Terms and Conditions

Section 1           Introduction.

Welcome to the website of Bonsai Hospitality Management Corp., (“Bonsai,” “we,” “us,” or “our”). The following terms and conditions, together with any documents they expressly incorporate by reference, including, without limitation, our Privacy Policy accessible at https://www.tobonsai.com/privacy-policy (“Privacy Policy”) (collectively, these “Terms of Use”), govern your (“you” or “User”) access to and use of the website located at <tobonsai.com>, including any content, functionality, services offered on or through the website located at <tobonsai.com> (the “Website”). These Terms of Use also govern your purchase of any goods or services offered on or through the Website (“Products”).

Section 2            Acceptance of the Terms of Use.

2.1  PLEASE READ THE TERMS OF USE CAREFULLY BEFORE YOU START TO USE THE WEBSITE OR MAKING ANY PURCHASE OF PRODUCTS ON OR THROUGH THE WEBSITE. BY USING THE WEBSITE, MAKING ANY PURCHASE OF PRODUCTS ON OR THROUGH THE WEBSITE, REGISTERING WITH OR CREATING AN ACCOUNT FOR THE WEBSITE, OR CLICKING “ACCEPT” OR CHECKING THE APPLICABLE BOX FOR MANIFESTING ACCEPTANCE OF THESE TERMS OR USE, YOU ACCEPT, AND AGREE TO BE BOUND AND ABIDE BY, THESE TERMS OF USE,  OUR PRIVACY POLICY,  AND PRODUCT WARRANTIES , WHICH ARE INCORPORATED HEREIN BY REFERENCE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THESE TERMS OF USE REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. IF YOU DO NOT WANT TO AGREE TO THESE TERMS OF USE, THE PRIVACY POLICY, OR THE TERMS OF SALE, YOU MUST NOT ACCESS OR USE THE WEBSITE, PURCHASE ANY PRODUCT ON OR THROUGH THE WEBSITE, AND/OR REGISTER FOR AN ACCOUNT ON THE WEBSITE.

2.2  This Website is offered and available to users who are 18 years of age or older. By using this Website, purchasing Products on or through the Website, or registering for an account on the Website, you represent and warrant that you are of legal age to and have the requisite capacity and authority to form a binding contract with Bonsai. If you do not meet these requirements, you must not access or use the Website, purchase any Products offered on or through the Website, or register for an account on the Website.

Section 3            Changes to the Terms of Use.

3.1  We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter, including, without limitation, the purchase of Products on or through the Website.

3.2  Your continued use of the Website or purchase of any Products following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page each time you access this Website or purchase Products so you are aware of any changes, as they are binding on you.

Section 4            Accessing the Website and Account Security

4.1  We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.

4.2  You are responsible for:

(a)   Making all arrangements necessary for you to have access to the Website.

(b)  Ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.

4.3  Accounts.

(a)   To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with this Website or otherwise, including but not limited to through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

(b)  If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

(c)   We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Section 5            Intellectual Property Rights

5.1  The Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio,”look and feel,” and the design, selection and arrangement thereof), are owned by Bonsai, its licensors or other providers of such material and are protected by Canadian and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

5.2  These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Website, except as follows:

(a)   Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.

(b)  You may store files that are automatically cached by your Web browser for display enhancement purposes.

(c)   You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication or distribution.

(d)  If we provide social media features with certain content, you may take such actions as are enabled by such features.

5.3  You must not:

(a)   Modify copies of any materials from this site.

(b)  Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site.

5.4  You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website. Without limiting the generality of the foregoing, you may not use the Website for benchmarking or purposes competitive with Bonsai.  

5.5  If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Website in breach of the Terms of Use, your right to use the Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by Bonsai. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

Section 6            Trademarks

BONSAI, the associated logo and all related names, logos, product and service names, designs and slogans are trademarks of Bonsai or its affiliates or licensors. You must not use such marks without the prior written permission of Bonsai. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.

Section 7            Prohibited Uses

7.1  You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website:

(a)   In any way that violates any applicable federal, provincial, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from Canada or other countries).

(b)  For purposes other than your personal, non-commercial use.

(c)    For purposes of benchmarking the Website or Products or any other purpose competitive with Bonsai or its Products.

(d)  For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.

(e)   To send, knowingly receive, upload, download, use or re-use any material which does not comply with the Content Standards set out in these Terms of Use.

(f)   To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.

(g)  To impersonate or attempt to impersonate Bonsai, a Bonsai employee, another user or any other person or entity (including, without limitation, by using e-mail addresses, screen names, and/or social media handles or similar names associated with any of the foregoing).

(h)  To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us in our sole discretion, may harm Bonsai or users of the Website or expose them to liability.

7.2  Additionally, you agree not to:

(a)   Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website, including their ability to engage in real time activities through the Website.

(b)  Use any robot, spider or other automatic device, process or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.

(c)   Use any manual process to monitor or copy any of the material on the Website or for any other unauthorized purpose without our prior written consent.

(d)  Use any device, software or routine that interferes with the proper working of the Website.

(e)   Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.

(f)   Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer or database connected to the Website.

(g)  Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.

(h)  Otherwise attempt to interfere with the proper working of the Website.

Section 8            User Contributions

8.1  The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions") on or through the Website or through any social media accounts associated with you  or Bonsai, including, without limitation, our Facebook, Twitter, Pinterest, Instagram, and YouTube pages and accounts (“Social Media Accounts”) .

8.2  All User Contributions must comply with the Content Standards set out in these Terms of Use.

8.3  Any User Contribution you post to either the Website or Social Media Accounts will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website or through the Social Media Accounts, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose.

8.4  You represent and warrant that:

(a)   You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns.

(b)  All of your User Contributions do and will comply with these Terms of Use.

8.5  You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not Bonsai, have fully responsibility for such content, including its legality, reliability, accuracy and appropriateness.

8.6   We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other user of the Website or the Social Media Accounts.

Section 9            Monitoring and Enforcement; Termination

9.1  We have the right, but not the obligations, to:

(a)   Remove or refuse to post any User Contributions for any or no reason in our sole discretion.

(b)  Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website, the Social Media Accounts, or the public or could create liability for or diminish the reputation of Bonsai.

(c)   Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

(d)  Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website or the Social Media Accounts.

(e)   Terminate or suspend your access to all or part of the Website or Social Media Accounts for any or no reason, including without limitation, any violation of these Terms of Use.

9.2  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 Website or the Social Media Accounts. YOU WAIVE AND HOLD HARMLESS BONSAI AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

9.3  However, we cannot review all material before it is posted on the Website or the Social Media Accounts, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Section 10         Content Standards

10.1        These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, provincial, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:

(a)   Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.

(b)  Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.

(c)   Be accurate and truthful at the time of posting and not made with the purpose of intentionally harming Bonsai, the Website, Products, or any other user.

(d)  Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.

(e)   Violate the 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 of Use and our Privacy Policy.

(f)   Be likely to deceive any person.

(g)  Promote any illegal activity, or advocate, promote or assist any unlawful act.

(h)  Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.

(i)    Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

(j)    Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.

(k)  Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Section 11         Copyright Infringement

11.1        We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the Website infringe your copyright, you may request removal of those materials (or access to them) from the Website by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCA Notice") must include substantially the following:

(a)   Your physical or electronic signature.

(b)  Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works.

(c)   Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.

(d)  Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).

(e)   A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.

(f)   A statement that the information in the written notice is accurate.

(g)  A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

11.2        If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.

11.3        Please be aware that if you knowingly materially misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

11.4        It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.

Section 12         Reliance on Information Posted

12.1        The information presented on or through the Website is made available solely for personal, non-commercial, general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

12.2        This Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Bonsai, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Bonsai. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Section 13         Changes to the Website

We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

Section 14         Information About You and Your Visits to the Website

All information we collect on this Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Section 15         Online Purchases and Other Terms and Conditions

15.1        This Section 15  applies to all purchases through this Website or other transactions for the sale of goods (“Products”), formed through the Website or as a result of visits made by you.

15.2        Limitation on Sales. Without limiting the applicability of 15.3, the following limitations apply to sales of Products on Website.

(a)   You may only purchase Products for your personal, residential use, Products made available for purchase on or through the Website are not for commercial or industrial use, including, without limitation, purchases of Products for business, hotel, institutional or other similar uses or purposes.

15.3        Order Acceptance and Cancellation. You agree that your order is an offer to buy, under these Terms of User, all Products listed in your order. All orders must be accepted by us or we will not be obligated to sell Products. We may choose not to accept any orders in our sole discretion. After having received your order, we will send you a confirmation email with your order number and details of the Products you have ordered. Acceptance of your order and the formation of the contract of sale between Bonsai and you will not take place unless and until you have received your order confirmation email. You have the option to cancel your order at any time before we have sent your order confirmation email or before we ship your order.

15.4        Prices and Payment Terms.

(a)   Prices. The price for Products available for purchase through the Website will be displayed to you on the Website. The prices displayed do not include taxes or any other applicable fees, including, without limitation, any shipping and handling. Any applicable taxes or fees will be communicated to you before you place an order. We are not responsible for pricing, typographical, or other errors in any offer by us and we reserve the right to cancel any orders arising from such errors.

(b)  Payments. Bonsai is not a bank, credit union, payment processor, or other financial institution. As such, the Website currently uses third-parties to process payments for transactions consummated through this Website such as Stripe and Square (“Payment Processors”). By utilizing the Website to purchase Products you authorize a Payment Processor to charge your credit card or other payment method. Our third-party Payment Processors accept payments through various credit cards, including Visa, MasterCard, American Express and Discover, as detailed on the applicable payment screen. Transactions processed via the Webiste may also be subject to the terms and conditions of the applicable Payment Processor. Financing, should it become available, will be subject will be subject to additional terms and conditions. You represent and warrant that (i) the credit card information you supply to such third party payment processors is true, correct, and complete, (ii) you are duly authorized to use such credit card for the purchase, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any. Bonsai is not responsible for any errors by the Payment Processor

15.5        Shipments; Delivery; Title and Risk of Loss; In-Home Set Up

(a)   We will arrange for shipment of the Products to you. Please check the individual Product page for specific delivery options. You will pay all shipping and handling charges specified during the ordering process.

(b)  Products may only be shipped to Canada or the United States (not including US territories).

(c)   Title and risk of loss pass to you upon delivery of the Products (by us or our manufacturer) to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments. You are responsible for filing any claims with carriers for damaged or lost shipments.

15.6        Returns and Refunds.

(a)   Subject to the terms of this Section 15.6 and notwithstanding any returns made under the Product Warranties, as long as such Product was not designated as non-returnable at the time of your purchase, we will accept a return of Products for a refund of your purchase price, less the original shipping and handling costs and in-home set up fees, provided the applicable Product is delivered to the applicable third party carrier during the following time periods:

(i) For all Products other than face masks and bathroom amenities, no later than 30 days after the date of delivery.

(iii) Be in donation condition (no stains, soiling, tearing, etc).

(c) For returns of the Products must be returned in their original condition and along with their original packaging.

(e) To return Products, please visit the Website and select the “Returns” link at the bottom of the homepage. Through this portion of the Website, you must provide your order number, contact information, and the reason for your return. Once you have submitted your return request, a customer service representative will contact you within 24 hours via the phone number provided. Failure to comply with this procedure may limit your ability to return the purchased Products. 

(f) Shipping and handling for returns of the Products returned under this Section 15.6  are free, provided that the applicable Product is located in the eligible shipping area indicated in Section 15.5(b). All returns must be delivered to the third party carrier specified by Bonsai no later than 30 days of delivery. Bonsai will not accept returns of Products delivered by third party carriers other than those identified by Bonsai.

(g) Refunds are processed within a reasonable time after our receipt of your Products. Your refund will be credited back to the same payment method used to make the original purchase on the Website. WE OFFER NO REFUNDS ON ANY PRODUCTS DESIGNATED ON THIS SITE AS NON-RETURNABLE.

15.7        Discount and Offer Codes.

Occasionally and from time to time, Bonsai may offer qualified consumers “discount codes,” “promo codes,” “coupon codes,” “gift codes” or “offer codes” through a range of advertisements, promotional programs and other communications efforts (collectively referred to herein as “offer codes”) that are redeemable towards purchase(s) our our website, tobonsai.com. These offer codes are available only while supplies last and are subject to certain product, minimum price exclusions or any other restrictions as may be determined and communicated by Bonsai in its sole discretion. Only valid offer codes provided or promoted by Bonsai will be considered valid and honored at checkout. Codes supplied or promoted by third parties unauthorized by Bonsai (including any unauthorized third-party websites) will not be honored and are not considered valid. Each offer code promoted by Bonsai is non-transferable and valid for single use on an item (or items) as determined by Bonsai. Offer codes may not be combined with any other offer codes or promotional activities, are valid only on full-priced products unless stated otherwise. They will not be honored on any items that are marked as “Closeout” or “Final Sale” unless stated otherwise, and may not be used in conjunction with any other promotional programs that may be issued through our retail partners. Customers are limited to the use of a single offer code per order. For online purchases, the code must be entered in the ‘discount code’ field at checkout. Bonsai does not accept responsibility for lost, stolen or corrupted codes or any unauthorized use of codes. Offer codes cannot be redeemed for cash or any cash equivalent; no substitutions, “rain checks,” or credits allowed. The dollar value of any offer code will not be refunded or credited back if any or all of the merchandise is returned which causes the order to no longer meet any restrictions of an offer code used in the transaction. If an offer code provides for free or discounted item(s) with a qualifying purchase, the full retail value of the free or discounted item(s) will be deducted from any refunded amounts if the free or discounted item(s) are not returned with the qualifying product. Expiration dates may apply to each offer code. Offer codes are void if copied, transferred, sold, exchanged or expired, and where prohibited.

Section 16         Limited Product Warranties.

Each Product that is purchased directly from Bonsai is covered by the Limited Product Warranties. The Limited Product Warranties are incorporated by reference into these Terms of Use. To the extent there is a conflict between the terms of any Limited Product Warranty and these Terms of Use, the terms of the applicable Limited Product Warranty shall govern.

Section 17         Linking to the Website and Social Media Features

17.1        You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.

17.2        As provided in Section 7, we make this Website available to you only for your personal, non-commercial purposes. Without limiting the generality of the foregoing, you may not use or access the Website or purchase Products from it for the purpose of commercial reviews of such Products or inaccurate or untruthful reviews about Bonsai, the Website, or the Products.

17.3        This Website may provide certain social media features that enable you to:

(a)   Link from your own or certain third-party websites to certain content on this Website.

(b)   Send e-mails or other communications with certain content, or links to certain content, on this Website.

(c)   Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

17.4        You may use these features solely as they are provided by us and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

(a)   Establish a link from any website that is not owned by you.

(b)   Cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site.

(c)   Link to any part of the Website other than the homepage.

(d)   Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.

17.5        The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use.

17.6        You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.

17.7        We may disable all or any social media features and any links at any time without notice in our discretion.

Section 18         Links from the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Section 19         Geographic Restrictions

The owner of the Website is based in the province of Ontario in Canada. We provide this Website for use only by persons located in Canada and the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of Canada and the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside Canada or the United States, you do so on your own initiative and are responsible for compliance with local laws.

Section 20         Disclaimer of Warranties

20.1        You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

20.2        EXCEPT FOR THE PRODUCT WARRANTIES, YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER BONSAI  NOR ANY PERSON ASSOCIATED WITH BONSAI MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE OR PRODUCTS. WITHOUT LIMITING THE FOREGOING, NEITHER BONSAI NOR ANYONE ASSOCIATED WITH BONSAI REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

20.3        EXCEPT FOR THE PRODUCT WARRANTIES, BONSAI HEREBY DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWABLE BY APPLICABLE LAW, ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

20.4        THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Section 21         Limitation on Liability

21.1        IN NO EVENT WILL BONSAI, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, 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 OR OTHERWISE, EVEN IF FORESEEABLE.

21.2        THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Section 22         Indemnification

You agree to defend, indemnify and hold harmless Bonsai, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Website, including, but not limited to, your User Contributions, any use of the Website's content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Website.

Section 23         Governing Law

All matters relating to the Website and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the Province of Ontario without giving effect to any choice or conflict of law provision or rule (whether the Province of Ontario or any other jurisdiction).

Section 24         Dispute Resolution

24.1        Any dispute, claim or controversy among the parties arising out of or relating to these Terms of Use, the Website, or the products and services you purchase on or through it (“Dispute”) shall be finally resolved by and through binding arbitration in accordance with the Federal Arbitration Act to the exclusion of any other Federal, provincial or municipal law of arbitration. Both the foregoing agreement of the parties to arbitrate any and all Disputes, and the results, determinations, findings, judgments and/or awards rendered through any such arbitration, shall be final and binding on the parties and may be specifically enforced by legal proceedings in any court of competent jurisdiction.

24.2        For any Dispute, the place of Arbitration shall be in Toronto, Ontario.

24.3        The cost of the arbitration proceeding, including, without limitation, each party's attorneys' fees and costs, shall be borne by the unsuccessful party or, at the discretion of the arbitrators, may be prorated between the parties in such proportion as the arbitrators determine to be equitable and shall be awarded as part of the award.

24.4        RESTRICTIONS ON ARBITRATION: ALL DISPUTES, REGARDLESS OF THE DATE OF ACCRUAL OF SUCH DISPUTE, SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS. ANY DISPUTES YOU MAY HAVE AGAINST BONSAI, ITS AFFILIATES, SUBSIDIARIES, LICENSORS, AND SERVICE PROVIDERS, AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, SUPPLIERS, SUCCESSORS AND ASSIGNS YOU HEREBY AGREE TO BIFURCATE AND ARBITRATE AGAINST THEM INDIVIDUALLY IN UNION COUNTY, NEW JERSEY. YOU ARE WAIVING YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT, AND TO CERTAIN DISCOVERY AND OTHER PROCEDURES THAT ARE AVAILABLE IN A LAWSUIT. YOU AND BONSAI AGREE THAT THE ARBITRATORS HAVE NO AUTHORITY TO ORDER CONSOLIDATION OR CLASS ARBITRATION OR TO CONDUCT CLASS-WIDE ARBITRATION PROCEEDINGS, AND ARE ONLY AUTHORIZED TO RESOLVE THE INDIVIDUAL DISPUTES BETWEEN YOU AND BONSAI, ITS AFFILIATES, SUBSIDIARIES, LICENSORS, AND SERVICE PROVIDERS, AND ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, SUPPLIERS, SUCCESSORS AND ASSIGNS. FURTHER, YOU WILL NOT HAVE THE RIGHT TO CONSOLIDATION OR JOINDER OF INDIVIDUAL DISPUTES OR ARBITRATIONS, TO HAVE ANY DISPUTE ARBITRATED ON A CLASS ACTION BASIS, OR TO PARTICIPATE IN A REPRESENTATIVE CAPACITY OR AS A MEMBER OF ANY CLASS PERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION.

24.5        THE VALIDITY, EFFECT, AND ENFORCEABILITY OF THE FOREGOING WAIVER OF CLASS ACTION LAWSUIT AND CLASS-WIDE ARBITRATION, IF CHALLENGED, ARE TO BE DETERMINED SOLELY AND EXCLUSIVELY BY THE PROVINCIAL COURTS LOCATED IN TORNTO, ONTARIO, OR, IF BROUGHT IN A FEDERAL DISTRICT COURT.

24.6        WITHOUT WAIVING THE RIGHT TO APPEAL SUCH DECISION, SHOULD ANY PORTION OF THIS SECTION BE STRICKEN FROM THESE TERMS OF USE OR DEEMED OTHERWISE INVALID OR UNENFORCEABLE, THEN THIS ENTIRE SECTION (OTHER THAN THIS SENTENCE) SHALL BE STRICKEN FROM THIS AGREEMENT AND INAPPLICABLE, AND ANY AND ALL DISPUTES SHALL PROCEED IN THE PROVINCIAL COURTS LOCATED IN TORONTO, ONTARIO, OR, IF BROUGHT IN A FEDERAL DISTRICT COURT, AND BE DECIDED BY A JUDGE, SITTING WITHOUT A JURY, ACCORDING TO APPLICABLE COURT RULES AND PROCEDURES, AND NOT AS A CLASS ACTION LAWSUIT.

Section 25         Limitation on Time to File Claims

 

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE OR THE PRODUCTS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

 

Section 26         Waiver and Severability

26.1        No waiver of by  Bonsai of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Bonsai to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

26.2        If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Section 27         Entire Agreement

The Terms of Use, our Privacy Policy, and Product Warranties constitute the sole and entire agreement between you and Bonsai with respect to the Website and the Products supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Website.

Section 28         Electronic Communications

When you visit the Website, or send us e-mails, you are communicating with us electronically. In so doing, you consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on this Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing.

Section 29         Your Comments and Concerns

29.1        This website is operated by Bonsai Hospitality Management Corp.

29.2        All notices of copyright infringement claims should be sent to the copyright agent designated in Section 11 in the manner and by the means set forth therein.

29.3        All other feedback, comments, requests for technical support and other communications relating to the Website should be directed to: info@tobonsai.com.