These terms and conditions, together with the other documents referenced (collectively, the “Agreement“), describe your rights and responsibilities concerning your use and access of the website accessible at www.tracenatural.com (the “Website“).

Last Revised September 5, 2014

  1. Operator

    The Website, and all associated products and services (the “Products & Services”; and each a “Product” or “Service“, as the case may be), are provided by Naturo Group Investments Inc. (“Naturo“). The mailing address for Naturo is #550 – 1188 W. Georgia Street, Vancouver, British Columbia, Canada V6E 4A2. In this Agreement, the terms “we“, “our” and “us” refer to Naturo. In his Agreement, the terms “you”, “user”, and “your” refer to a visitor of the Website and a user of the Products & Services, as the case may be.

  2. Modifications and Updates to this Agreement

    We reserve the right to unilaterally update or modify (collectively, a “change“) this Agreement at any time and from time to time. We will notify you of any changes to this Agreement by posting notice of such changes on the Website. You agree that Naturo has this right, and that your continued use of the Website or use or receipt of Products & Services following notice of such change means that you agree to and accept the change. If you do not agree, you must immediately stop using the Website and the Products & Services offered through the Website, and notify us in accordance with the terms of this Agreement that you are terminating this Agreement.

  3. Other Terms

    You understand and acknowledge that your use of the Website and receipt of our Products & Services is also governed by Naturo’s Privacy Policy, which you have read and understand, and to which you agree. You consent to the collection, use and disclosure of your personal information in accordance with the terms of and for the purposes set forth in our Privacy Policy, and you hereby agree and confirm that the terms of our Privacy Policy are reasonable. In addition, you also agree that your use of the Website and any Products & Services provided by Naturo will also be subject to such other policies and procedures as may be conveyed to you by Naturo from time to time, including on the Website. Such policies and procedures, together with the Privacy Policy are incorporated herein by reference.

  4. Provision of Access to the Website

    We grant you permission to use the Website and to access the Products & Services available through the Website, subject to the restrictions in this Agreement. Your use of the Website and access of the Products & Services is at your own risk, including the risk that you might be exposed to content that is inaccurate, offensive, indecent, objectionable, or otherwise inappropriate. You acknowledge that the Website and Products & Services may be modified, updated, interrupted, suspended or discontinued at any time without notice to you or any liability owed to you.

  5. Ownership

    All of the content on or made available via the Website, including without limitation all of the page headers, images, illustrations, graphics, photographs, audio clips, video clips, multimedia clips, interfaces and text (collectively, the “Material”) is the property of Naturo or its licensors (which licensors may include you, if you have made any Submissions, as detailed in this Agreement)—as are all trade-mark, copyright, patent and/or any other intellectual property rights arising therefrom. The Material is protected under copyright, trade-mark and other laws of Canada and other countries, and Naturo owns all copyright in the selection, co-ordination, arrangement and enhancement of the Material. Nothing contained on the Website should be construed as granting any license or right to use any trade-marks owned by or licensed to Naturo (whether by implication or otherwise), except with the express written permission of Naturo or such other party that may be the owner thereof.

  6. Permitted Use of the Website and Prohibitions

    You may download and store selected portions of the Material provided that you: (a) only use these copies of the Material for your own personal, non-commercial use; (b) do not copy or post the Material on any publicly accessible computer, or broadcast or redistribute the Material in any media or through any other channel; (c) do not modify or alter the Material in any way; and (d) do not delete or change any copyright, trade-mark or other proprietary notice contained in the Material. The foregoing restrictions do not apply to your Submissions (as defined in this Agreement), if any. Your use of any of the Material (whether in whole or in part, other than your Submissions) is strictly prohibited, except only and to the limited extent expressly permitted above. Without limiting the foregoing, you must not frame, mirror, scrape, or mine any of the Material except with our prior written consent. Except as expressly permitted on our Website (if at all), you may not use any robot, spider, other automatic device or manual process to monitor or copy web pages or the Material. You may not, whether directly or indirectly, use any device, software or routine or otherwise interfere or attempt to interfere with the proper working of the Website. You may not take any action that places a disproportionately large load on the infrastructure of the Website. We will enforce our rights under this Agreement and to the fullest extent of the law should you breach any of these terms and conditions.

  7. Submissions

    With respect to any and all text, images, photos, audio, video, and reviews, and any and all other forms of data or communication submitted or transmitted to, through, or in connection with the Website, including by way of hash-tagged reference to the Website or any of the Products & Services (collectively, the “Submissions“), you hereby grant Naturo a perpetual, irrevocable, worldwide, royalty-free, sub-licensable, transferable, non-exclusive license to delete, reproduce, modify, translate, rent, lend, share, publish, broadcast, adapt, create derivative works from, incorporate into other works, distribute, communicate by telecommunication (including through the Website), publicly perform, publicly display, distribute and otherwise use (collectively, “Use“) your Submissions. This license includes, without limitation, the right for Naturo to repurpose and commercialize (without notice or compensation to you) the Submissions in any manner whatsoever. In addition, you agree to and hereby irrevocably waive in favour of Naturo any and all moral and other non-transferable rights you have in the Submissions.

  8. Feedback

    We welcome your comments and other feedback regarding the Website, Naturo and its Products & Services. In the event you provide us with any communication or material about Naturo, the Website or our Products & Services (whether through this Website, by electronic mail or otherwise) including any questions, comments, suggestions, testimonials or the like (collectively, the “Feedback“), you hereby grant Naturo a perpetual, irrevocable, worldwide, royalty-free, sub-licensable, transferable, non-exclusive license to Use such Feedback and related information throughout the world in any media, now known or hereafter developed for any purpose, and you hereby irrevocably waive in favour of Naturo any and all moral rights in the Feedback and any such information. You also agree that we are free to use any ideas, concepts, know-how, or techniques contained in any Feedback for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products using such information and without notice or compensation to you. You also grant us the right to use the name you submit (if any) with such Feedback or information, in connection with our rights hereunder. Additionally, at our request and cost, you agree to sign and deliver to us all further documents and assurances that we may request in connection with the licenses, assignments, transfers, releases and waivers contemplated under this Agreement.

  9. Your Representations and Warranties

    You hereby agree, represent and warrant that: (a) you have all the rights, power and authority necessary to enter into this Agreement, and to grant the licenses and consents contained herein; (b) all rights in and to your Submissions and Feedback including, without limitation all trade-mark, trade secret, patent, copyright, moral, or other proprietary rights, are owned by you or you have full authority by way of the necessary licenses, permissions, waivers and consents to use the Submissions and Feedback, to provide the Submissions for use under the license hereunder, and provide the Feedback to Naturo; (c) your Feedback will be true and accurate, and reflective of your personal experiences as a visitor to the Website, and will not be the product of any trade, barter, payment or any other consideration promised or supplied by Website users, businesses, or any other party; (d) your Submissions and Feedback do not contain any unlawful, hateful, objectionable, harmful, threatening, abusive, harassing, offensive, libelous, defamatory, slanderous, immoral, pornographic, indecent, or obscene material, or material that is discriminatory (as relating to race, ethnicity, sexual orientation, age, religion, or other grounds) or is otherwise objectionable as determined at the discretion of Naturo; (e) your Submissions and Feedback do not contain any viruses, worms, time bombs, trojan horses or any other harmful or malicious code, files, scripts, agents or programs; (f) your Submissions and Feedback do not advocate or describe any illegal activity, and do not advertise or solicit funds for goods or services; (g) although Naturo may monitor or review the quality or nature of Submissions from time to time, we are under no obligation to do so, and that we have the right (but not the obligation) to remove or refuse to publish or otherwise provide access to Submissions; (h) your Submissions, the Feedback and their uses as contemplated hereunder and otherwise on the Website will not conflict with or violate any other agreement between you and any other party, or any applicable laws (including, but not limited to, any intellectual property, confidentiality, personal or proprietary rights laws anywhere in the world); and (i) if you make a Submission, you alone are responsible for such Submission, and you understand that, once published, a Submission cannot always be withdrawn. Finally, if you make a Submission, you acknowledge and agree that you may expose yourself to liability in making the Submission, and you assume all risks associated with your Submissions, including anyone’s reliance on their quality, accuracy, or reliability.

  10. Links

    The Website may contain links to other websites. These links are provided solely as a convenience to you and the inclusion of any link does not imply endorsement, investigation or verification by Naturo of the linked web site or information contained therein. Your use of such sites and your dealings with the owners or operators thereof are at your own risk.

  11. Support

    In the event that you have difficulties in using, accessing the Website or otherwise using our Products & Services, you can contact Naturo at info@tracenatural.com for assistance.

  12. Confidentiality

    Transmissions to Naturo (whether effected through the Website or otherwise) may not be secure, may not be treated as confidential or protected in any way, and do not create any relationship (including, without limitation, a fiduciary relationship) or duty of any kind. You should not send confidential or sensitive information via the Internet or e-mail.

  13. Termination

    If you no longer wish to use the Website or the Products & Services, you may notify us by email to info@tracenautral.com of your intention. Naturo may, at any time and for any reason and in its sole discretion, change, suspend or terminate, temporarily or permanently, the Products & Services or the Website (or any part thereof), or terminate this Agreement, without any prior notice or liability to you or any other person.

    If this Agreement is terminated by Naturo for any reason, then: (a) this Agreement will nevertheless continue to apply and be binding upon you in respect of your use of the Website and our Products & Services prior to termination; (b) Naturo may continue to use and disclose your personal information in accordance with the Privacy Policy as amended from time to time; and (c) this Agreement will nevertheless continue to apply and be binding upon you with respect to the obligations referenced in Section 22 hereof and the license rights provided to us hereunder.

  14. Errors, Inaccuracies & Disclaimer

    Your use of this Website and the Products & Services is undertaken at your own risk. The Website may contain errors or inaccuracies, and may not be complete or current. We therefore reserve the right (though do not assume the obligation) to correct any errors, inaccuracies or omissions and to change or update information or Products & Services at any time without prior or any notice being given to you. Moreover, our provision of access to the Website and to our Products & Services are dependent on a variety of other parties, including, but not limited to, service providers (for example, internet service providers, website hosts, and email service providers) and upon third parties contributors (for example, those who provide Submissions) that we do not and cannot control. As such, the Website, Registered User Accounts, and the Products & Services provided on or through the Website or otherwise by Naturo are all provided ON AN “AS IS”, “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. WITHOUT LIMITING THE FOREGOING, UNLESS EXPRESSLY STATED OTHERWISE, NATURO MAKES NO REPRESENTATIONS OR WARRANTIES THAT ANY OF ITS PRODUCTS CONTAIN SUFFICIENT LEVELS OF CERTAIN MINERALS TO PROVIDE ANY SPECIFIC BENEFIT, HEALTHWISE OR OTHERWISE. WE ASSUME NO RISK OR RESPONSIBILITY FOR YOUR USE OF OR INABILITY TO USE ANY OF THE PRODUCTS & SERVICES OR THE CONTENT PROVIDED ON THE WEBSITE. TO THE FULL EXTENT PERMITTED BY LAW, NATURO, OUR AFFILIATES, AND OUR RESPECTIVE EMPLOYEES, AGENTS, MEMBERS OR SUPPLIERS DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS WITH RESPECT TO THE WEBSITE, ITS CONTENTS AND ALL PRODUCTS & SERVICES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, OR ARISING BY COURSE OF DEALING OR USAGE OF TRADE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, ACCURACY AND FITNESS FOR ANY PARTICULAR PURPOSE OR USE. Without limiting the foregoing, we do not represent or warrant that the information on the Website or the Products & Services are of a particular quality, are accurate, complete, reliable, useful, timely or current, or that the Website or Products & Services will operate without interruption or error. We assume no responsibility, and are not be liable for, any damages to you, your equipment, data or other property on account of your access to, use of, or browsing on the Website, reliance upon any Submissions, or inability to do any of the foregoing.

  15. Limitation of Liability

    UNDER NO CIRCUMSTANCES WILL NATURO OR ANY OF OUR RESPECTIVE EMPLOYEES, AGENTS, MEMBERS OR SUPPLIERS BE LIABLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES (a) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PRODUCTS & SERVICES; OR (b) SUFFERED AS A RESULT OF YOUR USE OR RELIANCE ON THE WEBSITE OR PRODUCTS & SERVICES PROVIDED THROUGH IT OR THROUGH ANY OTHER MANNER. This is a comprehensive limitation of liability that applies to all losses and damages of any kind (whether general, special, consequential, incidental, exemplary, punitive or otherwise, including, without limitation, loss of data, income or profits or failure to realize anticipated savings or results), whether based in contract (including fundamental breach), tort (including negligence), strict liability or otherwise, even if we have been advised of or should have known of the possibility of such damages. If you are dissatisfied with these terms, your sole and exclusive remedy is to cease use of the Website and the Products & Services. You acknowledge, by your use of the Website or the Products & Services, that such use is entirely at your sole risk. Notwithstanding the foregoing, if for any reason we are found liable for any loss or damage which arises out of or is in any way connected to your use of (or inability to use) the Products & Services, then our total aggregate liability under such circumstances will not exceed $10.00 (Canadian funds), in aggregate.

  16. Indemnification

    You hereby agree to indemnify and save harmless Naturo and our respective employees, directors, officers, consultants, representatives, members, agents, and suppliers (in this section, “we” and “us“) from and against any claim, cause of action, demand, cost, loss, expense or liability, including, without limitation, reasonable professional fees, brought against or suffered or incurred by us as a result of your use of the Website, the Products & Services or a breach of this Agreement. Without limiting the foregoing, you assume any and all liability for Submissions uploaded by you, and you agree to defend, indemnify and hold us harmless from and against any and all third-party claims, actions, proceedings, damages and expenses (including without limitation lawyer fees on a solicitor-client basis) and costs, arising out of the breach or alleged breach of a covenant, representation or warranty in this Agreement. When we are threatened with a suit or sued by a third party, we may seek written assurances from you concerning your promise to indemnify us as provided above; your failure to provide those assurances may be treated by us as a material breach of this Agreement. In addition, in the event we are made a party to any claim, suit or action relating to or arising from any Products & Services offered by us that is: (a) initiated by you, which is unsuccessful; or (b) initiated by a third party, who is suing you; you will reimburse us at a reasonable rate for all personnel time and expenses expended by us in response to such claim, suit or action including without limitation, all attorney fees and expenses incurred by us with respect to such response. This defense and indemnification obligation will survive this Agreement and your cessation of use of the Website and our Products & Services.

  17. Governing Law and Courts; Timing of Claims

    This Agreement and your use of the Website will be governed by and interpreted exclusively in accordance with the laws of the Province of British Columbia, and the federal laws of Canada applicable in British Columbia, excluding its conflict of laws rules and all private international laws. You consent and submit to the exclusive jurisdiction of the Courts located in the Province of British Columbia, including the Federal Court sitting in Vancouver (as the case may be), in all disputes arising out of or relating to your use of or inability to use the Website, the Products & Services and this Agreement. You agree that any claim or cause of action you may have arising from, connected with, or relating to this Agreement, the Website or our Products & Services must be commenced in a court of competent jurisdiction in the Province of British Columbia within two (2) months after the claim or cause of action arises, after which time you agree the claim or cause of action is waived and forever barred.

  18. Severability

    The terms of this Agreement are severable. If any provision of this Agreement is determined to be unenforceable or invalid by a court of competent jurisdiction, then such provision will be enforced to the fullest extent permitted by applicable law, and such determination will not affect the validity and enforceability of any other remaining provisions.

  19. Other Jurisdictions

    Use of the Website and Products & Services is unauthorized in jurisdictions that do not give effect to this Agreement or where access to or use of the Website or Products & Services may be illegal or prohibited. Those users who choose to access the Website or use the Products & Services from such locations do so on their own initiative, at their own risk, and are solely responsible for all compliance with local laws, if and to the extent local laws are applicable.

  20. Waiver

    No consent or waiver by either party to this Agreement to or of any breach or default by the other party in its performance of its obligations under this Agreement will be deemed or construed to be a consent to or waiver of a continuing breach or default or any other breach or default of those or any other obligations of that party. No consent or waiver will be effective unless in writing and signed by both parties.

  21. Enurement

    The provisions of this Agreement will enure to the benefit of and be binding upon each of Naturo and its successors and assigns and related persons, and you and your heirs, executors, administrators, successors, permitted assigns, and personal representatives. You may not assign this Agreement or your rights and obligations under this Agreement without the express prior written consent of Naturo which may be withheld at Naturo’s sole discretion. Naturo may assign this Agreement and its rights and obligations under this Agreement without your consent or notice to you.

  22. Survival

    In addition to those provisions of this Agreement which by their nature survive the termination or expiry of this Agreement, the provisions of Sections 1, 3, 5, 7–10 and 12–23 of this Agreement shall survive termination of the Agreement, howsoever occasioned.

  23. Entire Agreement

    This Agreement, together with those documents incorporated or referred to herein, constitute the entire agreement between you and Naturo relating to your use of the Website and the provision of accounts and Products & Services, and supersedes any prior understandings or agreements (whether electronic, oral or written) regarding the subject matter, and cannot be amended or modified except by the express and explicit agreement of Naturo to modify this Agreement in writing, or by Naturo making such amendments or modifications available to you pursuant to a modification of this Agreement as permitted herein. No Naturo employee or agent has the authority to vary this Agreement. In the event of an inconsistency between the provisions of these Terms of Use and the provisions of any other document or agreement incorporated or referenced herein, these Terms of Use shall govern to the extent of the inconsistency.