Terms of
Use
Your use of Midnight Destiny Band (referred to as “Midnight Destiny™”) website and all products and services available thereon are offered to you on your acceptance of our Terms of Use, our Privacy Policy and other notices posted on this website. Your use of this website, or of any products or services presented in any area of this website, indicates your acknowledgment and agreement to these Terms of Use, our Privacy Policy and other notices posted on this website. We suggest you print a copy of each of these documents for your records. Midnight Destiny™ website and all products and services available thereon are available only to those who may lawfully enter into contracts with us under the law applicable to such contract. If you do not qualify, you are not permitted to access or use our website or any of our products or services. We shall have the right, at our sole discretion, to modify, add or remove any terms or conditions of these Terms of Use without notice or liability to you. Any changes to these Terms of Use shall be effectively immediately following the posting of such changes on our website. You agree to review these Terms of Use from time to time and agree that any subsequent use by you of our website following changes to these Terms of Use shall constitute your acceptance of all such changes. These Terms of Use were last modified on February 1, 2021.
General Disclaimer
Use of Midnight Destiny™ website is provided to you solely for your own personal use and not for purposes of resale, distribution, public display or performance or other similar uses by you. Unless otherwise indicated on our website, you may display, download, reformat and print a single copy of any information on our website for such personal use. Access to and the right to use our website may be subject to local laws and regulations. You agree to comply with all applicable laws and regulations relevant to your use of our website. We have made commercial best efforts to obtain the most accurate and timely information available, all of which are complex and subject to change. Accordingly, we do not guarantee the accuracy, reliability or completeness of any of the information contained on, downloaded or accessed from this website. The performance of our website is provided to you on an “as is” basis, without representations or warranties of any kind (to the fullest extent permissible under applicable law), including any implied warranties or warranties of merchantability, fitness for a particular purpose or non-infringement of the rights of third parties. We make no representation or warranty to you, whether expressed or implied, that our website will be uninterrupted, error free or corrected in the event of discovery of any errors, free of viruses or other harmful components, nor for any breach of security or any damage to your computer system or loss of data that may result from accessing, downloading, or using any materials from our website. We reserve the right, at our sole discretion, to modify, disable access to or discontinue, temporarily or permanently, any part or all of our website, including your password access (if any), without liability or notice to you. As a visitor to our website, you acknowledge and agree that any reliance by you on any information available on this website shall be at your own risk. In no event shall we be liable for any direct, indirect, consequential or exemplary damages arising from the use or the performance of this website, even if we have been advised of the possibility of such damages.
Registration and Password
Certain portions of Midnight Destiny™ website are password-protected and require registration and disclosure of certain information about yourself, which information shall not be disclosed by us except in accordance with our Privacy Policy. When registering with us, you agree to provide complete and accurate information about yourself and to update such information as it changes. It is your responsibility to keep the password provided to you as part of the registration process confidential. In the event of use of your password without your consent or the discovery by you of any other breach of security, you agree to notify us immediately at info@midnightdestiny.com
Confidentiality and Transmissions over the Internet
The transmission of information through the registration and purchase areas of our site is protected by encryption in order to prevent unauthorized access to personal information. However, the transmission of data or information (including communications by e-mail) over the Internet or other publicly accessible networks is inherently insecure, and is subject to possible loss, interception or alteration while in transit. Accordingly, we do not assume any liability for any damage you may experience or costs you may incur as a result of any transmissions over the Internet or other publicly accessible networks, such as transmissions involving the use of your password for our website or the exchange of e-mail with us (including those which to may contain your personal information). While we shall take commercially reasonable efforts to safeguard the privacy of any personal information you provide us and treat such information in accordance with our Privacy Policy, in no event will the information you provide to us be deemed to be confidential, create any fiduciary obligations to you on our part, or result in any liability to you on our part in the event that such information is inadvertently released by us or accessed by third parties without our consent.
User Conduct and Obligations
Certain portions of Midnight Destiny™ website may permit users of the website to upload, post or otherwise transmit content. You acknowledge and agree that all content not provided by us, whether publicly or privately uploaded, posted or transmitted, is the sole responsibility of the person from whom such content originated. As we do not control the content originating from users of this website, you acknowledge and agree that (a) we cannot guarantee the accuracy, reliability or completeness of such content and (b) that by using this website you may be exposed to such content that you may find offensive or objectionable and for which we shall have no responsibility or liability. We do not generally screen or edit content originating from users of this website, but reserve the right (though we have no duty) to monitor or to remove, without notice, any offensive or objectionable content, in our sole discretion.
You agree: to follow all applicable laws and regulations when using this website; that you shall be responsible for all acts that occur under your password, including any content uploaded, posted or transmitted through such password; and that you have the right to upload, post or otherwise transmit any content originating from you or under your password.
You agree that you shall not (or permit under your password):
(a) upload, post or otherwise transmit through or to this website any content that:
(i) is unlawful, abusive, threatening, harmful, obscene, lewd, offensive, defamatory or otherwise objectionable;
(ii) might infringe the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of others;
(iii) contains any viruses, trojan horses, time bombs, or any other harmful programs or elements;
(b) disrupt, place unreasonable burdens or excessive loads on, interfere with or attempt to gain unauthorized access to any portion of our website; its computer systems, servers or networks; or the passwords of other users;
(c) provide false information about yourself during the registration process, impersonate any other person, or otherwise attempt to mislead us or other website visitors about your identity or the origin of any content, message or other communication;
(d) transmit junk mail, chain letters, or other unsolicited bulk e mail or duplicative messages;
(e) collect information about other website visitors without their consent or otherwise systematically extract data or data fields, including without limitation e mail addresses; and
(f) sell access to or the use of this website, including any content contained on, downloaded or accessed from this website.
By uploading, posting or otherwise transmitting through or to our website any content, you grant to us, our successors and assigns, a non exclusive, world-wide, royalty free, perpetual, non revocable license to display, reproduce, translate, reformat, adapt, archive, distribute, and broadcast to other users of our website such content; to use or distribute such content in any manner other than stated in our Privacy Policy; and to authorize the display, downloading, reformatting and printing of a single copy of such content by users of our website for their personal use.
Indemnification by User
You agree to indemnify, defend and hold Midnight Destiny™ and our affiliates, business partners, officers, directors, employees and agents harmless from any loss, liability, claim, demand, damage, or expense (including reasonable legal fees) asserted by any third party relating in any way to your use of this website or breach of these Terms of Use. We reserve the right to assume the exclusive defence and control of any matter subject to indemnification by you, which shall not excuse your indemnity obligations.
Third Party Websites, Content and Products and Services
Links or pointers to other websites and references to products and services offered by third parties are provided to you for convenience only and do not constitute an endorsement or approval by us of the organizations that operate such websites, the content on such websites, or of such third party products and services. As we have no control or responsibility over websites or content maintained by other organizations, or for products and services offered by third parties, we do not assume any liability for your use of any of the foregoing, which use you acknowledge and agree shall be at your own risk.
Proprietary Rights
The Midnight Destiny™ trademark, the Midnight Destiny™ logo and other identifying marks of Midnight Destiny™ are and shall remain the trade-marks and trade names and exclusive property of Midnight Destiny™, and any unauthorized use of these marks is unlawful. Other trade-marks on this website are the property of their respective owners. All content on this website is the copyrighted property of Midnight Destiny™ (or, in certain cases, other users of this website or third party content providers) and is protected by international copyright law. Information on this website may be used by you only for your personal use as provided for in these Terms of Use, but may not be taken out of context or presented in a misleading or discriminatory manner. Any rights not expressly granted to you are reserved by us.
Notice of Copyright Infringement
Our policy is to comply with all intellectual property laws and to act expeditiously upon receiving any notice of claimed infringement. If you believe that your work has been reproduced on this website in a manner that constitutes copyright infringement, please provide a notice of copyright infringement containing all of the following information:
1. A physical or electronic signature of a person authorized to act on behalf of the copyright owner for the purposes of the complaint.
2. Identification of the copyrighted work claimed to have been infringed.
3. Identification of the material on our website that is claimed to be infringing or to be the subject of infringing activity.
4. The address, telephone number or email address of the complaining party.
5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law.
6. A statement, under penalty of perjury, that the information in the notice of copyright infringement is accurate, and that the complaining party is authorized to act on behalf of the owner of the right that is allegedly infringed.
All notices of copyright infringement should be sent to info@midnightdestiny.com
General
If any provision of these Terms of Use is held invalid or unenforceable in any respect by any court having competent jurisdiction, such provision shall be enforced to the maximum extent permitted by law, and the remaining provisions of these Terms of Use shall continue in full force and effect. No waiver of any provision of these Terms of Use shall be deemed a further or continuing waiver of such provision or any other provision of these Terms of Use. These Terms of Use shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to conflict of laws provisions thereto. The parties specifically exclude the application of the United Nations Convention on the International Sale of Goods. With the exception of a breach by you of our intellectual property rights, any dispute arising out of or in connection with these Terms of Use shall be settled by binding arbitration in accordance with the National Arbitration Rules of the ADR Institute of Canada Inc. by one arbitrator designated in conformity with those Rules in the City of Toronto, Ontario. Notwithstanding the recourse to arbitration hereto, the parties retain their rights to injunctive relief wherein the courts of the Province of Ontario shall have exclusive jurisdiction with respect to any matter related to these Terms of Use. These Terms of Use are binding upon you, your heirs, executors, beneficiaries, successors and assigns and you may not assign this agreement to any other party without our prior written consent, which consent may be withheld in our sole discretion. We may assign this agreement to any affiliate or successor company of Midnight Destiny™ without notice thereof to you.
Contact
If you have any questions, comments or concerns about our website or these Terms of Use, please feel free to contact us.