Terms of Use

Last updated on November 9, 2022

Introduction

Welcome to Kapital’s website ("Site"). This site is operated by Kapital Solutions Inc., Kapital USA Inc., Kapcharge Inc., Kapcharge USA Inc., and Kaptrak Inc., (each a “Kapital Entity”, and collectively "Kapital" or “We”, “Us”, “Our) and contains text, images, software, and other materials and graphical elements, (Collectively the “Content”) for informational purposes. The Site and the Content are provided to You subject to your agreement to be bound by these terms and conditions of use ("Terms of Use"). By accessing and using the Site as well as when downloading any content from our Site, You agree to be bound by these Terms of Use.

IF YOU DO NOT AGREE WITH ONE OR MORE OF THESE TERMS OF USE, DO NOT ACCESS OR USE THE SITE OR THE SERVICES. YOUR CONTINUED USE OF THE SITE WILL MEAN YOU ACCEPT THE TERMS OF USE.

Please note that we reserve the right, at our full discretion, to revise and update these Terms of Use. Please check these Terms of Use periodically for changes as You are bound by such revisions by continuing to use or visit the Site after they are posted online.

Use of the Website

These Terms of Use apply to all users of the Site. When You visit and/or use Our Site, You agree to comply with the Terms of Use and all applicable laws and regulations. You hereby understand and agree that You are, unless You have received our prior written consent, prohibited to (i) reverse engineer, decompile or disassemble any portion of the Site, except where such restriction is expressly prohibited by applicable law; (ii) remove any copyright, trademark or other proprietary rights notice from the Site; (iii) frame the Site, the Content or the Services or any part thereof on any commercial or non-commercial internet website; (iv) systematically download and store the Site, the Content or the Services; or (v) use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather the Site, the Content or the Services, or reproduce or circumvent the navigational structure or presentation of the Site.

The Site may contain interactive features such as but not limited to, forums and content submissions. These interactive features are also governed by these Terms of Use. Any information and/or materials provided by You in the forums and content submissions are not considered confidential and become the property of Kapital and We may use, copy, or distribute the information and/or materials for any purpose.

The Site also contains a login portal for Our merchant customers. To access some features on the Site as well as our online payment services (the “Services”) You will have to register a Merchant Account with Us. When registering a Merchant Account, You will enter into a Merchant Services Agreement. The use of the login Portal and our Services is governed by both these Terms of Use as well as the Merchant Services Agreement. In case of any conflict between these Terms of Use and the terms found in the Merchant Services Agreement, then the terms of Merchant Services Agreement shall control.

If You have a Merchant Account with us, You are responsible for protecting your account(s) and password(s) and You are responsible for the use of your Merchant Account whether it is used by You or other users (authorized or not). You must notify Kapital immediately should You suspect unauthorized use of your Merchant Account.

Kapital shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this Section.

Privacy

By accessing and/or using the Website, You may provide us with personal information as described in our Privacy Policy . You acknowledge that You have read and understood our Privacy Policy, which governs the collection, use, storage and disclosure of such personal information.

You may access this Site outside of Canada. If You are outside of Canada You agree to follow all the local rules, regulations and laws pertaining to data, e-mail and privacy from the location from where You are accessing the Site.

Restrictions on User of Materials

All Content accessible through this Site is protected by copyright laws and trademark rights and is the property of Kapital, its affiliates and/or licensors. The Content on this Site may be accessed only for Your personal use and/or Your internal business purposes only. You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publish, adapt, edit or create works from such Content and our Services, or in any way exploit the material or Content or Services of the Site. This means, You may download copies of posted Content for personal use and/or Your internal business purposes only, so long as You neither change nor delete any author attribution, trademark, legend or copyright or other proprietary notice. When You download copyrighted material, You acquire absolutely no rights or licenses to the Site, the Content or the Services other than the limited right to use the Site, the Content and/or the Services in accordance with these Terms of Use.

As noted above, reproduction, copying, or redistribution of any material within the Site is strictly prohibited without the express written permission of Kapital. Any unauthorized user of any Content contained within the Site may violate copyright and trademark laws, the laws of privacy and other applicable laws and regulations. All rights are reserved.

Links to Third-Party Websites

The Site may contain links to third party websites that are not owned or controlled by Kapital. The links to the third-party websites are provided for your convenience only and these Terms of Use do not apply to your use of these third-party websites and/or third-party services. Kapital has no control over and assumes no responsibility for the content, terms of use, privacy policy or practices of any third-party websites therefore You should review the terms of use and privacy policies of any third-party website. Under no circumstances will Kapital be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused to You in connection with your use of, or reliance on, any content, goods or services available on any third-party website. You should direct any concerns to that website’s administrator or web master. We reserve the right, at our sole discretion to remove any links to third-party websites found on our Site.

Warranty

THE CONTENT, INFORMATION AND MATERIAL INCLUDED ON THIS SITE, INCLUDING ANY THIRD-PARTY LINKS AND/OR OTHER ITEMS ARE PROVIDED “AS IS” WITH NO REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND. KAPITAL SOLUTIONS DOES NOT WARRANT THE ACCURACY, RELIABILITY, ADEQUACY OR COMPLETENESS OF ANY CONTENT, INFORMATION AND MATERIALS ON THE SITE AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THE CONTENT, INFORMATION AND MATERIALS. YOU MUST INDEPENDENTLY VERIFY THE ACCURACY OF ALL SUCH CONTENT, INFORMATION AND MATERIALS BEFORE ACTING OR RELYING THEREON OR MAKING DECISIONS IN CONNECTION THEREWITH. KAPITAL MAKES NO WARRANTY OF ANY KIND, IMPLIED, EXPRESSED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, TITLE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. KAPITAL DOES NOT WARRANT THAT THE SITE, CONTENT, INFORMATION OR MATERIALS WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. KAPITAL MAY MAKE CHANGES TO THE CONTENT OR THE SITE AT ANY TIME.

YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR SYSTEMS ARE ABLE TO USE THE SITE AND YOU SHOULD USE ANTI-VIRUS, ANTI-SPYWARE AND FIREWALL SOFTWARE ON YOUR SYSTEMS WHEN ACCESSING THE SITE.

Limitations on Liability

KAPITAL, ITS AGENTS, OFFICERS, DIRECTORS AND EMPLOYEES WILL NOT BE LIABLE FOR ANY DAMAGES, LOSSES, OR LIABILITIES, INCLUDING WITHOUT LIMITATION, DIRECT OR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PUNITIVE, LOSSES, OR LIABILITIES, IN CONNECTION WITH YOUR USE OF THE SITE OR YOUR RELIANCE ON OR USE OR INABILITY TO USE THE CONTENT INFORMATION, MATERIALS, PRODUCTS, SERVICES, OR FUNCTIONALITY ON THIS SITE, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAYS IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE, EVEN IF KAPITAL IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES, OR EXPENSES.

YOU HEREBY AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS KAPITAL, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS INCLUDING ANY THIRD PARTIES MENTIONED ON THE SITE, FROM AND AGAINST ALL CLAIMS, ACTIONS OR DEMANDS, INCLUDING REASONABLE ATTORNEY FEES RESULTING FROM (I) YOUR BREACH OF THESE TERMS OF USE; (II) YOUR ACCESS TO OR USE OF THE SITE OR CONTENT, OR (III) YOUR USE OR RELIANCE ON THE CONTENT ON THE SITE, PUBLICATION OR COMMUNICATION AS A RESULT OF THE USE OF THE SITE.

Governing Law

The Site is controlled, operated, and administered by Kapital from its offices in the province of Quebec. If You access the Site from outside of Canada, You are responsible for compliance with all applicable laws. These Terms of Use shall be interpreted, construed, and governed by the laws of the Province of Quebec, Canada and any dispute, claim, controversy or cause of action arising out of these Terms of Use, Content or use of our Site, shall be submitted to the exclusive jurisdiction of the courts of the Province of Quebec.

Security

Kapital maintains a commercially reasonable security program that is designed to ensure the security and integrity of customer data provided by or on behalf of our Merchant customers to in connection with the Services (“Customer Data”); (b) protect against threats or hazards to the security or integrity of Customer Data; and (c) prevent unauthorized access to Customer Data. For more information, please see Our Privacy Policy.

General

i) Electronic Communications
By sending electronic mail to Kapital You are communicating with Kapital electronically. In communicating with Kapital electronically, You consent to Kapital communicating with You by electronic mail (e-mail) at the electronic mail address (e-mail) provided by You or by posting notices on this Site.

ii) Waivers
The Terms of Use and other materials referenced herein constitute the entire Agreement between You and Kapital with respect to the use of this Site. Under no circumstance shall Kapital’s failure to insist upon or to enforce performance of any of the provisions set herein shall be deemed as a waiver of such provision. Any waiver may only be granted in writing and signed by an authorized representative of Kapital. If you are a merchant customer of Kapital, please refer to your Merchant Services Agreement.

iii) Severability
If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, such determination for that provision shall not affect the remaining provisions hereof.

iv) Language
The parties have requested that these Terms of Use and all related documents be drawn up in English. Les parties ont demandé que ces Termes d’utilisations ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.