LAST UPDATED: OCTOBER 29, 2020
Hatch Ltd., an Ontario corporation with its principal place of business at 2800 Speakman Drive, Mississauga, Ontario, Canada L5K 2R7 (“Hatch”), makes information, products and services available on this website (“Site”), subject to the following terms and conditions (“Terms”).
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS SITE. BY ACCESSING THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT USE THIS SITE.
“You” or “your” means you personally (i.e. the individual who reads and agrees to be bound by these Terms), and if you access this Site on behalf of a corporation or other legal entity, collectively, you and such corporation or other legal entity on whose behalf you access this Site.
No charge is made for your use of this Site (unless otherwise stated), although you should be aware that charges for Internet use may apply at rates determined by your provider. Hatch reserves the right to change the products, services, prices and programs mentioned on this Site, at any time, at its sole discretion.
Hatch reserves the right to change these Terms, and provide you with notice of such change by posting the revised draft of these Terms on this Site or by other reasonable means selected by us. You can determine when these Terms were last revised by referring to the “LAST UPDATED” legend at the top of these Terms. Your continued use of this Site after such changes will indicate your acceptance of such changes.
Hatch further reserves the right to seek all remedies available by law and in equity for any violation of these Terms. Any rights not expressly granted herein are reserved by Hatch.
- Eligibility. If you are using this Site on behalf of a corporation or other legal entity, you represent that you are authorized to accept these terms and conditions on behalf of such corporation or other legal entity. Further, you acknowledge that you are 13 years of age or older, and, if under the age of 18, are using this Site under the active supervision of a parent, legal guardian, or other responsible adult. Individuals who are under the age of majority in their jurisdiction are not allowed to use this Site or transmit or otherwise submit personally identifiable information to Hatch.
- Terms Applicable to Corporations. This Section 2 applies specifically to any corporation or other legal entity that is subject to these Terms. You agree to require each of your employees to be bound by these Terms and conditions of these Terms and you agree to remain responsible and liable for all acts and omissions of your employees in connection with this Site, including any breaches of these Terms. All references to your access and/or use of this Site herein include access and/or use of this Site by your employees.
- Canada-Based Website. This Site is controlled and operated by Hatch from Canada, and except as expressly set forth herein, is not intended to subject Hatch to the laws or jurisdiction of any state, country or territory other than that of Canada. Hatch does not represent or warrant that this Site or any part thereof is appropriate or available for use in any particular jurisdiction other than Canada. In choosing to access this Site, you do so on your own initiative and at your own risk, and are responsible for complying with all local laws, rules and regulations. You are also subject to all applicable export controls and are responsible for any violations of such controls, including any applicable embargoes or other federal rules and regulations restricting exports. Hatch may limit this Site’s availability, in whole or in part, to any person, geographic area or jurisdiction Hatch chooses, at any time and in Hatch’s sole discretion.
- Purchases. You agree to pay all prices, fees and charges then in effect for any purchase that you make through this Site, and you authorize Hatch to charge your chosen payment method (using a third-party payment processor) for any such amounts upon submitting your order. Unless otherwise indicated, all prices, fees and charges are stated in U.S. dollars, and all payments shall be in U.S. currency. Price and availability of products and services offered through this Site are subject to change without prior notice. All purchases made through this Site are non-refundable, except as expressly set out in any separate written agreement between you and Hatch.
You agree to provide current, complete and accurate information for any purchase made through this Site, including but not limited to your location, email address, chosen payment method and credit card expiration date (if applicable). Hatch reserves the right, at any time after receipt of any order you submit through this Site, to accept, decline or refuse your order for any reason. Your chosen payment method will not be charged until Hatch has accepted your order. Hatch may require additional verification or information before accepting any order.
The purchase area of this Site is designed to be secure. This means that any information you send to Hatch is protected by encryption. However, no connection to the Internet is completely secure. If you experience fraudulent use of your chosen payment method as a result of any order submitted through this Site, notify the payment method provider in accordance with its reporting rules and procedures.
- Taxes. All prices, fees and charges listed on this Site are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services, harmonized or other taxes, fees or charges now in force or enacted in the future (collectively, “Taxes”). You are responsible for all Taxes that arise from or as a result of your purchase of any products or services through this Site. To the extent that Hatch charges any Taxes, they are calculated using the tax rates that apply based on the billing address you provide to Hatch. Such amounts are in addition to the prices, fees and charges for such products and services and will be billed to your chosen payment method. If you are not charged any Taxes by Hatch, you are responsible for determining if Taxes are payable, and if so, self-remitting Taxes to the appropriate tax authorities in your jurisdiction. For the avoidance of doubt, all sums payable by you to Hatch under these Terms shall be paid free and clear of any deductions or withholdings whatsoever. Other than Taxes charged by Hatch to you and remitted to the appropriate tax authorities on your behalf, any deductions or withholdings that are required by law shall be borne by you and paid separately to the relevant taxation authority.
- Software. Any software that is made available to download by or through this Site (“Software”) is the copyrighted work of Hatch. Use of the Software may be governed by the terms of an end user license agreement or other agreement applicable to the Software (each, a “License Agreement”). You may not install any Software that is accompanied by or includes a License Agreement unless you have agreed to the applicable License Agreement terms.
The Software is made available for downloading solely for use by end users in accordance with the License Agreement and/or these Terms. Except to the extent expressly permitted in any applicable License Agreement, or expressly authorized under applicable law overriding any of the following restrictions, you agree that you will not sell, lease, lend, convey, transmit, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or attempt to derive source code from the Software.
Any reproduction, redistribution or other use or exploitation of the Software not in accordance with the License Agreement and/or these Terms is expressly prohibited by law, and may result in civil and criminal penalties. Violators will be prosecuted to the maximum extent permitted under law and equity.
WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY ANY LICENSE AGREEMENT ACCOMPANYING SUCH SOFTWARE.
- Proprietary Rights. The information and materials made available through this Site, including the Software, are and shall remain the property of Hatch, and are protected by copyright, trademark, patent and/or other proprietary rights and laws. Subject to your compliance with these Terms, solely for so long as you are permitted by Hatch to access and use this Site, and provided that you keep intact all copyright and other proprietary notices, you may (a) view any content on this Site to which Hatch provides you access hereunder on any single computer solely for personal, informational, non-commercial purposes, and (b) download and print one (1) copy of materials that Hatch specifically makes available for downloading (“Documents”) from this Site solely for personal, informational, non-commercial purposes, provided that Documents may not be modified or altered in any way. You may not use, download, upload, copy, print, display, perform, reproduce, publish, license, post, transmit, rent, lease, modify, loan, sell, distribute or create derivative works based on this Site or any information from this Site, in whole or in part, without the express prior written authorization of Hatch. Elements of this Site are protected by copyright, trademark and/or other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from this Site may be copied or retransmitted unless expressly permitted in writing by Hatch.
- Disclaimer of Warranties. HATCH AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES MAKE NO REPRESENTATIONS ABOUT THIS SITE, ANY PRODUCTS AND SERVICES CONTAINED ON THIS SITE OR THE SUITABILITY OF THE INFORMATION CONTAINED IN THE MATERIALS, INFORMATION, CONTENT, DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THIS SITE FOR ANY PURPOSE. THIS SITE, ANY PRODUCTS OR SERVICES (INCLUDING WITHOUT LIMITATION, THIRD PARTY PRODUCTS AND SERVICES) OBTAINED THROUGH THIS SITE, AND ALL SUCH INFORMATION, CONTENT, DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED FOR YOUR USE AT YOUR OWN RISK AND “AS IS” WITHOUT WARRANTY OF ANY KIND. HATCH HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS SITE, SUCH PRODUCTS AND SERVICES AND SUCH INFORMATION, CONTENT, DOCUMENTS AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON- INFRINGEMENT.
PLEASE NOTE THAT THE LICENSE AGREEMENT APPLICABLE TO ANY SOFTWARE AVAILABLE THROUGH THIS SITE MAY CONTAIN EXPRESS (BUT NOT IMPLIED) WARRANTIES APPLICABLE TO SOFTWARE, WHICH WILL GOVERN THAT PARTICULAR SOFTWARE. EXCEPT AS EXPRESSLY WARRANTED BY HATCH IN SUCH LICENSE AGREEMENT, THE SOFTWARE IS GOVERNED BY THE DISCLAIMER OF WARRANTIES SET FORTH IN THE PREVIOUS PARAGRAPH OF THIS SECTION 9.
- Limitation of Liability. IN NO EVENT SHALL HATCH OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES BE LIABLE FOR ANY SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION YOU HAVE PROVIDED IN CONNECTION WITH YOUR USE OF THIS SITE, OR UNAUTHORIZED INTERCEPTION OF ANY SUCH INFORMATION BY THIRD PARTIES, WHETHER IN AN ACTION OF EQUITY, CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THIS SITE, ANY PRODUCTS AND SERVICES AVAILABLE THROUGH THIS SITE, ANY SOFTWARE, INFORMATION, CONTENT, DOCUMENTS, RELATED GRAPHICS, PROVISION OF OR FAILURE TO PROVIDE SERVICES AVAILABLE FROM OR THROUGH THIS SITE, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES. IN PARTICULAR, AND WITHOUT LIMITATION, HATCH AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THIS SITE OR FROM ANY SOFTWARE AND/OR OTHER CONTENT POSTED ON THIS SITE BY HATCH OR ANY THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THIS SITE IS TO STOP USING THIS SITE. THE MAXIMUM LIABILITY OF HATCH FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO HATCH TO ACCESS AND USE THIS SITE.THIS SITE, THE PRODUCTS AND SERVICES AVAILABLE THROUGH THIS SITE AND THE INFORMATION, CONTENT, SOFTWARE, DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THIS SITE COULD INCLUDE TECHNICAL INACCURACIES, ERRORS OR OMISSIONS. CHANGES MAY BE PERIODICALLY MADE TO THE INFORMATION HEREIN. HATCH MAY, BUT IS NOT OBLIGATED TO, MAKE IMPROVEMENTS OR CHANGES TO THIS SITE, THE PRODUCTS AND SERVICES AVAILABLE THROUGH THIS SITE AND THE INFORMATION, SERVICES, SOFTWARE, PRODUCTS OR PROGRAMS DESCRIBED HEREIN AT ANY TIME.
- Links. THE LINKS IN THIS SITE WILL LET YOU LEAVE HATCH’S SITE. THE LINKED SITES ARE NOT UNDER THE CONTROL OF HATCH AND HATCH IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. HATCH IS PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT BY HATCH OF ANY LINKED SITES. YOU AGREE THAT YOUR USE OF THIRD PARTY WEBSITES AND RESOURCES, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.
- Rules of Conduct. While using this Site, you will comply with all applicable laws, rules and regulations. In addition, Hatch expects users of this Site to respect the rights and dignity of others. Your use of this Site is conditioned on your compliance with the rules of conduct set forth in this Section 12; any failure to comply may also result in termination of your access to this Site pursuant to Section 13 below. You agree that you will not:
- post, transmit, or otherwise make available, through or in connection with this Site:
- anything that is or may be (a) threatening, harassing, degrading or hateful, (b) defamatory, (c) fraudulent or tortious, (d) obscene or indecent or (e) protected by copyright, trademark or other proprietary right without the express prior consent of the owner of such right;
- any material that would give rise to criminal or civil liability or that encourages conduct that constitutes a criminal offense;
- any virus, worm, Trojan horse or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of any hardware or software; or
- any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letter,” “pyramid scheme” or investment opportunity, or any other form of solicitation.
- use this Site for any fraudulent or unlawful purpose;
- harvest or collect personally identifiable information about other users of this Site;
- impersonate any person or entity, including any representative of Hatch or its affiliates, falsely state or otherwise misrepresent your affiliation with any person or entity, or claim that Hatch endorses any statement you make;
- interfere with or disrupt the operation of this Site or the servers or networks used to make this Site available, or violate any requirements, procedures, policies or regulations of such networks;
- restrict or inhibit any other person from using this Site (including by hacking or defacing any portion of this Site);
- use this Site to advertise or offer to sell or buy any goods or services without Hatch’s express prior written consent;
- reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of or access to this Site (including any content, Software and other materials available through this Site);
- modify, adapt, translate, reverse engineer, decompile or disassemble any portion of this Site (including any content, Software and other materials available through this Site), except as and solely to the extent expressly authorized under applicable law overriding any of these restrictions;
- remove any copyright, trademark or other proprietary rights notice from this Site or content, Software and other materials originating from this Site;
- frame or mirror any part of this Site without Hatch’s express prior written consent;
- create a database by systematically downloading and storing all or any Site content; or
- use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or in any way reproduce or circumvent the navigational structure or presentation of this Site, without Hatch’s express prior written consent.
- post, transmit, or otherwise make available, through or in connection with this Site:
- Termination. You agree that Hatch may, in its sole discretion, at any time for any reason or no reason, terminate your access to this Site, including if Hatch believes that you have violated or acted inconsistently with these Terms. Upon any such termination, your right to use this Site will immediately cease. You agree that any termination of your access to or use of this Site may be effected without prior notice. You agree that Hatch, its affiliates and their respective employees, officers, directors, shareholders, affiliates, agents, representatives, suppliers or licensees shall not be liable to you or any third party for any termination of your access to this Site. Sections 2-17 shall survive any expiration or termination of these Terms.
- Governing Law and Jurisdiction. Any disputes arising under or in connection with these Terms (including any of our policies referred to herein) or this Site will be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, excluding conflict of laws principles. In addition, each party agrees that any claim, action or dispute arising under or relating to these Terms or this Site will be brought exclusively in (and the parties will be subject to the exclusive jurisdiction of) the courts of the Province of Ontario. Nothing in the foregoing will prevent Hatch from bringing an action for infringement of intellectual property rights in any jurisdiction where such infringement is alleged to occur.
- Indemnification. You shall defend or settle at your sole expense any claim or suit, including without limitation any proceeding, investigation or claim by a self-regulatory organization, state or federal securities agency or commission (collectively, an “Action”), against Hatch or any of its affiliates, and their respective employees, officers, directors, agents, representatives, suppliers or licensees (each, an “Indemnitee”) to the fullest extent permitted by law arising out of or in connection with (1) any breach by you of your obligations under these Terms or (2) your unlawful or unauthorized use of this Site, including the information, content, services or products provided on this Site. You shall indemnify and hold harmless the Indemnitee from and against any and all damages, costs, liabilities and attorneys’ fees incurred in defending or resolving such Action. The foregoing indemnities shall survive expiration or termination of these Terms.
- Notices. Notices to Hatch under these Terms shall be sufficient only if in writing and transmitted via personal delivery or delivered by a major commercial rapid delivery courier service or by certified or registered mail, return receipt requested, to: Hatch Ltd., Attention: Legal Department, 2800 Speakman Drive, Mississauga, Ontario, Canada L5K 2R7. Notices to you may be made via posting to this Site, by email or by regular mail, in Hatch’s discretion. This Site may also provide notices of changes to these Terms or other matters by displaying such notices or by providing links to such notices. Without limitation, you agree that a printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
- Miscellaneous. These Terms contain the entire agreement between you and Hatch with respect to this Site and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Hatch with respect to this Site. You hereby acknowledge that you shall have no power or authority to assume or create any obligation or responsibility on behalf of Hatch. A party may only waive its rights under these Terms by a written document executed by both parties. Any failure to enforce any provision of these Terms shall not constitute a waiver thereof or of any other provision hereof. If any provision of these Terms is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under these Terms without Hatch’s express prior written consent. No provision of these Terms is intended for the benefit of any third party, and the parties do not intend that any provision should be enforceable by a third party. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.
- Communications. When you visit this Site or send email to Hatch, you are communicating with Hatch electronically. For contractual purposes, you consent to receive communications electronically from Hatch and you agree that all agreements, notices, disclosures and other communications that Hatch provides to you electronically satisfy any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
- Information or Complaints. If you have a question or complaint regarding this Site, please send an email to Pneucalcemail@example.com.