Pedesting's Terms of Service

Pedesting Terms of Service

Last Updated May 30, 2023

Introduction

Pedesting Corporation (“Pedesting”, “we”, “us” or “our”) has developed and provides the Pedesting navigation application that assists pedestrians of all abilities to find accessible routes through cities and key buildings. These Terms of Service (“Terms”) govern your rights and obligations regarding your use of our application and website (collectively, the “Service”). These Terms incorporate Pedesting’s Privacy Policy available here (https://pedesting.com/posts/privacypolicy), which explains the manner in which we collect, use, and disclose your personal information.

Some features of the Service make use of your location and route information, and cannot be provided to you without utilizing such information. See our Privacy Policy for more information about the manner in which we collect, use, and disclose your location and route information.

Acceptance of these Terms

Please read these Terms carefully. By accessing or using the Service, you accept and agree to be bound by the terms and conditions contained in these Terms. If you do not agree to any or all of the terms and conditions set out in these Terms, then you may not access or use the Service.

If the individual who accepts these Terms is accepting on behalf of a company or other legal person, that individual represents that they have the authority to bind that company or other person to these Terms, in which case the terms “you”, “your”, and “yourself” also refer to that company or other person. If the individual who accepts these Terms does not have that authority, or does not agree with these Terms, that individual and the company or other legal entity they represent must not accept these Terms and may not access or use the Service.

Changes to these Terms

You acknowledge and agree that we may make changes to these Terms from time to time, for any reason, in our sole and absolute discretion. The most recent version of these Terms will be posted here (https://pedesting.com/posts/termsofservice). If the changes that we make include material changes that affect your rights and obligations, we will take reasonable steps to notify you of the changes in advance. Your continued use of the Service after we post and/or notify you of any changes to the Terms means that you accept and agree to be bound by the Terms as amended.

Account Creation, Security, and Maintenance

Before completing the sign-up process for your account, you will be required to indicate your acceptance of these Terms. By creating an account, you represent, warrant, and covenant that you (i) can form a binding contract with Pedesting; (ii) will comply with these Terms and all applicable laws, rules, and regulations; (iii) will provide accurate, current, and complete information about yourself as prompted by our registration form or otherwise; and (iv) will maintain and update your information, including your contact information, so that it remains accurate, current, and complete at all times.

You will be responsible for the confidentiality and use of your username and password and agree not to transfer to any third-party your right to use or access the Service via your account. Pedesting disclaims any and all responsibility or liability for any unauthorized use of your account. You agree to notify us immediately of any unauthorized use, theft, or appropriation of your account, username, or password. We will not be liable for any loss that you incur as a result of someone else using your account, username, or password, either with or without your knowledge.

You are solely responsible, at your own expense, for obtaining and maintaining all internet access, computer hardware, and other equipment and services needed to access and use the Service.

Proprietary Rights and Licenses

• Ownership of Pedesting Property: You acknowledge and agree that Pedesting and its licensors are and will remain the sole and exclusive owners of all right, title, and interest in and to the Service as well as all information and content available on or through the Service, including maps, routes, information, and data (collectively, the “Pedesting Property”). All rights in and to the Pedesting Property are expressly reserved by Pedesting and its licensors, except to the extent of the licence expressly granted to you in these Terms.

• License to use the Service: Subject to these Terms, Pedesting grants you a limited, non-exclusive, royalty-free, non-transferable, non-sublicensable, and revocable license to access and use the Service for non-commercial purposes. Your right to access and use the Service may be revoked by Pedesting at any time. You are not obligated to use the Service and may terminate your use of the Service at any time and for whatever reason.

• Ownership of User Content: Pedesting acknowledges and agrees that you will be the owner of the information, photos, and other content that you post, upload, submit, or otherwise make available through the Service, excluding any Pedesting Property (the “User Content”).

• Rights in User Content: You represent and warrant that before you post, upload, submit, or otherwise make available any User Content on or through the Service, you will obtain from all persons who are, or whose intellectual or other property is, identified, depicted, or otherwise referred to in the User Content, all licenses, permissions, consents, and waivers, including waivers of moral rights, that are necessary for Pedesting, its users, and their respective affiliates, service providers, representatives, licensees, successors, and assigns to exercise their rights in and to the User Content in accordance with these Terms.

• License to User Content: You grant to Pedesting, its affiliates, and their respective licensees, successors, and assigns, a worldwide, non-exclusive, royalty-free, irrevocable, transferable, and sublicensable license to collect, host, copy, reproduce, publish, use, distribute, modify, transmit, process, make available, and display any User Content as necessary for Pedesting to provide and ensure the proper operation of the Service. You acknowledge and agree that the foregoing license includes the following rights: (a) de-identify, aggregate, or anonymize the User Content; and (b) use, process, reproduce, disclose, configure, modify, adapt, edit, delete, enhance, translate, backup, archive, combine with other data or works, create derivative works from, publish, perform, transmit, distribute, make available, broadcast, exhibit, communicate by telecommunication, sell, license, transfer, rent, lease, assign, dispose of and otherwise exploit such User Content which has been de-identified, aggregated, or anonymized (the “De-Identified Data”) in connection with Pedesting’s provision of the Service or for any commercial or non-commercial purpose, as determined in Pedesting’s sole discretion.

• License to Feedback: You grant to Pedesting, its affiliates, and their respective licensees, successors, and assigns, a worldwide, non-exclusive, royalty-free, irrevocable, transferable, and sublicensable license to use and incorporate into the Pedesting Property any suggestion, enhancement, request, recommendation, correction, or other feedback provided by you relating to the Pedesting Property or the business, products, or services of Pedesting, its affiliates or their respective successors and assigns.

Availability and Modifications of the Service

Pedesting endeavours to keep downtime to a minimum, but cannot promise that the availability of the Service will be uninterrupted or error free. We reserve the right to interrupt or suspend access to the Service, or any part thereof, with or without prior notice for any reason and you will not be entitled to any compensation for any such interruption or suspension.

We may, without providing notice to you, either partially or in its entirety, modify, adapt, or change the Service or other Pedesting Property, including the Service’s features, functionality, appearance, user interfaces, design, and layouts, the availability of content and any other aspect relating the Service or other Pedesting Property.

Use Restrictions

You may use the Service and Pedesting Property for private and personal purposes only. You may not use the Service and Pedesting Property for any commercial purpose without the prior written consent of Pedesting. Without limiting the generality of the foregoing, you may not, whether yourself or through any other means or person:

• provide, disclose, divulge, make available to, or permit use of the Pedesting Property by any third party;

• rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available any Pedesting Property to any third party, including in connection with the internet or any time-sharing, service bureau, software as a service, cloud, or other technology or service;

• copy, modify, or create derivative works or improvements of or based on the Pedesting Property;

• interfere, or attempt to interfere, with the Pedesting Property in any way, including to reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Pedesting Property, in whole or in part;

• engage in spamming, mailbombing, spoofing or any other fraudulent, illegal or unauthorized use of the Pedesting Property;

• remove, obscure or alter any copyright notice, trademarks or other proprietary rights notices affixed to or contained within the Pedesting Property;

• engage in or allow any action involving the Pedesting Property that is inconsistent with the terms and conditions of this Agreement;

• bypass or breach any security device or protection used by or in connection with the Pedesting Property, including in connection with the access or use of the Service or Pedesting Property;

• input, upload, transmit, or otherwise provide to or through the Pedesting Property any information or materials that are unlawful or injurious, or contain, transmit, or activate any software or other technology, including any virus, trojan horse, worm, backdoor, malware, or other malicious computer code, the purpose or effect of which is to: (a) permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any: (i) computer, software, firmware, hardware, system or network; or (ii) application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data; or (b) prevent you or any other authorized user from accessing or using the Service as intended (“Harmful Code”);

• damage, destroy, disrupt, disable, impair, interfere with, or otherwise impede or harm in any manner the Pedesting Property, including Pedesting’s provision of Service to any third party, in whole or in part;

• remove, delete, alter, or obscure any warranties or disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from any Pedesting Property;

• access or use the Pedesting Property in any manner or for any purpose that (i) infringes, misappropriates or otherwise violates the intellectual property or other rights of Pedesting or any third party, or (ii) violates any applicable law;

• access or use the Pedesting Property for purposes of competitive analysis of the Pedesting Property, the development, provision or use of a competing software service or product, or any other purpose that is to Pedesting’s detriment or commercial disadvantage; or

• otherwise access or use the Pedesting Property beyond the scope of the authorizations granted under these Terms.

Engaging in prohibited conduct constitutes a breach of these Terms and may subject you to civil liability or criminal prosecution under applicable laws. Pedesting reserves the right to investigate and/or terminate your account, without a refund of any purchases or settlement of any outstanding accounts, if you have violated these Terms, misused the Service, Pedesting Property, or any User Content they contain, or acted in a manner that Pedesting considers as inappropriate or unlawful.

Disclaimer of Warranties

PEDESTING DOES NOT MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, AND PEDESTING SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTIBILITY, FITNESS OR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE SERVICE, USER CONTENT, AND ANY OTHER PEDESTING PROPERTY ARE PROVIDED “AS-IS” AND AS AVAILABLE, EXCLUSIVE OF ANY WARRANTY WHATSOEVER. FOR CLARITY, AND WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PEDESTING MAKES NO WARRANTY OF ANY KIND THAT THE SERVICE, USER CONTENT, OR ANY OTHER PEDESTING PROPERTY, OR ANY PRODUCTS, SERVICES, OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE.

In addition, and without limiting the generality of the above clause, Pedesting disclaims any warranties relating to the accuracy of the maps, the conditions of any premises featured on the Service, and the navigation routes presented by the Service. For example, certain sidewalks, roads, and premises may be closed, under construction, or otherwise inaccessible for reasons that are outside the control of Pedesting and for which Pedesting is not responsible. You acknowledge and agree that you assume full, exclusive, and sole responsibility for your use and reliance on the Service, and you further acknowledge and agree that your use of and reliance upon the Service is entirely at your own risk. In addition, you further acknowledge that it is your sole responsibility that you comply with all applicable laws in connection with your use of the Service, including laws with respect to your access to and use of public and private property.

The information that is presented through the Service is not intended to replace information presented at the locations you are navigating (e.g., roads, sidewalks, premises, etc.). In the event that information is presented to you at such locations that instruct differently than the Service, you must not rely on the Service.

Due to the inherent technical limitations of the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of information contained on the Service. Due to the ability of third parties to share certain content and materials, computer viruses or other destructive programs may also be downloaded or transmitted inadvertently from the Service. Pedesting recommends that you install appropriate anti-virus or other protective software.

Pedesting is not responsible or liable for any software, computer viruses, or other destructive, harmful, or disruptive files or programs that may infect or otherwise affect the use of your computer equipment or other property on account of your access to or use of the Service or your downloading or otherwise acquiring any content or other information from or through the Service.

Limitation of Liability

IN NO EVENT WILL PEDESTING BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR RELATED TO THESE TERMS OR THE PROVISION OF THE SERVICE OR OTHER PEDESTING PROPERTY (INCLUDING LOSS OF PROFITS, USE, DATA, OR OTHER ECONOMIC ADVANTAGE), HOWSOEVER ARISING, EITHER OUT OF A BREACH OF THESE TERMS (INCLUDING BREACH OF WARRANTY), NEGLIGENCE, STRICT LIABILITY, TORT, OR ANY OTHER THEORY OF LIABILITY, EVEN IF PEDESTING HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

PEDESTING’S TOTAL MAXIMUM AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING UNDER THESE TERMS OR IN CONNECTION THE USE OR EXPLOITATION OF ANY PART OF THE SERVICE, PEDESTING PROPERTY, OR ANY USER CONTENT, IN ANY MANNER, WILL BE LIMITED TO CAD$10.

PEDESTING DOES NOT ASSUME ANY RISKS BEYOND THOSE EXPRESSLY STATED IN THESE TERMS.

Indemnification

You agree to indemnify, defend, and hold harmless Pedesting, its affiliates, and their respective directors, officers, shareholders, employees, staff, representatives, agents, licensors, licensees, successors, and assigns (the “Pedesting Parties”) from and against any and all claims, demands, damages, judgments, penalties, fines, costs, and expenses, including legal fees, and disbursements, incurred by the Pedesting Parties, relating to, arising from, or in connection with a third party claim, demand, action, or proceeding arising out of (a) an allegation that the User Content or the use of the User Content with the Service infringes, misappropriates, or otherwise violates any third party’s rights or is otherwise unlawful; (b) your breach of this Agreement, including any representation, warranty, covenant, or obligation therein; (c) your negligence, fraud, or willful misconduct; (d) your use of the Pedesting Property in a manner that is not authorized by these Terms; (e) your use of the Pedesting Property in combination with data, software, hardware, equipment or technology not provided by Pedesting or authorized by Pedesting in writing; or (f) any modifications made by you to the Service or to any other Pedesting Property that have not been authorized by Pedesting in writing.

Linked Websites

The Service may provide links to third-party websites for your convenience only. Pedesting is not responsible for those websites and the inclusion of these links does not imply that Pedesting either monitors or endorses them. Please be aware that these third-party websites are governed by separate terms and conditions and privacy policies. We encourage you to be aware when you click these links and leave our Service. Your use of these third-party websites is at your own risk. Pedesting is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to have been caused by or in connection with the use of or reliance upon any information, content, goods, or services available on or through any third-party websites or linked resources.

Copyright Dispute Policy

If you believe that material or content that resides or is accessible on or through the Service infringes a copyright, please send a notice of claimed infringement to Pedesting, either by email at privacy@pedesting.com or by mail to the following address:

Suite 1200

734 – 7 Avenue SW

Calgary, Alberta, T2P3P8

The notice should contain the following information:

● contact information about the claimant, including name, mailing address, and other particulars required to communicate with the claimant;

● identification of the work or other subject matter to which the claimed infringement relates;

● a description of the claimant’s interest or rights in or to the work or other subject matter;

● identification of electronic location of the infringing material to which the claimed infringement relates, with sufficient detail so that Pedesting is capable of finding and verifying its existence;

● the date and time of the commission of the claimed infringement; and

● any other information that may be prescribed under applicable laws.

The notice may not contain any of the following:

● an offer to settle the claimed infringement;

● a request or demand, made in relation to the claimed infringement, for payment or for personal information;

● any reference, including by way of hyperlink, to such an offer, request, or demand; or

● any other information that may be prescribed under applicable laws or regulations.

If the notice is not compliant with these requirements, Pedesting will have no legal or other obligation to take any action in relation to the claimed infringement.

If a proper bona fide infringement notice is received in accordance with these Terms, it is Pedesting’s policy to remove or disable access to the infringing material; notify the user that posted, submitted or uploaded the subject content that Pedesting has removed or disabled access to the material; and where Pedesting deems appropriate, discipline repeat offenders, in accordance with applicable laws, by suspending or terminating the offender’s access to or use of the Service, in whole or in part.

General Terms

• No Legal Relationship. These Terms and your use of the Service, including the submission of User Content on or through the Service, do not, and shall not, be construed as creating any relationship, partnership, joint venture, employer-employee, or agency relationship in any way or of any kind between you and Pedesting. You use of the Service is intended for your personal enjoyment and benefit and the provision of the Service to you (subject to your compliance with these Terms) constitutes the sole and sufficient consideration that you are entitled to receive for any User Content, Feedback, or other contributions you have made to the Service or the Pedesting Property, including its contents, maps, information, and data.

• Assignment. You may not assign, transfer, sublicense, or convey these Terms, including any rights granted by Pedesting and obligations assumed by you, except with Pedesting’s prior written consent. We may assign, transfer, sublicense, or convey these Terms, and our rights and obligations under them, to any third party without notice to you.

• Waiver. No waiver of non-satisfaction of a condition or non-performance of an obligation under these Terms is effective unless it is in writing and signed by the party granting the waiver or that party’s authorized representative. Unless expressly granted in writing and signed by the party granting the waiver or that party’s authorized representative, no waiver will extend to any subsequent non-satisfaction of a condition or non-performance of an obligation under these Terms, whether or not of the same or similar nature to that which was waived. No waiver will affect the exercise of any other rights or remedies under these Terms. Any failure or delay in exercising any right or remedy will not constitute, or be deemed to constitute, a waiver of that right or remedy. No single or partial exercise of any right or remedy will affect further exercise of any right or remedy.

• Headings. The headings used in these Terms and its division into articles, sections, schedules, exhibits, appendices, and other subdivisions do not affect its interpretation.

• Governing Law. These Terms and all related documents, and all matters arising out of or relating to these Terms, whether sounding in contract, tort, or statute, are governed by, and construed in accordance with, the laws of the Province of Alberta and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision or rule (whether of the Province of Alberta or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the Province of Alberta.

• Venue. The provincial and federal courts located in Calgary, Alberta will have exclusive jurisdiction over any dispute relating to these Terms, and each party consents to the exclusive jurisdiction of those courts.

• Severability. If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.

• Entire Agreement. These Terms, together with any additional terms and conditions presented to you at the time of your use of the Service, Pedesting Property, or User Content and to any separate written agreement between you and Pedesting, constitute the entire agreement. There are no representations, covenants, or other terms other than those set out thereunder, and these Terms supersede any previous discussions, understandings, or agreements between the parties relating to its subject matter.

Contact

If you have any questions, concerns or suggestions regarding the Service or these Terms, please contact us at: privacy@pedesting.com.