Full terms and conditions - Secret City Records

E-COMMERCE TERMS AND CONDITIONS

Agreement to be Legally Bound by Terms:

This Agreement (the “Agreement”) represents a legally binding, contractual agreement between you (“you”) and Secret City Records Inc. (“Secret City”, “us”, “our” or “we”) with respect to your use of any website operated by or on behalf of Secret City (each, a “Website”). By using a Website, you are: (i) representing that you have reached the legal age of majority in your jurisdiction of residence; (ii) indicating your acceptance of, and agreement to be legally bound by, all of the terms and conditions of this Agreement, as they govern your access to and use of a Website and any services, products, materials, or information available on or through a Website; and (iii) agreeing to comply with all applicable laws and regulations as they may change from time to time. IF YOU DO NOT ACCEPT AND AGREE TO BE LEGALLY BOUND BY AND COMPLY WITH ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU ARE NOT PERMITTED TO ACCESS OR OTHERWISE USE THE WEBSITE. We suggest you print a copy of these Terms for your records.

Privacy:

Without limiting the generality of the terms and conditions of this Agreement, your use of a Website is also subject to the terms of the Secret City Privacy Policy (the “Privacy Policy”), which is hereby incorporated into and made part of this Agreement. Please carefully review the Privacy Policy. When you choose to use a Website, you are agreeing to the collection, use and disclosure of the information you share with Secret City and its affiliates, as explained in this Agreement and the Privacy Policy.

Modification of this Agreement by Secret City:

Subject to applicable law, Secret City reserves the right, in its sole and absolute discretion, to modify all or any portion of this Agreement at any time without incurring any liability or obligation whatsoever to you or any other person or entity. If we do this, we will post the changes to this Agreement at least thirty (30) days before the amendment comes into effect, and will indicate at the top of this page the date this Agreement was last revised. To the fullest extent permitted by applicable law, your continued access to and/or use of any Website after the date specified in such notice constitutes your full acceptance of, and agreement to be legally bound by, the terms of this Agreement, as revised.

Account Registration and Security:

When you make a purchase through a Website, you must register for a Secret City account (an “Account”). You will be required to provide certain personal information to allow us to process your Order (as defined below in Section 5). When you make a purchase with us through a Website, you agree: (i) that you will provide complete and accurate information about yourself; and (ii) to promptly update such information as it changes to ensure that it is kept accurate and complete. You are solely responsible for the accuracy of all information that you provide to Secret City. In the event that you do not provide or update such information, or Secret City has reasonable grounds to suspect that you have not provided or updated such information, Secret City shall have the right, in its sole and absolute discretion, to prevent you from using any of its Websites.

It is your sole and absolute responsibility to keep your Account password and other information provided to you by Secret City confidential and secure. In the event that your password and/or Account are used without your consent or that you discover any other breach of security, you agree to promptly notify Secret City at orders@secretcityrecords.com. We are not responsible for your failure to comply with this clause, or for any delay in shutting down your Account after you have reported a breach of security to us.

You are solely responsible for any and all activities which occur under your Account. You can request to terminate your Account at any time by sending us an email at orders@secretcityrecords.com. See Section 25 below for additional details regarding the effect of termination.

Making Purchases through a Website:

You may only make purchases through a Website if you are over the age of legal majority in your jurisdiction of residence. Purchases will only be shipped to a valid mailing address (as determined by Secret City in its sole and absolute discretion). However, please note that we may not be able to ship to all valid addresses and, in such circumstances, we reserve the right in our sole and absolute discretion to cancel your purchase transaction (“Order”). In the event we are not able to ship to the shipping address you provide, we will notify you, your Order will be cancelled, and you will receive a refund in respect of your Order (unless you are able to provide an alternate eligible shipping address). We further reserve the right not to offer expedited or other forms of shipping. Unless otherwise indicated, all dollar amounts on the website are in Canadian Dollars.

All Orders made through a Website are subject to the terms and conditions of this Agreement, as well as any other applicable terms and conditions outlined on the Website relating to the Order. Pricing and other terms and conditions relating to the purchase, return, refund, or delivery of your Order may be changed at any time without notice. Prices may differ from those for purchases made through other channels. You have a legal obligation to pay for any Orders indicated to be made by you. By completing an Order through a Website, you are agreeing to pay, in full, the prices and all applicable taxes and specified shipping and handling and other fees in relation to your Order, either by credit card or other permitted payment method. Payments are processed by a third party service provider and Secret City does not collect your financial information.

Secret City reserves the right, in its sole and absolute discretion, to change the permitted methods of payment, including without limitation, the credit cards and/or other types of payment options we are able to accept, at any time. If complete payment for your Order is not received and verified by us, your Order will not be processed. If you do not complete or improperly complete your Order it may not be accepted or acknowledged.

In order to complete an Order through a Website, you may be required to provide certain additional information that is required to process your Order. For example, you will be required to provide valid payment information (e.g. a valid credit card number and expiration date) to facilitate payment of your Order.

Please note that merchandise is only held for you once you have completed your Order. Adding an item or items to your shopping cart (“Cart”) does not reserve such item(s) for you or guarantee that you will be able to purchase such item(s) at a later date. An item can sell out while it’s sitting in your Cart. If an item was removed from your Cart, this may mean that we have sold out prior to you completing your Order. Secret City reserves the right, in its sole and absolute discretion, to change the prices offered on the website at anytime, including without limitation, items that have been placed in your Cart.

You will be billed for your Order at the time your Order is placed. You will be responsible for all applicable taxes related to your Order. Applicable taxes will be charged at the time you are billed. Applicable sales tax will also be applied to the shipping and handling, return shipping and gift packaging or other charges. Taxes may depend on delivery location.

Return Policy:

If you are not happy with your purchase of a physical (i.e. non-digital) product made through a Website, you may return for a refund within 45 days of placing your Order. You must send us back the product in the original packaging with your invoice. Shipping and handling, return shipping and gift packaging or other charges (as applicable) are not refundable. For the avoidance of any doubt, digital products purchased through the Website are not refundable under any circumstances. Processing time for returns is typically in the range of 30 business days from the time the product is received by Secret City – but, time frames may vary in the sole and absolute discretion of Secret City. An email will be sent confirming receipt and processing of your return request. You must contact our customer service team via email, prior to sending your return. You will be given a return authorization number, which must be included with your return request. To contact customer service, please email orders@secretcityrecords.com.

Delivery:

The estimated delivery time will be specified in your Order; however, as we use a third party to deliver Orders, it is possible that your Order will arrive before or after the estimated delivery time. We will use commercially reasonable efforts to deliver your Order as quickly as possible within the time period(s) indicated; however, we will not be responsible for any delays in delivery which are beyond our control. If you do not receive your Order within 10 days of the estimated delivery time, please let us know by emailing orders@secretcityrecords.com. Please note that multiple Orders may not always be shipped together. In addition, depending on the size of your Order you may receive several shipments to complete your Order.

Secret City Rights Regarding Orders:

Without limiting the generality of any other section of this Agreement, Secret City reserve the right to limit or refuse any Order you place with us. Further, we reserve the right to verify the validity of all Orders and/or cancel any Order if we find evidence of fraud, tampering and/or any other violation of the terms and conditions of this Agreement. We may, in our sole and absolute discretion, limit or cancel quantities purchased per person, per household or per Order. These restrictions may include Orders placed by or under the same Account, the same credit card, and/or Orders that use the same billing and/or shipping address. We also reserve the right, in our sole and absolute discretion, not to ship items ordered or purchased through a Website to certain addresses. In the event that we are unable to or choose not to ship an item, you will be notified accordingly and the amount for that item charged in relation to your Order will be reduced accordingly.

Secret City Not Responsible for Errors:

Information (including, but not limited to, information relating to product descriptions, pricing, promotions, offers, and/or availability) provided by Secret City in relation to a Website are believed to be accurate at the time of publication. Unfortunately, however, there may sometimes be information on the website that contains typographical errors, inaccuracies, or omissions. We reserve the right, in our sole and absolute discretion, to correct any such errors, inaccuracies or omissions and to change or update information or cancel Orders if any information on a Website is erroneous or inaccurate at any time without prior notice (including after you have submitted your Order).

Verification of Orders by Secret City:

All Orders are subject to verification by Secret City at any time and for any reason. We reserve the right, in our sole and absolute discretion, to require proof of identity (in a form acceptable to Secret City): (i) for the purposes of verifying the legitimacy of any Order and/or other information; and/or (ii) for any other reason we deem necessary, in our sole and absolute discretion, for the purposes of fulfilling an Order in accordance with our interpretation of the terms and conditions of this Agreement. In order to help protect you and Secret City from fraudulent transactions, we may provide your transaction-related information to a reputable third party organization to perform an address verification. This address verification is intended to ensure that the “bill to” address that you provide matches your credit card address.

Electronic Transmissions:

The transmission of data or information over the internet or other forms of networks may not be secure, and is subject to possible loss, interception or alteration while in transit. Secret City does not assume any liability for any damage you may experience or costs you may incur as a result of any electronic transmissions over the internet, other forms of networks or otherwise while using a Website. In no event will any information you provide on or through a Website 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 your knowledge or consent. We ask that you please not send personal or financial information to us using unencrypted e-mail messages. While efforts are made to help ensure that our Websites are suitable for use on various mobile and other devices, you should take reasonable and appropriate precautions to ensure compatibility of any Website you visit with your specific mobile or other device.

Ownership of Websites:

The Website(s) consists of various graphics, texts, icons, buttons, videos, audio and other files, images, designs, texts, trade-marks, brand names, software and other materials (collectively, the “Website Content”) that have been provided by Secret City and/or other individuals or entities. All such Website Content is owned by Secret City and/or the applicable third party. You hereby acknowledge that the Website and each component of a Website (including, without limitation, the Website Content) are protected to the fullest extent permitted by applicable law – including, but not limited to, copyright, trade-mark, patent and all other applicable intellectual property and other laws. Your use of a Website and/or any Website Content does not grant or transfer to you any ownership or other rights in the Website or any component of the Website (including, without limitation, the Website Content), and except as expressly provided, nothing herein or within a Website or any component of a Website (including, without limitation, the Website Content) shall be construed as conferring on you or any other person or entity any license under any of Secret City’s or any third party’s intellectual property or other rights. Any rights not expressly granted to you in this Agreement are expressly reserved by Secret City. You may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit a Website, any component of a Website, or any of the Website Content, in whole or in part, except as expressly authorized by Secret City. For greater certainty and the avoidance of any doubt, you agree that you will not take any action that is inconsistent with Secret City’s ownership of a Website and/or Secret City’s ownership of, or any third party’s ownership of, any Website Content. You are hereby expressly prohibited from removing any proprietary notice of Secret City, or any third party, from any copy of a Website or any component of the Website (including, without limitation, the Website Content).

Trade-Marks:

Certain names, graphics, logos, icons, designs, words, titles or phrases contained within a Website and/or Website Content may constitute trade names, registered or unregistered trade-marks or service marks (collectively, “Trade-marks”) of Secret City or other third party individuals or entities. Trade-marks may be unregistered or registered in Canada and in other countries, as applicable. All Trade-marks not owned by Secret City are the property of their respective owners, and, where used by Secret City are used under license or with permission. All Trade-marks are and shall remain the sole and exclusive property of their respective owner(s). Any use of such Trade-marks, except as expressly provided for herein, without the express written consent of the applicable owner is strictly prohibited. Nothing contained herein or on a Website or any component of a Website (including, without limitation, the Website Content) may be construed as granting, by implication, estoppel, or otherwise, any license to use any Trade-mark(s). You agree that you will not take any actions inconsistent with Secret City’s ownership of, or any third party’s ownership of, the Trade-marks. If you wish to incorporate any Trade-marks within another site or content, you must contact us and request our written

permission, which may be withheld in our sole and absolute discretion.

Limited License to use Website:

Upon your acceptance of the terms and conditions of this Agreement, you will be permitted to use our Website(s). Subject to the terms and conditions in this Agreement, Secret City hereby grants you a limited, non-sublicenseable, non-assignable, non-exclusive, non-transferable and fully revocable license to use the Website Content for your own personal and non-commercial use (provided all original copyright, trade-mark and other notices are preserved in their original form). This limited license does not include any rights not specifically enumerated herein. You agree that you shall not take or permit any action with respect to a Website or any component of a Website (including, without limitation, the Website Content) that is not expressly authorized under this limited licence. Your limited license to use our Website(s) and the Website Content is automatically revoked upon termination or expiration of this Agreement (whichever occurs first).

Additional Restrictions:

Without limiting the generality of any other aspect of this Agreement, you agree that you shall not:

a. use, copy, modify, download or transfer a Website or any component of a Website (including, without limitation, the Website Content), in whole or in part, except as expressly provided in this Agreement;

b. (i) reverse engineer, disassemble, decompile, or translate a Website or any component of a Website (including, without limitation, the Website Content); (ii) attempt to derive the source code of a Website or any component of a Website (including, without limitation, the Website Content); (iii) create any derivative work from a Website or any component of a Website (including, without limitation, the Website Content); and/or (iv) authorize or assist any third party to do any of the foregoing;

c. rent, lease, loan, resell, or otherwise distribute a Website or any component of a Website (including, without limitation, the Website Content);

d. remove or alter any proprietary notice or legend regarding Secret City’s, or any third party’s, proprietary rights in a Website or any component of a Website (including, without limitation, the Website Content);

e. use a Website or any component of a Website (including, without limitation, the Website Content) except in accordance with the terms of this Agreement and all applicable laws and regulations; and/or

f. use a Website or any component of a Website (including, without limitation, the Website Content): (i) to defraud any third party; (ii) to distribute obscene or other unlawful materials or information; and/or (iii) to disseminate or encourage conduct that could constitute a criminal offence or give rise to any form of liability.

16. User Conduct and User Content: Certain features and/or portions of a Website may permit you to upload, post or otherwise transmit content that you have created (the “User Content”). You hereby

agree that you shall not use a Website to upload, post, communicate or otherwise submit or transmit through, or to, a Website any User Content that:

i. may, in the sole and absolute discretion of Secret City, degrade, tarnish, disparage, or deprecate Secret City, and/or any of its products or services, including without limitation any Website and/or the public image or standing in the community of Secret City or any of its affiliates;

ii. is deemed, in the sole and absolute discretion of Secret City to be defamatory, trade libelous, pornographic or obscene;

iii. is deemed, in the sole and absolute discretion of Secret City to contain, depict, include, discuss or involve, without limitation, any content that is or could be considered inappropriate, unsuitable or offensive, all as determined by Secret City in its sole and absolute discretion;

iv. contains any reference to or likeness of any identifiable third parties, unless consent has been obtained from each such individual and his/her parent/legal guardian if he/she is under the legal age of majority in his/her jurisdiction of residence;

v. infringes, or might infringe, the intellectual property rights, privacy rights, rights of publicity, or other proprietary rights of other persons or entities, or give rise to any claims whatsoever;

vi. contains any viruses, trojan horses, time bombs, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; and/or

vii. contains (in any format or media) any music, logos, trade-marks or other copyrighted materials (including, but not limited to, photographs, pictures, texts and lyrics) unless you have first obtained all necessary consents and permissions from the owner or owners of such materials.

Sharing User Content:

Certain features and/or portions of a Website may permit you to share your User Content. You understand that any User Content you choose to share via a Website may be copied, used, modified, or distributed by any other users. Further, you understand that once your User Content is shared, it cannot always be withdrawn. You assume all risks associated with your User Content – including, but not limited to, any third party’s reliance on its quality, accuracy, or reliability, or any disclosure of information in your User Content that makes you or others personally identifiable. You hereby agree that Secret City has no responsibility or liability whatsoever for any such activities. You also agree and understand that your User Content is not sponsored or endorsed by Secret City, and you will not imply that your User Content is in any way sponsored or endorsed by Secret City. Please consider carefully what User Content you choose to share.

License to use User Content:

By using a Website and providing User Content, you hereby: (i) grant to Secret City a world-wide, perpetual, irrevocable, transferable, sub-licensable, royalty-free, non- exclusive and unrestricted license to copy, reproduce, adapt, transmit, edit, modify, or otherwise use, publicly display, distribute, translate and create compilations and derivative works from, any and all User Content (in any format or media) that you post on, upload or otherwise submit to or through, a Website; and (ii) waive all moral rights in and to all User Content that you post on, upload or otherwise submit to or through, a Website in favour of Secret City and anyone authorized by Secret City to reproduce or otherwise use such materials. For greater certainty and the avoidance of any doubt, this means that, among other things, Secret City has the right to use any and all User Content and ideas you submit in any manner without any notice or obligation to you whatsoever. For greater certainty and the avoidance of any doubt,

none of the User Content you post on, upload or otherwise submit to or through, the Website will be deemed confidential.

Confidentiality:

The structure, organization and source code of our Website(s) are the valuable trade secrets and proprietary confidential information of Secret City and its licensors. You agree not to provide or disclose to any third party any such confidential information that is or that may be contained in and/or derived from a Website or any component of a Website (including, without limitation, the Website Content).

Intellectual Property Concerns:

Secret City respects the intellectual property rights of others and expects you to do the same. If you are a copyright or trade-mark owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright or trade-mark, you agree to promptly report any alleged copyright or trade-mark infringements taking place on or through a Website by providing a written notice with the following information:

Identification of the copyrighted work or trade-mark that you claim has been infringed;
Identification of the allegedly infringing content, and information reasonably sufficient to permit Secret City to locate it;
A statement by you that you have a good faith belief that the use of the content identified in your notice in the manner complained of is not authorized by the  copyright/trade-mark owner, its agent, or the applicable law;
A statement by you that you attest that the information in your notice is accurate and that you are the copyright/trade-mark owner or otherwise authorized to  act on the owner’s behalf; and
Your physical or electronic signature, together with your contact information (address, telephone number and email address).  Deliver the notice to us at the following email address: orders@secretcityrecords.com

No Duty to Correct Errors:

Without limiting any other provision(s) of this Agreement, you acknowledge and agree that Secret City has no obligation whatsoever under this Agreement or otherwise to correct any defects or errors in a Website or any component of a Website (including, without limitation, the Website Content), regardless of whether you inform Secret City of such defects or errors or Secret City otherwise is, or becomes aware of, such defects or errors.

Indemnity:

You agree to indemnify and hold Secret City and its affiliates, and the officers, directors, employees, agents and representatives of each of them (collectively, the “Secret City Entities“) harmless from any and all claims, losses, liabilities, damages, suits, actions, costs, penalties and demands arising out of or relating, directly or indirectly, to: (i) your access to and/or use of a Website or any component of a Website (including, without limitation, the Website Content), (ii) your violation of any of the terms and conditions of this Agreement; and/or (iii) the infringement by you, or any third party using your Account, of any intellectual property or other right of any person or entity. You agree that Secret City may assume the exclusive defense and control of any matter for which you are required to indemnify Secret City and you agree to cooperate, at your cost, with our defense of these claims. You agree not to settle any matter without the prior written consent of Secret City. Secret City will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

Disclaimer and Limitation of Liability:

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH WEBSITE AND EACH COMPONENT OF A WEBSITE (INCLUDING, WITHOUT L IM I T A T I O N , T H E W E B S I T E C O N T E N T ) A R E P R O V ID E D “ A S I S ” W I T H O U T A N Y R E P R E S E N T A T I O N S , C O N D I T I O N S O R W A R R A N T IE S WHATSOEVER. THE ENTIRE RISK ASSOCIATED WITH THE USE OF A WEBSITE AND EACH COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) RESIDES WITH YOU. SECRET CITY EXPRESSLY DISCLAIMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL OTHER REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, NON-INTERFERENCE AND/OR QUIET ENJOYMENT, SYSTEM INTEGRATION, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND ACCURACY.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SECRET CITY MAKES NO REPRESENTATION OR WARRANTY THAT: (I) A WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) WILL BE COMPATIBLE WITH YOUR COMPUTER, MOBILE OR OTHER DEVICE AND/OR SOFTWARE; (II) A WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR ERROR; (III) THE USE OF THE WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT), INCLUDING, WITHOUT LIMITATION, THE BROWSING AND DOWNLOADING OF ANY INFORMATION OR MATERIAL, WILL BE FREE OF ANY VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE, INTRUSIVE OR DISRUPTIVE COMPONENTS; (IV) THE TRANSMISSION OF INFORMATION TO AND FROM A WEBSITE WILL BE SECURE; (V) THE USE OF A WEBSITE OR ANY COMPONENT OF THE WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) WILL NOT INFRINGE THE RIGHTS (INCLUDING, WITHOUT LIMITATION, INTELLECTUAL PROPERTY RIGHTS) OF ANY PERSON OR ENTITY; OR (VI) THE USE OF A WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) WILL NOT CAUSE ANY DAMAGE TO YOUR COMPUTER, MOBILE OR OTHER DEVICE, SOFTWARE OR ELECTRONIC FILES.

ANY PRODUCTS AND/OR SERVICES DESCRIBED ON A WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) ARE OFFERED IN JURISDICTIONS WHERE THEY MAY BE LEGALLY OFFERED FOR SALE.

THE INFORMATION AVAILABLE ON OR THROUGH A WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) IS NOT AN OFFER OR SOLICITATION BY ANYONE IN ANY JURISDICTION IN WHICH AN OFFER OR SOLICITATION CANNOT LEGALLY BE MADE, OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE A SOLICITATION.

ANY AND ALL INFORMATION OBTAINED FROM OR THROUGH A WEBSITE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED TO PROVIDE SPECIFIC ADVICE AND SHOULD NOT BE RELIED UPON IN THAT OR ANY OTHER REGARD. YOUR RELIANCE ON ANY INFORMATION OBTAINED FROM OR THROUGH A WEBSITE IS SOLELY AT YOUR OWN RISK.

COMMENTS OR OPINIONS EXPRESSED ON A WEBSITE ARE THOSE OF THEIR RESPECTIVE USERS ONLY. COMMENTS OR OPINIONS EXPRESSED ON A WEBSITE AND IN USER CONTENT DO NOT NECESSARILY REPRESENT OR REFLECT THE VIEWS OF SECRET CITY. THE SECRET CITY

ENTITIES ARE NOT RESPONSIBLE FOR, AND DISCLAIM ALL LIABILITY IN RELATION TO, ANY AND ALL USER CONTENT POSTED, UPLOADED

OR OTHERWISE SUBMITTED TO OR THROUGH A WEBSITE.

THE SECRET CITY ENTITIES WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES WHATSOEVER ARISING FROM, CONNECTED WITH, OR RELATING TO, DIRECTLY OR INDIRECTLY, A WEBSITE OR ANY COMPONENT OF A WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT). YOU EXPRESSLY ACKNOWLEDGE THAT SECRET CITY HAS ENTERED INTO THIS AGREEMENT WITH YOU AND MAKES ITS WEBSITE(S) AND EACH COMPONENT OF EACH WEBSITE (INCLUDING, WITHOUT LIMITATION, THE WEBSITE CONTENT) AVAILABLE TO YOU, IN RELIANCE UPON THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH HEREIN, AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND SECRET CITY. YOU EXPRESSLY AGREE THAT THE LIMITATIONS AND EXCLUSIONS OF LIABILITY AND THE DISCLAIMERS SET FORTH HEREIN WILL SURVIVE, AND CONTINUE TO APPLY IN THE CASE OF A FUNDAMENTAL BREACH OR BREACHES, THE FAILURE OF ESSENTIAL PURPOSE OF CONTRACT, THE FAILURE OF ANY EXCLUSIVE REMEDY, OR TERMINATION OF THIS AGREEMENT.

Governing Law:

This Agreement, your use of the Website, and all related matters shall be governed solely by the domestic laws of the Province of Quebec, Canada and the federal laws of Canada applicable therein, without regard to the conflicts of law provisions of any jurisdiction. You hereby irrevocably submit to the exclusive jurisdiction of the courts of the Province of Quebec in relation to all disputes arising from or related to this Agreement, your use of a Website and any related matters.

Termination:

If you breach any provision of this Agreement (as determined by Secret City in its sole and absolute discretion), then you may no longer use our Website(s) or any component of our Website(s) (including, without limitation, the Website Content). We may, in our sole and absolute discretion, change, suspend or terminate, temporarily or permanently, a Website or any component of a Website (including, without limitation, the Website Content) or any of its features at any time, for any reason, without any notice or liability to you or any other entity. If this Agreement or your permission to use a Website is terminated by us for any reason, the agreement formed by your acceptance of this Agreement will nevertheless continue to apply and be binding upon you in respect of your prior use of our Website(s) and anything relating to or arising from such use. If you are dissatisfied with a Website or any component of a Website (including, without limitation, the Website Content), then your sole and exclusive remedy is to discontinue using our Website(s).

Language:

To the extent Secret City translates this Agreement into other languages for your convenience or as required by applicable law, the English version governs your relationship with Secret City, and to the fullest extent permitted by applicable law any inconsistencies among the different versions will be resolved in favour of the English version.

Click here for the French version of this Agreement

General:

If any provision of this Agreement is held invalid or unenforceable by any court having competent jurisdiction, such provision shall be enforced to the maximum extent permitted by applicable law, and the remaining provisions of this Agreement shall continue in full force and effect. No failure to exercise or waiver of any provision of this Agreement shall be deemed to be a further or continuing waiver of such provision or any other provision of this Agreement. This Agreement is 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 and absolute discretion.

Questions:

Questions? If you have any questions or concerns regarding our Website(s) or the terms and conditions of this Agreement, please email us at: orders@secretcityrecords.com