Terms of Service

Website Terms of Use

Last Updated: 31 December 2020

Acceptance of the Platform Terms of Use.

These terms of use (the “Terms”) are a legal agreement between you (“you”, “your”) and Alonngg Ltd. , including our parents, subsidiaries and affiliates (“Alonngg”, “we” or “us”) governing your use of our platform (the “Platform”), which includes the website at www.alonngg.com (the “Site”), mobile applications (collectively, the “App”) and other products and services. 


By agreeing to these Terms or by using our Platform, you agree to be bound by these Terms, as they are amended from time to time, the documents referred to in them and our privacy policy, found at www.alonngg.com/privacy (the “Privacy Policy”). If you do not agree with or accept any of these Terms, you should cease using the Platform immediately.


These Terms may be supplemented or replaced by additional terms (“AdditionalTerms”) relating to specific users or specific content, goods or services made available or supplied by us using the Platform. Additional Terms will be made available on relevant pages of the Platform and will be accessible by you for your acceptance. Additional Terms shall prevail to the extent that there is any conflict or inconsistency with any other of these Terms.

By using this Platform, you represent and warrant that you are a resident of Canada and over the age of 18 years. If you do not meet all of these requirements, you must cease using this Platform immediately.

Our Platform

The Platform enables you to hire third party delivery drivers to pick up a purchase (a “Purchase”) which you have made from a third-party retailer and deliver it to you.

Modifications to the Terms and Conditions and to the Platform

We reserve the right in our sole discretion to revise and update these Terms from time to time. Any and all such modifications are effective immediately upon posting and apply to all access to and continued use of the Platform. You agree to periodically review these Terms in order to be aware of any such modifications and your continued use shall be your acceptance of these modifications.
The information and material on this Platform, and the Platform, may be changed, withdrawn or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Platform is restricted to users or unavailable at any time or for any period.

Your Account and Security

It is a condition of your use of the Platform that all the information you provide on the Platform is correct, current, and complete.


Your provision of registration information and any submissions you make to the Platform through any functionality such as applications, e-mail, messaging, personal or interest group web pages, profilesand other such functions (collectively, "Interactive Functions") constitutes your consent to all actions we take with respect to such information consistent with our Privacy Policy.


Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You understand and agree that your account is personal to you and you agree not to provide any other person with access to this Platform using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You are responsible for any password misuse or any unauthorized access.


Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Platform. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Platform.


We reserve the right at any time and from time to time, to disable or terminate your account, any username, password, or other identifier, whether chosen by you or provided by us, in our sole discretion for any or no reason, including any violation of any provision of these Terms.


You are prohibited from attempting to circumvent and from violating the security of this Platform, including, without limitation: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting or disabling service to users, hosts, servers or networks; (d) illicitly reproducing TCP/IP packet header; (e) disrupting network services and otherwise disrupting our ability to monitor the Platform; (f) using any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform; (g) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (h) attacking the Platform via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing or crashing; and (i) otherwise attempting to interfere with the proper working of the Platform.


Orders

You may use the Platform to place an order for a third-party driver to pickup your Purchase from a third party retailers and deliver it to your home or other location (your “Order”).  Once an Order with us has been accepted by a Driver, you may not change or cancel the Order.  We, in our sole discretion, my reject or cancel your Order, including where the Order cannot be comfortably and safely delivered by one Driver. 


At the time you place your Order, you may be required to provide a copy of your receipt or proof of purchase in respect of the Purchase, as well other information related to your Order such as the name and number associated with the Purchase.


When your Order has been accepted, you will be provided with an estimate of the time your Order will be delivered to you.  Delivery times are estimates only and Alonnggdoes not guarantee that your Order will be delivered by the estimated time.


You bear the risk of loss or damage during delivery.


Orders for alcohol or other regulated products may be subject to such additional conditions and restrictions as may be required under applicable law.


Payment

You agree that, upon acceptance of your Order by a Driver, Alonngg may charge you at the payment method which you have provided to us such fees as are presented to you to at the time you placed your order plus applicable taxes.


All payments are nonrefundable, other than payments for Orders which are subsequently rejected or canceled by us.
You acknowledge that payments may on the Platform may be processed by such third-party payment processor as we may determine from time to time.


Intellectual Property Rights and Ownership

You understand and agree that the Platform and its entire contents, features, and functionality, including, but not limited to, all information, software, code, text, displays, graphics, photographs, video, audio, design, presentation, selection, and arrangement, are owned by Alonngg, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.


The “Alonngg” name and logo and all related names, logos, product and service names, designs, images and slogans are trademarks of Alonngg or its affiliates or licensors. You must not use such marks without the prior written permission of Alonngg. Other names, logos, product and service names, designs, images and slogans mentioned, or which appear on this Platform are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of applicable law and could subject the infringer to legal action.


Users are not permitted to modify copies of any materials from this Platform nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this Platform.


Nothing in these Terms grants you any rights in the Platformother than as necessary to enable you to access the Platform. You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Platform, in any form or medium whatsoever exceptas permitted by us under these Terms or as expressly provided under applicable lawand/or under any Additional Terms.Any use of the Platform not expressly permitted by these Termsor under applicable law is a breach of these Terms and may infringe or violate copyright, trademark, and other intellectual property or other proprietary laws.


User Content

As a condition of your access and use, you agree that you may use the Platform only for lawful purposes and in accordance with these Terms.
The following content standards apply to any and all content, material, and information a user submits, posts, publishes, displays, or transmits (collectively, "submit") to the Site, to other users or other persons (collectively, "User Content") and any and all Interactive Functions. Any and all User Content must comply with all applicable federal, provincial, local, and international laws, regulations and these Terms.
Without limiting the foregoing, you warrant and agree that your use of the Platform and any User Content shall not:

  1. In any manner violate any applicable federal, provincial, local, or international law or regulation including, without limitation, any laws regarding the export of data or software, patent, trademark, trade secret, copyright, or other intellectual property, legal rights (including the rights of publicity and privacy of others) or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy.
  2. In any manner violate the terms of use of any third-party website that is linked to the Platform, including but not limited to, any third-party social media website.
  3. Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, disparaging, offensive, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Alonngg's sole discretion.
  4. Involve stalking, attempting to exploit or harm any individual (including minors) in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable law.
  5. Involve, provide or contribute any false, inaccurate or misleading information.
  6. Impersonate or attempt to impersonate Alonngg, a Alonngg employee, another user, or any other person or entity (including, without limitation, by using email addresses, or screen names associated with any of the foregoing).
  7. Transmit, or procure the sending of, any advertisements or promotions without our prior written consent, sales, or encourage any other commercial activities, including, without limitation, any "spam", "junk mail", "chain letter", contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation.
  8. Encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform, or which, as determined by us, may harm Alonngg or users of the Platform or expose them to liability.
  9. Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm any other person.
  10. Promote any illegal activity, or advocate, promote, or assist any unlawful act.
  11. Give the impression that they originate from or are endorsed by us or any other person or entity, if this is not the case.

User Content: Grant of Licence

The Platform may contain Interactive Functions allowing User Content on or through the Platform.


None of the User Content you submit to the Platform will be subject to any confidentiality by Alonngg. By providing any User Content to the Platform, you grant us and our affiliatesand service providers, and each of their and our respective licensees, successors, and assigns the right to a world-wide, royalty free, perpetual, irrevocable, non-exclusive licence to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose and according to your account settings and/or incorporate such material into any form, medium or technology throughout the world without compensation to you. You further waive any moral rights or other rights of authorship as a condition of submitting any User Content.


By submitting the User Content, you declare and warrant that you own or have the necessary rights to submit the User Content and have the right to grant the licence hereof to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns to the User Content and comply with these Terms. You represent and warrant that all User Content comply with applicable laws and regulations and these Terms.
You understand and agree that you, not Alonngg nor Alonngg's parent, subsidiaries, affiliates nor their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors or assigns, are fully responsible for any User Content you submit or contribute, and you are fully responsible and legally liable, including to any third party, for such content and its accuracy. We are not responsible or legally liable to any third party for the content or accuracy of any User Content submitted by you or any other user of the Platform.

Monitoring and Enforcement, Suspension and Termination.

Alonngg has the right, without provision of notice to:

  1. Remove or refuse to post on the Platform any User Content for any or no reason in our sole discretion.
  2. At all times, take such actions with respect to any User Content deemed necessary or appropriate in our sole discretion, including, without limitation, for violating these Terms.
  3. Take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Platform. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform.
  4. Terminate or suspend your access to all or part of the Platform for any or no reason, including, without limitation, any violation of these Terms.

YOU RELEASE AND HOLD HARMLESS ALONNGGAND ITS PARENT, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, SUCCESSORS and ASSIGNS FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY ALONNGGAND ANY OF THE FOREGOING PARTIES RELATING TO ANY, INVESTIGATIONS BY EITHER ALONNGGOR SUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES.


We have no obligation, nor any responsibility to any party to monitor the Platform or its use, and do not and cannot undertake to review material that you or other users submit to the Platform. We cannot ensure prompt removal of objectionable material after it has been posted and we have no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, subject to applicable laws.

No Reliance

The content on our Platform is provided for general information purposes only. It is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our site.


Although we make reasonable efforts to update the information on our Platform, we make no representations, warranties or guarantees, whether express or implied, that the content on our Platform is accurate, complete or up to date. Your use of the Platform is at your own risk and neither Alonngg nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, successors or assigns have any responsibility or liability whatsoever for your use of this Platform.


This Platform may include content provided by third parties, including from other users and third-party licensors. All statements and/or opinions expressed in any such third-party content, other than the content provided by Alonngg , are solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of Alonngg.  Neither Alonngg nor its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, successorsor assigns have any responsibility or liability whatsoever to you, or any third party, for the content or accuracy of any third-party materials.


Third Party Websites

For your convenience, this Platform may provide links to third-party websites or mobile applications. We make no representations about any other websites or mobile applications that may be accessed from this Platform. If you choose to access any such sites, you do so at your own risk. We have no control over the contents of any such third-party sites and accept no responsibility for such sites or for any loss or damage that may arise from your use of them. You are subject to any terms and conditions of such third-party sites.


Release

You release and hold harmless Alonngg, including its parent, subsidiaries, affiliates and their respective officers, directors, employees, consultants, representatives, agents, successors and assigns from and against any claim, cause of action or demand of any nature whatsoever arising from your use of thePlatform.


Disclaimer of Warranties

You understand and agree that your use of the platform, its content, and any services or items found or attained through the platform is at your own risk. The platform, its content, and any services or items found or attained through the platform are provided on an "as is" and "as available" basis, without any warranties of any kind, either express or implied including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. The foregoing does not affect any warranties that cannot be excluded or limited under applicable law.


Neither Alonngg nor its parent, subsidiaries, affiliates or their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, successors or assigns make any warranty, representation or endorsement with respect to the completeness, security, reliability, suitability, accuracy, currency or availability of the platform or its contents. Without limiting the foregoing, neither Alonngg  nor its parent, subsidiaries, affiliates or their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, successors or assigns represent or warrant that the platform, its content, or any services or items found or attained through the platform will be accurate, reliable, error-free, or uninterrupted, that defects will be corrected, that our platform or the server that makes it available are free of viruses or other harmful components.


We cannot and do not guarantee or warrant that files or data available for downloading from the internet or the platform will be free of viruses or other destructive code. You are solely and entirely responsible for your use of the platform and your computer, internet and data security. To the fullest extent provided by law, we will not be liable for any loss or damage caused by denial-of-service attack, distributed denial-of-service attack, overloading, flooding, mailbombing or crashing, viruses, trojan horses, worms, logic bombs, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the platform or any services or items found or attained through the platform or to your downloading of any material posted on it, or on any platform linked to it.


Limitation on Liability

Except where such exclusions are prohibited by law, under no circumstance will Alonngg nor its parent, subsidiaries, affiliates or their respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers, successors or assigns be liable for negligence, gross negligence, negligent misrepresentation, fundamental breach, damages of any kind, under any legal theory, including any direct, indirect, special, incidental, consequential, or punitive damages, including, but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract, breach of privacy or otherwise, even if the party was allegedly advised or had reason to know, arising out of or in connection with your use, or inability to use, or reliance on, the platform, any linked websites or mobile applications or such other third-party websites or mobile applications, nor any content, materials, posting or information thereon even if the party was allegedly advised or had reason to know.


If, notwithstanding the previous paragraph, we are found liable to you, under no circumstances shall our aggregate liability to you for any and all claims arising from your use of the Service exceed the greater of the total amounts you paid to us in the 12 months prior to the action giving rise to liability, and (b) One Hundred Canadian Dollars ($100.00 CAD).


Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Alonngg, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable lawyers’ fees) arising out of or relating to your breach of these Terms or your use of the Platform, including, but not limited to, your User Content, third-party sites, any use of the Platform's content, services, and products other than as expressly authorized in these Terms.


Dispute Resolution and Arbitration

Except to the extent prohibited by applicable law, in the event of any controversy, claim, action or dispute arising out of or related to the Platform, or the breach, enforcement, interpretation, or validity of these Terms or any part of it ("Dispute"), the party asserting the Dispute shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances (including any relevant documentation) of the Dispute and allowing the receiving party 30 days in which to respond to or settle the Dispute. Notice shall be sent to us at the email address specified below and to you at the email address associated with your account. To the maximum extent permitted by law, both you and Alonngg agree that this dispute resolution procedure is a condition precedent which must be satisfied prior to initiating any arbitration against the other party
If you andAlonngg are unable to resolve the Dispute, the Dispute shall be determined exclusively by binding arbitration.


The arbitration shall be conducted in the City of Toronto by a single arbitrator jointly selected by the parties or, if the parties are unable to agree upon an arbitrator, by a judge of the Ontario Superior Court of Justice on application by either party. The parties shall be responsible for their own legal costs and shall share the costs of the arbitration equally, subject to an award of the arbitrator to the contrary.


Governing Law and Jurisdiction

These Terms shall be construed in accordance with and governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein without regard to any conflict of law provisions and notwithstanding your domicile, residence or physical location.


Subject to the dispute resolution and arbitration provision, the parties irrevocably submit to the exclusive jurisdiction of the courts of the Province of Ontario in any action or proceeding which may arise out of, or in connection with, the Platform or these Terms.  You agree not to commence any such action or proceeding except in Toronto, Ontario, Canada.


Notice

  1. Unless otherwise expressly stated in these Terms, all notices from you to us must be in writing and sent to our contact address at support@alonngg.com and all notices from us to you will be displayed on our Platform from to time or sent to you at the email address associated with your account.


Waiver

No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from these Terms operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.


Severability

If any term or provision of these Terms is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.


No Assignment

You may not assign, sub-license or otherwise transfer any of your rights and obligations in these Terms to any other person.


Entire Agreement

The Terms, our Privacy Policy and any applicable Additional Termsconstitute the sole and entire agreement between you and Alonngg regarding the Platform and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.


Residents of Quebec / Résidents du Québec

The parties acknowledge that they have required that these Terms and all related documents be prepared in English. Les parties reconnaissent avoir exigé que la présente convention et tous les documents connexes soient rédigés en anglais.


Contact

Should you have any questions regarding these Terms, you may contact us at: support@alonngg.com.

 

Driver Additional Terms of Use

Acceptance of the Driver Additional Terms of Use

These Driver Additional Terms of Use set out additional terms and conditions to the Alonngg Terms of Use that are applicable to the provision of services by you (“you”, the “Driver”) as a Driver through the Platform. Capitalized terms not defined herein have the meaning set forth in the Alonngg Terms of Use.
Any reference to these “Terms” in the Driver Additional Terms of Use or the Terms of Use includes both the Driver Additional Terms of Use and the Terms of User, unless the context requires otherwise. In the event of any inconsistency between the Driver Additional Terms of Use and the Terms of Use, the Driver Additional Terms of Use shall prevail.

Registration

As part of, or at any time after, the driver registration process, you agree to provideinformation as we may require about you and your business including, legal name, address, telephone number, email address, business registration information, driver’s licence, vehicle licence plate, proof of insurance, account information, government issued identification and such other information or documentation as we may require.

No Partnership

The Driver shall remain at all times an independent contractor.  Nothing contained in the Terms shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment or fiduciary relationship between you and Alonngg, and neither party shall have authority to contract for or bind the other party.
You shall provide your services on a non-exclusive basis and shall be free to provide your services to third parties during the term, provided that such services are not provided in a way that is inconsistent with the provisions of these Terms. 
Alonngg shall have no liability or responsibility for withholding or remitting any income, payroll, or other federal or provincial taxes, including employment insurance remittances, Canada Pension Plan contributions or employer health tax, or worker's compensation insurance premiums for the Driver.  You are responsible for these withholding, remitting and registration obligations, and shall indemnify Alonngg from and against any order, penalty, interest, taxes or contributions that may be assessed against Alonngg due to the failure or delay of the Driver to make any such withholdings, remittances or registration, or to file any information required by any law.

Orders

From time to time, youmay be notified of an Alonngg Order.  You are under no obligation to accept any Alonngg Order which is made available to you.  However, if you choose to accept an Order, you will be required to complete the pickup and delivery of the Order.

Fees and Payment

In consideration of the services, Alonngg shall pay you the fee for each completed Order which is provided to you before you accept the Order through the Platform,plus applicable taxes. Payments to Driver’s will be processed by Alonngg on a weekly basis or such other interval as Alonngg may determine from time to time.
You shall be entitled to the full amount of any gratuities paid by the customer for a completed Order.

Expenses

You are solely responsible for all expenses which you incur in connection with the performance of your services.

Representations and Warranties

The Driver represents and warrantsthe following:

  1. You have all required power and capacity to enter into these Terms and to perform your obligations hereunder.
  2. You operate an independent business and are providing the services as an independent contractor.
  3. You, at all times, will provide the services in a prompt, diligent, safe and lawful manner.
  4. You, at all times, will maintain valid insurance for your use of the vehicle and provision of your services (including adequate third-party liability coverage in an amount which is not less than $1,000,000).
  5. You shall own or have the legal right to operate any vehicle used by you in connection with the performance of the services.
  6. Any vehicleused by you in connection with the performance of the services shall be in good operating condition and shall comply with all applicable laws related to road and vehicle safety and all applicable safety, maintenance and operational standards.
  7. You shall be solely responsible for any and  all claims, judgments and liabilities resulting from any accident, loss or damage including, but not limited to, personal injuries, death, total loss and property damage which is due to or is alleged to be a result of the service provided by you.

Confidentiality and Non-Solicitation

You understand that by becoming a Driver, you will be granted access to certain confidential information, including information pertaining to Alonngg’s business, technology, business relationships and customers (the “Confidential Information”). Your agree that (a) all Confidential Information will remain Alonngg’s exclusive property; (b) you will use Confidential Information only as is reasonably necessary for you to perform the services; (c) you will not disclose Confidential Information to any other person; and (d) you will take all reasonable measures to protect the Confidential Information against any use or disclosure that is not expressly permitted in these Terms.
You may not, during the term and until the expiry of two (2) years from any subsequent termination of the parties’ relationship, whichever is sooner, directly or indirectly, either alone or in partnership or jointly or in conjunction with any other person as principal, agent, shareholder or in any other manner whatsoever solicit, interfere with or attempt to solicit or interfere with any employee, third party driver, customer or merchant of Alonngg.

Termination

Either party may terminate the relationship on seven (7) days’ written notice to the other.  If you have breached these Terms, Alonngg may terminate this Agreement immediately by written notice to you.
Termination shall not affect or prejudice any rights or obligations which have accrued or arisen under these Terms prior to the time of termination or which expressly survive the termination of these Terms, and such rights and obligations shall survive the termination of the parties’ relationship.

Dispute Resolution and Arbitration

Except to the extent prohibited by applicable law, in the event of any controversy, claim, action or dispute arising out of or related to the Platform, or the breach, enforcement, interpretation, or validity of these Terms or any part of it ("Dispute"), the party asserting the Dispute shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances (including any relevant documentation) of the Dispute and allowing the receiving party 30 days in which to respond to or settle the Dispute. Notice shall be sent to us at the email address specified below and to you at the email address associated with your account. To the maximum extent permitted by law, both you and Alonngg agree that this dispute resolution procedure is a condition precedent which must be satisfied prior to initiating any arbitration against the other party
If you andAlonngg are unable to resolve the Dispute, the Dispute shall be determined exclusively by binding arbitration.
The arbitration shall be conducted in the City of Toronto by a single arbitrator jointly selected by the parties or, if the parties are unable to agree upon an arbitrator, by a judge of the Ontario Superior Court of Justice on application by either party. The parties shall be responsible for their own legal costs and shall share the costs of the arbitration equally, subject to an award of the arbitrator to the contrary.

Indemnification

You shall defend, indemnify and hold harmless Alonngg, including its officers, directors, employees, agents, successors and assigns, from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs or expenses of whatever kind, arising out of or resulting from (a) bodily injury, death of any person, or damage to real or tangible personal property, resulting from the your acts or omissions; and (b) your breach of any representation, warranty or obligation under these Terms.

Entire Agreement

These Terms and our Privacy Policyconstitute the sole and entire agreement between you and Alonngg regarding the Platform and services and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.

Governing Law and Jurisdiction

These Terms shall be construed in accordance with and governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein without regard to any conflict of law provisions and notwithstanding your domicile, residence or physical location.
Subject to the dispute resolution and arbitration provision, the parties irrevocably submit to the exclusive jurisdiction of the courts of the Province of Ontario in any action or proceeding which may arise out of, or in connection with, the Platform or these Terms.  You agree not to commence any such action or proceeding except in Toronto, Ontario, Canada.

Notice

All notices from you to us must be in writing and sent to our email address at support@allonngg.com and all notices from us to you will be sent to you at the email address associated with your account.  All notices shall be deemed to have been received by the recipient at the time the email was sent by the sender.

Waiver

No failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from these Terms operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.


Severability

If any term or provision of these Terms is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.


No Assignment

You may not assign, sub-license or otherwise transfer any of your rights and obligations in these Terms to any other person.


Entire Agreement

The Terms, our Privacy Policy and any applicable Additional Termsconstitute the sole and entire agreement between you and Alonngg regarding the Platform and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.