provide information regarding your credit card or other payment instrument. You represent and warrant to Silofit that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with Silotfit, or the Payment Processor (as defined below), as applicable, of any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay Company the amount that To the extent the Silofit Platform or any portion thereof is made available for any fee, you may be required to select a payment plan and provide information regarding your credit card or other payment instrument. You represent and warrant to Silofit that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with Silofit, or the Payment Processor (as defined below), as applicable, of any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay Company the amount that is specified in the payment plan in accordance with the terms of such plan and these terms. If your payment plan includes an ongoing subscription that is automatically renewed periodically, you hereby authorize Silofit (through the Payment Processor) to bill your payment instrument in advance on such periodic basis in accordance with the terms of the applicable payment plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let Silofit know within sixty (60) days after the date that Silofit charges you. We reserve the right to change Silofit’s prices. If Silofit does change prices, Silofit will provide notice of the change through the Silofit Platform user interface, a pop-up notice, email, or through other reasonable means, at Silofit’s option, at least thirty (30) days before the change is to take effect. Your continued use of the Silofit Platform after the price change becomes effective constitutes your agreement to pay the changed amount. You will be responsible for all taxes associated with the Silofit Platform, other than taxes based on Silofit’s net income.
Any fees which Silofit may charge you for the use of the Site, Application or Silofit Spaces, including any Repair or Replacements Costs or any Cleaning Fee, will be as set out on the Site or Application at the time of purchase, are inclusive of any taxes payable, are due immediately and are non-refundable. This no refund policy shall apply at all times regardless of your decision to terminate your usage, Silofit’s decision to terminate your usage, disruption caused to our Site, Application or Silofit Spaces either planned, accidental or intentional, or any reason whatsoever. Silofit reserves the right to determine final prevailing pricing.
You do hereby agree that you shall be charged fees based on the length of time of your booking of the Silofit Spaces (regardless if you only make use of the Silofit Spaces for less than your booked time). If you exceed the amount of time for which you booked a Silofit Space, then you shall be charged for such excess time, as well as an overage charge if such excess time conflicts with another user’s booked time. You do hereby consent to such excess time charges and to such overage charge.
Silofit may make promotional offers to any of our customers. These promotional offers, unless made to you, shall have no bearing whatsoever on your offer or contract. Silofit may change the fees for the Site, Silofit Spaces or Application at our sole discretion. We encourage you to check back at our Site periodically to find out about how we charge for the Site, Silofit Spaces or Application.
If a credit card charge is declined, we will notify you to provide a valid replacement. Failure to provide a replacement within 48 hours may result in the suspension of your rights from accessing the Silofit Services. If a payment is declined, refunded, cancelled or charged back by your credit card issuing bank, or another person, you are not entitled to the return of any associated service fees (such as payment processing fees), irrespective of the reason for such decline, refund, cancellation or charge back. Silofit reserves the right, at its sole and utter discretion, to review and refuse a payment or the processing of a payment if it suspects any fraudulent activity or for any reason whatsoever. If you access the Site via your mobile phone (through the Application, for example), please be aware that your carrier’s normal rates will still apply.
6. License, Restrictions and Copyright Policy
Subject to your compliance with these Terms, Silofit grants you a limited, non-exclusive, non-transferable and revocable license to use the Silofit Services. Should you choose to download content from the Silofit Services, you must do so in accordance with these Terms. Such content is provided to you for its intended purposes only and remains at all times the property of Silofit.
You will not use, copy, adapt, decompile, modify, reverse engineer, prepare derivative works from, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Silofit Spaces, Application or any content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Silofit or its licensors, except for the licenses and rights expressly granted in these Terms or expressly agreed in writing by Silofit.
7. User Content
Silofit may, in its sole discretion, permit users of the Silofit Services to post, upload, publish, submit or transmit content. You are solely responsible for all content that you upload, email, post or otherwise transmit via or to the Site, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials (“User Content”). By making available any User Content on or through the Site, Silofit Spaces or Application, you hereby grant to Silofit a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, sublicenseable, transferable right and irrevocable license, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such User Content including but without limitation on, through or by means of the Site, Silofit Spaces or Application. In connection herewith, you hereby renounce and waive in favour of Silofit any moral rights you have or might have, now or in the future, with respect to User Content. Nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any User Content. You also hereby represent and warrant that you have the right to grant us this right over your User Content, and that you will indemnify us for any loss resulting from a breach of this warranty and defend us against claims resulting from same.
You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site, Silofit Spaces or Application. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Site, Silofit Spaces or Application or you have all rights, licenses, consents and releases that are necessary to grant to Silofit the rights in such User Content, as contemplated under this Agreement; and (ii) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Silofit’s use of the User Content (or any portion thereof) will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You agree to not use the Silofit Platform to:
- interfere with or disrupt the Silofit Platform or servers or networks connected to the Silofit Platform, or disobey any requirements, procedures, policies or regulations of networks connected to the Silofit Platform;
- violate any applicable local, provincial, national or international law, or any regulations having the force of law;
- violate any patent, trademark, trade secret, copyright, right to privacy, publicity or other proprietary right of any party;
- obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Silofit Platform;
- defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of publicity or privacy) of others;
- send or otherwise make available any inappropriate Content, including profane, defamatory, obscene, abusive, racist, indecent, or unlawful Content;
- impersonate any person or entity or make any false statements regarding any agency or affiliation with any entity or create a false identity; or
- do any other thing that may create liability for, or damage the interests of, Silofit, Silofit partners and vendors.
8. Intellectual Property
All intellectual property rights in and to the Silofit Services and the Silofit Spaces, including, including but not limited to patents, copyrights, trademarks, industrial designs, trade secrets, and service marks, are the exclusive property of Silofit or are licensed to Silofit. The intellectual property rights in the Silofit Services and the Silofit Platform are protected by, among others, the Canadian Copyright Act, or by provisions prescribed by any other law, in Canada and abroad. All individual content, design, logos, widgets, articles of information, policies and other elements making up the Silofit Services are also copyrighted works. You agree to abide by all applicable patent, trademark, copyright and other laws, as well as any additional patent, trademark and copyright notices or restrictions contained in the Silofit Services. Any use of materials on the Silofit Platform other than as permitted in this agreement including reproduction, modification, distribution, or republication, without prior written permission of Silofit is absolutely prohibited. “Silofit”, the Silofit logo and other trade and/or service marks are the exclusive property of Silofit and may not be used for any of the aforementioned purposes. Silofit may protect the Silofit Services by technological means intended to prevent unauthorized use of the Silofit Services. You undertake not to circumvent these means. Infringement of the rights in and to the Silofit Services will, in and on itself, result in the termination of all your rights under these Terms.
9. Application License
Subject to your compliance with these Terms, Silofit grants you a limited non-exclusive, non-transferable license to download and install a copy of the Application on any mobile device or computer that you own or control and to run such copy of the Application solely for your own personal use. Furthermore, with respect to any Application accessed through or downloaded from the Apple App Store (App Store Sourced Application), you will use the App Store Sourced Application only: (i) on an Apple-branded product that runs iOS (Apple’s proprietary operating system software); and (ii) as permitted by the “Usage Rules” set forth in the Apple App Store Terms and Conditions. Silofit reserves all rights in and to the Application not expressly granted to you under this Agreement.
Mobile Services and Software
Mobile Services: The Silofit Services includes certain services that are available via a mobile device, including (i) the ability to upload content to the Silofit Service via a mobile device, (ii) the ability to browse the Silofit Service and the Site from a mobile device, and (iii) the ability to access certain features and content through Mobile Apps (collectively, the “Mobile Services”). To the extent you access the Silofit Service through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you agree that we may communicate with you regarding Silofit and other entities by SMS, MMS, text message, or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us.
Mobile App License: Subject to these Terms of Service, Silofit hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to (a) install the Mobile App on one mobile device and (b) use the Mobile App for your own personal use solely to access and use the Silofit Service. For clarity, the foregoing is not intended to prohibit you from installing the Mobile App on another device on which you also agreed to these Terms. Each instance of these Terms that you agree to in connection with downloading a Mobile App grants you the aforementioned rights in connection with the installation and use of the Mobile App on one device.
Ownership; Restrictions: The technology and software underlying the Silofit Service or distributed in connection therewith are the property of Silofit, its affiliates, and its licensors (including the Mobile Apps, the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Silofit.
Third-Party Distribution Channels: Silofit offers Software that may be made available through the Apple App Store, the Google Play Store, or other distribution channels (“Distribution Channels”). If you obtain such Software through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms are between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third-party products and services in connection with your use of the Silofit Service, you agree to comply with all applicable terms of any agreement for such third-party products and services.
Apple-Enabled Software: With respect to Mobile Apps that are made available for your use in connection with an Apple-branded product (the, “Apple-Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:
- Company and you acknowledge that these Terms of Service are concluded between Company and you only, and not with Apple Inc. (“Apple”), and that as between Company and Apple, Company, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.
- You may not use the Apple-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple-Enabled Software in, or otherwise be in conflict with, the Apple Media Services Terms and Conditions.
- Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS product that you own or control, as permitted by the “Usage Rules” set forth in the Apple Media Services Terms and Conditions, except that such Apple-Enabled Software may be accessed and used by other accounts associated with the purchaser via Apple’s Family Sharing or volume purchasing programs.
- Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.
- Apple is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software, if any, to you; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty, which will be Company’s sole responsibility, to the extent it cannot be disclaimed under applicable law.
- Company and you acknowledge that Company, not Apple, is responsible for addressing any claims of you or any third party relating to the Apple-Enabled Software or your possession and/or use of that Apple-Enabled Software, including: (a) product liability claims; (b) any claim that the Apple-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation.
- In the event of any third-party claim that the Apple-Enabled Software or your possession and use of that Apple-Enabled Software infringes that third party’s intellectual property rights, as between Company and Apple, Company, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim.
- You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
- If you have any questions, complaints, or claims with respect to the Apple-Enabled Software, they should be directed to Company as follows: Silofit Enterprises
456 Rue De La Gauchetiere O Suite 200 Montreal QC H2Z 1Y5 Contact email: info@Silofit.com
- You must comply with applicable third-party terms of agreement when using the Apple-Enabled Software, e.g., your wireless data service agreement.
- Company and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to the Apple-Enabled Software as a third-party beneficiary thereof.
Google-Sourced Software: The following applies to any Mobile App you download from the Google Play Store (“Google-Sourced Software”): (a) you acknowledge that these Terms of Service are between you and Company only, and not with Google, Inc. (“Google”); (b) your use of Google-Sourced Software must comply with Google’s then-current Google Play Terms of Service; (c) Google is only a provider of Google Play where you obtained the Google-Sourced Software; (d) Company, and not Google, is solely responsible for Company’s Google-Sourced Software; (e) Google has no obligation or liability to you with respect to Google-Sourced Software or these Terms of Service; and (f) you acknowledge and agree that Google is a third-party beneficiary to these Terms of Service as it relates to Company’s Google-Sourced Software.
10. SMS Messaging
Subject to obtaining your consent, Silofit may send you SMS messages in relation to your bookings and use of Silofit Spaces and for promotional purposes. Message and data rates may apply.
If you change your mobile phone service provider, you might have to re-enroll with Silofit in order to receive future SMS messages. Silofit reserves the right to stop sending SMS messages at any time; you may opt-out at any time by replying from your mobile phone to any text from Silofit with the word STOP, which opt-out will become effective within seven (7) days. It is important to note that opting out of SMS messaging may prevent you from receiving information necessary to properly use the Silofit service, such as room access codes and other important information.
11. Third Party Services
During use of the Site, Application and Silofit Spaces, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third party service providers, advertisers or sponsors showing their goods and/or services through the Site, Application or Silofit Spaces. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third party. Silofit and its licensors shall have no liability, obligation or responsibility for any such correspondence, purchase, transaction, services or promotion between you and any such third party. Silofit does not endorse any sites on the Internet that are linked through the Site, Silofit Spaces or Application, and in no event shall Silofit or its licensors be responsible for any content, products, services or other materials on or available from such sites or third party providers. Silofit provides the Site, Application and Silofit Spaces to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third party providers of goods and/or services may require your agreement to additional or different terms and conditions prior to your use of or access to such goods or services, and Silofit disclaims any and all responsibility or liability arising from such agreements between you and the third party providers.
Silofit may rely on third party advertising and marketing supplied through the Site, Application or Silofit Spaces and other mechanisms to subsidize the Site, Application or Silofit Spaces. By agreeing to these terms and conditions you agree to receive such advertising and marketing. If you do not want to receive such advertising, you must notify us in writing. Silofit reserves the right to charge you a higher fee for the Site, Silofit Spaces or Application, as the case may be, should you choose not to receive these advertising services. This higher fee, if applicable, will be posted on Silofit’s Site located at http://Silofit.com. Silofit may compile, release and disclose non-identifiable information regarding you and your use of the Site, Application or Silofit Spaces as part of a customer profile or similar report or analysis, including, without limitation to third party service providers. You agree that it is your responsibility to take reasonable precautions in all actions and interactions with any third party you interact with through the Silofit Spaces.
You agree to release, defend, indemnify and hold harmless Silofit, applicable Building Owners, and their respectable officers, directors, agents, subsidiaries, joint ventures, employees and third-party service providers, from all claims, demands, losses, liabilities, costs, expenses, obligations and damages of every kind and nature, known and unknown, including reasonable legal fees, arising out of (1) your use of and access to the Site and the Silofit Services; (2) your violation of any term of these Terms; (3) your violation of any law or the rights of a third party (including, without limitation, any copyright, property or privacy right); or (4) any claim that any content you submitted caused damage to a third party. You agree to notify Silofit and in writing of such claim. If a claim subject to intellectual property infringement indemnification is made, Silofit shall have the right to, at its option, either: (i) obtain for you the right to continue using the Silofit Services or (ii) replace or modify the Silofit Services so that such Silofit Services becomes non-infringing and still provide substantially the same functionality for the user. This indemnification obligation will survive the termination of these Terms and your use of the Site and the Silofit Services.
SILOFIT PROVIDES THE SILOFIT SERVICES, THE SILOFIT SPACES, THE SITE AND ITS CONTENT, MATERIALS, INFORMATION, SOFTWARE AND PRODUCTS INCLUDED THEREIN INCLUDING SEPARATE SERVICES PERFORMED BY THIRD PARTIES UNDER CONTRACT FOR USE ON AN “AS IS”, “WHERE IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SILOFIT DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SILOFIT SERVICES, INCLUDING WITHOUT LIMITATION, (I) ANY WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, FEATURES, QUALITY, NON-INFRINGEMENT, TITLE, PERFORMANCE, COMPATIBILITY, SECURITY OR ACCURACY; AND THAT THE QUALITY OF THE SILOFIT SPACES, AS WELL AS ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE OR APPLICATION WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. YOU ACKNOWLEDGE AND AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SITE, APPLICATION AND SILOFIT SPACES, AND ANY THIRD PARTY SERVICES OR PRODUCTS REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
YOU HEREBY ACKNOWLEDGE AND AGREE THAT: (A) THE LOCKING MECHANISM USED ON THE SILOFIT SPACES IS PROVIDED BY A THIRD PARTY, AND SILOFIT AND BUILDING OWNERS SHALL HAVE NO LIABILITY WHATSOEVER WITH RESPECT TO ANY FAILURE OF THE LOCKING SYSTEM TO WORK IN ITS INTENDED MANNER, INCLUDING WITHOUT LIMITATION ANY LOSS OR THEFT OF YOUR PROPERTY; (B) THE SILOFIT SPACES ARE LOCATED IN BUILDINGS WHICH ARE NOT OWNED OR MANAGED BY SILOFIT, AND SILOFIT MAKES NO REPRESENTATIONS OR WARRANTIES RELATING THERETO. ADDITIONALLY, SILOFIT AND BUILDING OWNERS MAKE NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE SUITABILITY OF ANY SILOFIT SPACE FOR ANY PARTICULAR ACTIVITY NOR ANY ACTIVITIES THAT ARE CARRIED ON IN THE SILOFIT SPACES, AND SHALL NOT BE LIABLE IN ANYWAY FOR SUCH ACTIVITIES.
SILOFIT AND BUILDING OWNERS MAKE NO REPRESENTATION REGARDING THE WIFI ACCESSIBLE IN THE SILOFIT SPACES, INCLUDING WITH REGARD TO ACCESS THERETO.
Silofit does not warrant that the Silofit Services will operate in an uninterrupted or error-free manner, or that the Silofit Services will always be available or free from all harmful components, or that it is safe, secured from unauthorized access, immune from damages, free of malfunctions, bugs or failures, including, but not limited to hardware failures, originating either from Silofit or its providers.
14. Limitation of Liability
SILOFIT ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUPPLIERS, SUB-CONTRACTORS, AGENTS AND BUILDING OWNERS, WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR ANY OTHER DAMAGE OR LOSS (INCLUDING LOSS OF PROFIT AND LOSS OF DATA), COSTS, EXPENSES AND PAYMENTS, ARISING FROM OR IN CONNECTION WITH THE USE OF, OR THE INABILITY TO USE THE SERVICES, OR FROM ANY FAULT, OR ERROR MADE BY OUR EMPLOYEES OR ANYONE ACTING ON OUR BEHALF, OR FROM YOUR RELIANCE ON THE CONTENT OF THE SERVICES, OR FROM ANY DENIAL OR CANCELLATION OF YOUR ACCOUNT, OR FROM THE RETENTION, DELETION, DISCLOSURE AND ANY OTHER USE OR LOSS OF YOUR CONTENT ON THE SERVICES. IN NO EVENT SHALL SILOFIT’S, ITS LICENSORS’ OR ANY BUILDING OWNER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF (OR INABILITY TO USE) A SILOFIT SPACE, THE SITE OR APPLICATION EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO SILOFIT IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM OR THE AMOUNT OF FIFTY CANADIAN DOLLARS (50$) (IF THE LIABILITY ARISES IN CANADA), OR FIFTY US DOLLARS (IF THE LIABILITY ARISES IN THE US), WHICHEVER IS GREATER. YOU UNDERSTAND AND AGREE THAT YOU OBTAIN OR OTHERWISE DOWNLOAD CONTENT, MATERIAL OR DATA THROUGH OR FOR THE USE OF THE SILOFIT SERVICES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA. IN ADDITION, SILOFIT DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE VIA THE WEBSITE OR THE SERVICES IS ACCURATE, COMPLETE OR UP TO DATE.
Your use of the Services may be subject to various local, provincial, state, national, or international laws, and you may have rights which vary from jurisdiction to jurisdiction. Because some countries do not allow limitations on warranties and/or the exclusion or limitation of damages, the limitations and/or exclusions found herein may not apply to you. Any provision found herein shall not be enforceable solely to the extent that it is prohibited by an applicable law.
RESPONSIBILITY FOR THE DECISIONS YOU MAKE REGARDING SILOFIT SPACES OFFERED VIA THE SITE OR APPLICATION (WITH ALL ITS IMPLICATIONS) RESTS SOLELY WITH YOU. SILOFIT WILL NOT ASSESS THE SUITABILITY, LEGALITY OR ABILITY OF ANY SUCH BUILDING OWNERS OR OTHER THIRD PARTIES AND YOU EXPRESSLY WAIVE AND RELEASE SILOFIT AND BUILDING OWNERS, TO THE MAXIMUM EXTENT ALLOWABLE UNDER APPLICABLE LAW, FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM YOUR USE OF THE SITE, APPLICATION OR SILOFIT SPACES, OR IN ANY WAY RELATED TO THE THIRD PARTIES INTRODUCED TO YOU BY THE SITE, APPLICATION OR SILOFIT SPACES.
THE QUALITY OF THE BUILDINGS IN WHICH THE SILOFIT SPACES ARE LOCATED ARE ENTIRELY THE RESPONSIBILITY OF THE BUILDING OWNERS. YOU UNDERSTAND THAT BY USING THE SITE, APPLICATION AND THE SILOFIT SPACES, YOU MAY BE EXPOSED TO LOCATIONS THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL TO MINORS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE SITE, APPLICATION AND THE SILOFIT SPACES AT YOUR OWN RISK.
TO THE EXTENT APPLICABLE UNDER LOCAL LAW, NOTHING IN THIS AGREEMENT SHALL LIMIT SILOFIT’S LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY SILOFIT’S NEGLIGENCE, OR (B) FOR FRAUD OR FRAUDULENT MISREPRESENTATION.
15. Rating System
You may be required to rate certain aspects of your overall experience of the Silofit Spaces, which rating will be prompted through the Site or Application. If you do not participate in such rating when requested, Silofit reserves the right (without limiting any of Silofit’s other rights hereunder) to restrict your access to the Silofit Spaces. Additionally, if Silofit, or if other users, rate your usage of the Silofit Spaces as being below a threshold acceptable to Silofit, then we may in our sole discretion, and without limiting any of Silofit’s other rights hereunder, restrict your access to the Silofit Spaces.
Silofit may send you notices by means of email to your email address on record in Silofit’s account information, or by written communication sent by first class mail or pre-paid post to your address on record in Silofit’s account information. You may give notice, and address any complaint or claim to Silofit (such notice, complaint or claim shall be deemed given when received by Silofit) at any time by means of email to info@Silofit.com.
17. Applicable Law
These Terms are governed by and construed in accordance with the laws of the Province of Quebec and the laws of Canada applicable therein, without regard to the conflicts of laws provisions thereof. The parties attorn to the jurisdiction of the courts of the district of Montreal, Province of Quebec.
You agree that Silofit, in its sole discretion and for any or no reason, may terminate any member or customer account (or any part thereof) you may have with Silofit or your use of Silofit Space, and remove and discard all or any part of your account or any of your User Content, at any time. Silofit may also in its sole discretion and at any time discontinue providing access to the Site, Application and Silofit Spaces, or any part thereof, with or without notice. You agree that any termination of your access to the Site, Silofit Space, Application or any account you may have or portion thereof may be effected without prior notice, and you agree that Silofit shall not be liable to you. These remedies are in addition to any other remedies Silofit may have at law or in equity.
You may terminate your Account at any time by deleting the Application from your device, ceasing all use of the Site and Silofit Spaces and requesting Silofit to cancel your account via email sent to info@Silofit.com.
No joint venture, partnership, employment, or agency relationship exists between you, Silofit or any third party provider as a result of these Terms or use of the Site, Silofit Spaces or Application. This Terms may not be assigned by you (whether in whole or in part) without the prior written approval of Silofit. These Terms may be assigned without your consent (in whole or in part) by Silofit, including to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. If any provision is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. The failure of Silofit to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Silofit in writing. These Terms comprise the entire agreement between you and Silofit and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.
20. Disclaimer and assumption of risk
You declare that you have voluntarily chosen to use the space made available by Silofit Inc. (“Silofit”). In doing so, you understand, acknowledges and agrees that, despite Silofit’s effort to provide a safe environment, the use of Silofit’s facility during the COVID-19 pandemic exposes you to risks that you may impact your physical and psychological health (and that of your family and those that come into contact with you). Specifically, the risks include contracting the virus causing COVID-19 which may cause serious bodily injury, including death, and cause, directly or indirectly, property damage and/or economic losses.
You acknowledge to follow and respect all preventive measures promulgated by government authorities and Silofit to prevent the spread of COVID-19 and to inform Silofit immediately if you become aware that any person carrying the virus frequented the premises or that any of the Measures were breached.
You acknowledge that Silofit does not make any representations or warranties to the effect that the premises are exempt from the virus causing COVID-19 or that no person infected by the virus causing COVID-19 has recently frequented the premises. Therefore, subject to applicable laws, you hereby waive and renounces in favour of Silofit, its officers, directors, managers, members, shareholders, employees and agents (collectively, “Silofit Parties”) to any and all liabilities, deficiencies, demands, claims, suits, actions, or causes of action, assessments, losses, costs, expenses (including reasonable legal fees), interest, penalties, obligations, reasonable costs or reasonable expenses of any and all investigations, proceedings, judgments and settlements (collectively, the “Losses”) sustained or incurred by you, directly or indirectly, to the virus causing COVID-19 (the “Released Claims”) and hereby grants to Silofit a complete, total and final discharge with respect to the Released Claims. You agree that, to the extent permitted under applicable laws, Silofit shall have no liability whatsoever towards you or any related third party, whether by contractual, extra-contractual, tort, or other means, for any direct, indirect, special, consequential, exemplary or punitive damages or for any lost profits or revenues, arising out of or relating to COVID-19.
You undertake to take responsibility and to defend and hold harmless any of the Silofit Parties from and against any and all Losses, resulting from, arising out of or otherwise by virtue of (i) your failure to comply with any of the Measures or (ii) the undersigned’s actions.