Terms of Use Agreement

DEFINITIONS

“You” refers to the user of this website and its related services, and as such you have gained the right to use this website by respecting the applicable Terms of Use described in detail below. Heartpool Incorporated (“Heartpool”) is the exclusive owner and operator of Heartpool.com (the website). As used in this Agreement, "we" and "us" means Heartpool or any successor or assign of Heartpool. “Service(s)” refers to your use of Heartpool.com for any purpose whatsoever. “Content” means information, data, text, software, music, photographs, videos, materials and the like.

OVERVIEW

This Terms of Use Agreement (the "Agreement") sets forth the terms and conditions which apply to your use of the Heartpool.com website and all services offered by Heartpool. By completing the subscription process you are indicating that you agree to be bound by all of the terms in this Agreement. Please print and keep a copy of this Agreement for your records. We reserve the right, at any time, to change or modify the terms and conditions applicable to your subscription. Such changes will become effective upon notification, which we may effect by sending you notice by email and/or posting a revised Agreement on this website, which you can access at any time using the "Terms of Use" link. Your continued use of our Service after notification of such a change has been sent shall be deemed to constitute acceptance by you of any such changes, modifications, additions or deletions. You agree to review this Agreement periodically to be aware of any such revisions.

ELIGIBILITY

You must be 18 years of age or older to visit or use this website in any manner. By visiting Heartpool.com or accepting these Terms of Use, you represent and warrant to Heartpool that you are 18 years of age or older, and that you have the right, authority and capacity to agree to and abide by these Terms of Use. You also represent and warrant to Heartpool that you will use this website in a manner consistent with any and all applicable laws and regulations.

PRIVACY OF INFORMATION

The Personal Information Protection Act (“the Act”) regulates the way private sector organizations within Ontario, Canada collect, use, keep, secure and disclose personal information. “Personal Information” means all information about an identifiable individual. Heartpool recognizes the importance of privacy and recognizes the sensitivity of Personal Information received by us in the course of offering our Service. We recognize our professional obligation to maintain the confidentiality of our clients’ information, and recognize our obligations concerning the Personal Information of all individuals that we collect, use or disclose in our practice. This policy has been developed with those obligations in mind.

Heartpool collects Personal Information from you in order to create your online dating profile. Heartpool will not use or disclose your Personal Information for purposes other than those described in this Agreement. When obtaining a Heartpool subscription or while visiting our website, unless you opt-out we may provide you with advertisements, promotions, sweepstakes and offers from third party providers of products and services. If you choose to accept any such offers, you may either (depending on the situation) directly provide your information in connection with the offer to such third party provider, or with your consent we will provide your information, including billing information, to the third party provider by pre-populating the offer registration forms. Your information will not be transferred until you actually accept the offer. You may opt-out of the offer at any time up until this point. Please refer to the third party provider’s own privacy policy (provided on the offer pages) if you have any questions regarding how your information is used by such providers. Please be aware that these offers may be presented on pages framed by a Heartpool website. We do this to provide a seamless experience. Although these offer pages have the look and feel of our website, you will be submitting your information directly to the third-party advertiser. You agree that we will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings, including the sharing of the information you supply to us with third party providers described here, or as the result of the presence of such providers on a Heartpool website. In addition, with our users’ consent, from time to time we may share Personal Information (such as e-mail or mailing address) about our user base with carefully selected third parties, so they can offer goods and services that we believe may be of interest to our users. If you do not wish to continue to receive offers from our trusted business associates, e-mail our Privacy Officer at: contact@heartpool.com

We may share your information with third parties, but not in a manner that would reveal your identity. We may share your Personal Information sometimes in conjunction with your non-Personal Information, with service providers that may be associated with us (including our affiliates) to perform functions on our behalf. Your information will be treated as private and confidential by such service providers and not used for any other purpose than we authorize.

You acknowledge, consent and agree subject to the license provided herein described under the heading “Public Content Posted to Heartpool”, that while your subscription is active Heartpool may access, preserve and disclose your account information and Content provided by you and others and may disclose Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to:

(i) comply with legal process; (ii) enforce the Terms of Use; (iii) respond to claims that any Content violates the rights of third parties; or (v) protect the rights, property or personal safety of Heartpool, its users and the public. Additionally, pursuant to the terms hereof, Heartpool reserves the right to access, preserve and disclose such information upon expiry/termination of your subscription if required for debt collection or other reasonably necessary business purposes. During this interim period, Heartpool will not provide your information to third party providers of products, services or goods for the purposes of advertising etc. but may provide it to service providers performing function on their behalf as described above and other business advisors including but not limited to legal counsel. Additionally, it may be provided as set forth in (i) – (iii) above. Once all such outstanding issues are resolved and/or Heartpool no longer is legally or otherwise required to keep such information, and subject to the terms hereof, such account information shall be deleted from Heartpool’s records/servers. If you have any questions with respect to our policies concerning the handling of your Personal Information, or if you wish to request access to, or correction of, your Personal Information under our care and control, please contact our Privacy Officer at: contact@heartpool.com By issuing this website you acknowledge that

(a) we cannot ensure the security or privacy of information you provide through the Internet and your email messages, and you release us from any and all liability in connection with the use of such information by other parties;

(b) we are not responsible for, and cannot control, the use by others of any information which you provide to them and you should use caution in selecting the Personal Information you provide to others through the Service; and

(c) we cannot assume any responsibility for the Content of messages sent by other users of the Service, and you release us from any and all liability in connection with the Contents of any communications you may receive from other users. We cannot guarantee, and assume no responsibility for verifying, the accuracy of the information provided by other users of the Service. You may not use the Service for any unlawful purpose. If you use this Service unlawfully we will pass along all information to law enforcement. We may refuse to grant you an ID or nickname that impersonates someone else, is protected by trade-mark or proprietary law, or is vulgar or otherwise offensive, as determined by us in our sole discretion.

RIGHT TO USE

Your right to use the Service is subject to any limitations, conditions and restrictions established by us from time to time, in our sole discretion. We may alter, suspend or discontinue any aspect of the Service at any time, including the availability of any Service feature, database or Content. We may also impose limits on certain features and aspects of the Service or restrict your access to parts or all of the Service without notice or liability. CODE OF CONDUCT

You agree to use the Service in accordance with the following Code of Conduct:
a. you will keep all information provided to you through the Service as private and confidential and will not give such information to anyone without the permission of the person who provided it to you;
b. you agree to provide true, accurate, current and complete information about yourself if prompted by the Service’s registration form (such information being the “Registration Data”);
c. you agree to maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, Heartpool has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Heartpool has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof);
d. you will not use the Service to engage in any form of harassment or offensive behavior, including but not limited to the posting of Content which is unlawful, threatening, abusive, harassing, tortious, vulgar, hateful, libelous, slanderous, abusive or defamatory, pornographic, obscene, or offensive or racially, ethically or otherwise objectionable;
e. you will not use the Service to infringe the privacy rights, property rights, or any other rights of any person;
f. you will not post Content or use the Service in any way which is fraudulent or otherwise unlawful or violates any law;
g. you will not use the Service to distribute, promote or otherwise publish any material containing any solicitation for funds, advertising or solicitation for goods or services;
h. you will not use the Service to distribute or up load any virus, trojan horses or do anything else that might cause harm to the Service, Heartpool systems or to other members' systems in any way;
i. you will not post or transmit in any manner any contact information including, but not limited to, email addresses, "instant messenger" nicknames, telephone numbers, postal addresses, URLs, full names, through your publicly posted information;
j. you will not use the Service to harm minors in any way;
k. you will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
l. you will not impersonate forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
m. you will not use the Service to upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
n. you will not use the Service to upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
o. you will not use the Service to upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
p. you will not use the Service to disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Service are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
q. you will not use the Service to interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
r. you will not use the Service to violate any applicable local, provincial, national or international law;
s. you will not use the Service to "stalk" or otherwise harass another;
t. you will not use the Service to engage in deceptive marketing or advertising practices;
u. you will not use the Service to collect or store personal data about other users; and
v. you will not use the Service for the purpose of data mining or extracting Content from the Service beyond your personal end use.

PROCESSING AND TRANSMISSION

You understand that the processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

SPECIAL ADMONITIONS FOR INTERNATIONAL USE

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specially, you agree to comply with all applicable laws regarding the transmission of data exported from Canada.

PUBLIC CONTENT POSTED TO HEARTPOOL

a. For purposes of these Terms of Use, “publicly accessible areas of the Service” are those accessible by the general public.
b. With respect to all Content you elect to post to publicly accessible areas of the Service, you grant Heartpool the royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Content (in whole or part) word wide and/or incorporate it in other works in any form, media, or technology now known or later developed.

MONITORING OF INFORMATION

We reserve the right to monitor all advertisements, public postings and messages to ensure that they conform to Content guidelines that are monitored by us and subject to change from time to time.

REMOVAL OF INFORMATION

While we do not and cannot review every message or other material posted or sent by users of the Service, and are not responsible for any Content of these messages or materials, we reserve the right, but are not obligated, to delete, move, or edit messages or materials, including without limitation profiles, public postings and messages, that we, in our sole discretion, deem to violate the Code of Conduct set out above or any other applicable Content guidelines, or to be otherwise unacceptable. You shall remain solely responsible for the Content of profiles, public postings, messages and other materials you may upload to the Service or users of the Service.

TERMINATION OF ACCESS TO SERVICE

We may, in our sole discretion, terminate or suspend your access to all or part of the Service at any time, with or without notice, for any reason, including, without limitation, breach of this Agreement. Without limiting the generality of the foregoing, any fraudulent, abusive, or otherwise illegal activity, or that may otherwise affect the enjoyment of the Service or the Internet by others may be grounds for termination of your access to all or part of the Service at our sole discretion, and you may be referred to appropriate law enforcement agencies.

NO RESPONSIBILITY

You acknowledge that we are not responsible for suspension of the Service, regardless of the cause of the interruption or suspension.

SECURITY

Your account is private and should not be used by anyone other than you. You are responsible for all usage or activity on the Service by users using your password, including but not limited to use of your password by any third-party.

EXTERNAL LINKS

The Service may from time to time contain links to other Internet sites and resources ("External Links"). You acknowledge that we are not responsible for, and have no liability as a result of the availability of External Links or their contents. We suggest that you review the terms of use and privacy statements of such External Links prior to using them.

HEARTPOOL’S PROPRIETARY RIGHTS

You acknowledge and agree that the Services and any necessary software used in connection with the Services ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that content contained in advertisements or information presented to you through the Services or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws, whether or not applied for. Except as expressly authorized by Heartpool or advertisers, you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on the Services or the Software, in whole or in part.

NO RESALE OF SERVICES

You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

GENERAL PRACTICES REGARDING USE AND STORAGE

You acknowledge that Heartpool may establish general practices and limits concerning use of the Heartpool Services, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Services, the maximum number of email messages that may be sent from or received by an account on the Services, the maximum size of any email message that may be sent from or received by an account on the Services, the maximum disk space that will be allotted on Heartpool's servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Services in a given period of time. You agree that Heartpool has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Services including without limitation messages and other communications. You acknowledge that Heartpool reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that Heartpool reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

MODIFICATIONS TO SERVICES

Heartpool reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that Heartpool shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

YOU UNDERSTAND AND AGREE THAT YOU USE HEARTPOOL.COM AND ITS RELATED SERVICES AT YOUR OWN RISK. HEARTPOOL’S SERVICES ARE PROVIDED ON AN "AS IS" BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE, NON-INFRINGEMENT, OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION UNDER LAW. HEARTPOOL PROVIDES ON-LINE PERSONAL DATING SERVICES AND TOOLS TO SINGLES AND OTHER SIMILARLY INTERESTED INDIVIDUALS, AS WELL AS FORUMS FOR DISCUSSION AND COMMENTARIES TO SUBSCRIBERS THROUGH THE HEARTPOOL.COM WEBSITE AND OTHER MEANS OF DISTRIBUTION. HEARTPOOL DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR TIMELINESS OF, OR OTHERWISE ENDORSE ANY INFORMATION CONTAINED ON HEARTPOOL.COM. DUE TO THE NUMBER OF SOURCES FROM WHICH CONTENT DISTRIBUTED BY HEARTPOOL IS OBTAINED, THERE MAYBE DELAYS, OMISSIONS OR INACCURACIES IN SUCH CONTENT. YOU ACKNOWLEDGE THAT USE OF THE SERVICE IS AT YOUR OWN RISK. WE DO NOT REPRESENT OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY MEMBER PROFILE, ADVICE, OPINION, STATEMENT OR OTHER INFORMATION DISPLAYED, UPLOADED OR DISTRIBUTED THROUGH THE SERVICE BY HEARTPOOL, OUR PARTNERS OR ANY USER OF THE SERVICE OR ANY OTHER PERSON OR ENTITY. YOU ACKNOWLEDGE THAT ANY RELIANCE UPON ANY SUCH OPINION, MEMBER PROFILE, ADVICE, STATEMENT OR INFORMATION SHALL BE AT YOUR SOLE RISK. YOUR CONTINUED USE OF THE SERVICE NOW, OR FOLLOWING THE POSTING OF NOTICE OF ANY CHANGES IN THIS AGREEMENT, WILL CONSTITUTE A BINDING ACCEPTANCE BY YOU OF THIS AGREEMENT, OR ANY SUBSEQUENT MODIFICATIONS. YOU HEREBY ACKNOWLEDGE AND AGREE THAT UNDER NO CIRCUMSTANCES WILL HEARTPOOL, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND THIRD PARTY CONTENT PROVIDERS OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS WHATSOEVER CAUSED BY YOUR USE OR RELIANCE ON INFORMATION OBTAINED THROUGH THE CONTENT DISTRIBUTED BY HEARTPOOL AS WELL AS ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OR INJURY ARISING OUT OF THE USE OR INABILITY TO USE THE HEARTPOOL SERVICE OR OUT OF THE BREACH OF ANY WARRANTY, OR CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO AND/OR ALTERATION OF THE HEARTPOOL.COM WEBSITE, NO MATTER WHETHER SUCH CLAIMS ARE BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER CAUSE OF ACTION, AND REGARDLESS OF WHETHER HEARTPOOL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS LIMIT THE AVAILABILITY OF SUCH LIMITATION OF LIABILITY, IN WHICH CASE THE PROVISIONS OF THIS SECTION MAY NOT APPLY TO YOU. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL OUR LIABILITY EXCEED THE SUM OF $100.00 CAN DOLLARS.

INDEMNITY

You hereby agree to indemnify, defend and hold harmless Heartpool and all officers, directors, owners, agents, information providers, affiliates, licensors and licensees (collectively, the "Indemnified Parties") from and against any and all liability and costs, including, without limitation, reasonable attorneys' fees, incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of this Agreement or the foregoing representations, warranties and covenants. You shall cooperate as fully as reasonably required in the defense of any such claim. Heartpool reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

MISCELLANEOUS

This Agreement represents the entire agreement between you and Heartpool regarding the use of our Services and supersedes any other agreement or understanding on the subject matter. This Agreement, your rights and obligations, and all actions contemplated by this Agreement shall be governed by the laws of the Province of Ontario, Canada. As a condition of using Heartpool.com’s Services, each user agrees that any and all disputes and causes of action arising out of or connected with Heartpool.com, shall be resolved through arbitration, with such arbitration to be held in Kitchener, ON, Canada. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and be enforceable. This Agreement is not assignable, transferable or sublicensable without the prior written consent of Heartpool. Heartpool may assign this Agreement in whole or in part. No agency, partnership, joint venture, or employment is created as a result of this Agreement. Headings are for convenience only and have no legal or contractual effect. All notices under this Agreement shall be in writing and shall be deemed to have been duly given when receipt is electronically confirmed, if transmitted by facsimile or email or upon receipt, if sent by certified or registered mail, return receipt requested.

FEE FOR SERVICES

In addition to the free services provided on the Heartpool.com website, certain services may be offered which require payment for service. Where payment is required, the following additional terms and conditions will apply

PRIVACY OF FINANCIAL INFORMATION

Heartpool will use the credit card information you provide to bill you for goods and services. By registering for a for-fee service and providing your credit card details, you agree to be billed by us for your for-fee service in advance. Heartpool will not share your financial information with third-parties, except as necessary to process your payment and as otherwise set out in this Agreement. By providing your credit card details to us, you consent to and authorize us to provide your credit card details to such credit card processors and financial institutions as are necessary to process your payment.

TERMINATION OF SERVICES FOR NON-PAYMENT

Where payment is required for a service and we are unable to charge your credit card for any reason, we may discontinue any and all service to you either temporarily or permanently.

CANCELLATION OF SERVICES

You may request cancellation of services of any Heartpool service at any time. Additionally, we may terminate services pursuant to these Terms of Use. Where, however, a fee has been paid for a service, all such payments for service are non-refundable. Where billing for a service is recurring on a monthly, yearly or other periodic basis, the unused portion of the current service period will not be refunded.

MODIFICATIONS

We may modify this Agreement from time to time. Notification of changes in this Agreement will be posted on the Service or sent via electronic mail, as we may determine in our sole discretion. If you do not agree to any modifications, you should terminate your use of the Service. Your continued use of the Service now, or following the posting of notice of any changes in this Agreement, will constitute a binding acceptance by you of this Agreement, or any subsequent modifications.

DISCLOSURE AND OTHER COMMUNICATION

We reserve the right to send electronic mail to you, for the purpose of informing you of changes or additions to the Service, or of any Heartpool related products and services. We reserve the right to disclose information about your usage of the Service and demographics in forms that do not reveal your personal identity.

© Heartpool.com 2009