Canopy Certified Inc.Terms of Use
Last Modified:  ___________________, 2020

IMPORTANT — CAREFULLY READ:  THESE TERMS OF USE ARE A LEGAL CONTRACT BETWEEN YOU AND CANOPY CERTIFIED INC. AND ITS AFFILIATES.  BY USING, VISITING OR ACCESSING THE WEBSITE OR PURCHASING SERVICES OR PRODUCTS, YOU AGREE TO THESE TERMS AND CONDITIONS FOR YOURSELF AND ANY PERSON THAT USES THE WEBSITE UNDER YOUR ACCOUNT OR USER THAT YOU ADD UNDER YOUR ACCOUNT REGISTRATION.  BY CLICKING THE “ACCEPTED ICON” ASSOCIATED WITH THIS PAGE, BEGINNING THE CERTIFICATION PROCESS OR USING THIS WEBSITE, ANY OF WHICH WILL SERVE AS YOUR SIGNATURE, YOU AGREE TO CONDUCT TRANSACTIONS ELECTRONICALLY AND TO BE BOUND BY THESE TERMS.  IF YOU DO NOT AGREE TO THESE TERMS, YOU SHOULD EXIT THIS PAGE WITHOUT ACCEPTING AND REFRAIN FROM ALL FURTHER USE OF THIS WEBSITE.

Acceptance of the Terms of Use
These terms of use are entered into by and among:  (i) you, on behalf of yourself and any entity for which you are a representative, or at the direction of which you are accessing the website or services as an employee or contractor, (ii) the entity for which you are a representative, employee or contractor, and (iii) Canopy Certified Inc. and its affiliates (“Company,” “we” or “us”).  An example of the involvement of an employer or prospective employer would be when your employer requests that you access our services or certification we offer in connection with your employment.The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern your access to and use of www.canopyky.org, including any content, functionality, and services offered on or through www.canopyky.org (the “Website”), whether as a guest or a registered user.Please read the Terms of Use carefully before you start to use the Website.  By using the Website or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at [https://canopyky.org/privacy-policy], incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website.This Website is offered and available to users who are 18 years of age or older, and reside in the United States or any of its territories or possessions, and the certification process is only for those companies that meet the criteria set forth in the application.  By using this Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements.  If you do not meet all of these requirements, you must not access or use the Website.

Changes to the Terms of Use
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.  However, any changes to the dispute resolution provisions set out in will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Website.Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes.  You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Electronic Communication
When you use any assessment function of the Website, purchase products, complete any applications, proceed with the certification process or send emails to us, you are communicating with us electronically.  You consent to receive communications from us electronically.  We may communicate with you by email or through notices on this Website, related websites or by hard copy.  You agree that all agreements, notices, disclosures or other information provided to you electronically satisfy any legal requirement that any such communication be in writing.

Accessing the Website and Account Security
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.You are responsible for both:

  • Making all arrangements necessary for you to have access to the Website.
  • Ensuring that all persons who access the Website through your internet connection, or on your behalf, are aware of these Terms of Use and comply with them.

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 [https://canopyky.org/privacy-policy], and you consent to all actions we take with respect to your information consistent with our Privacy Policy.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 or proprietary information.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.

Confidentiality
You acknowledge and agree that the Website contains confidential, proprietary, trade secrets and other non-public information of the Company and its contractors, affiliates and clients and users of the Company’s materials, certification processes, products and services which may include pricing; financial information; strategies; business plans; market studies; models; samples and end user information (collectively, “Confidential Information”).  Except as required to use the materials, certification process, products or services offered on the Website for use as allowed under the terms for such material, certification process, products or services or, if applicable, internal business purposes, you agree, on behalf of yourself and any entity that you represent, that you will (i) not use the Confidential Information, except as expressly allowed; (ii) protect and safeguard the confidentiality of all such Confidential Information with at least the same degree of care as you would protect your own confidential information, but in no event with less than a commercially reasonable degree of care; (iii) not disclose any of the Confidential Information to any person, unless such person has agreed to not use or disclose such Confidential Information except as allowed under the agreement governing the sale or use; and (iv) not disclose any Confidential Information, or permit it to be accessed or used, for any purpose or in any manner to the Company’s detriment, including, without limitation, to reverse engineer, disassemble, decompile or design around the Company’s or its contractors’ proprietary products, services and intellectual property.Confidential Information (with the exception of personal information which is always Confidential Information) does not include information that (i) at the time of disclosure is, or thereafter becomes, generally available to and known by the public other than as a result of, directly or indirectly, any violation of these Terms of Use or any agreement applicable to such materials, certification process, products or services; (ii) at the time of disclosure is, or thereafter becomes, available to you on a non-confidential basis from a third party source that is not prohibited from disclosing such information; (iii) was known by or in the possession of you, as established by documentary evidence, before being disclosed on the Website or otherwise with an obligation of confidentiality; or (iv) was independently developed by you, as established by documentary evidence, without reference to or use of, in whole or in part, any Confidential Information.The obligations of confidentiality set out herein shall survive termination of these Terms of Use or your access to the Website.

Intellectual Property Rights
The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.If you submit suggestions, proposals, comments, photos, statements or other materials (collectively “Submissions”) within the Website (except for confidential materials provided in connection with the certification application and process), you understand and agree that the Company (i) will have no obligation to keep your Submissions confidential; (ii) will have no obligation to return your Submissions or respond in any way; and (iii) may use, or allow others to use, your Submissions for any purpose in any way without notice or compensation to you.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:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Website for your own personal, or your business’ internal use and not for further reproduction, publication or distribution.
  • If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, or your business’ internal use, provided you agree to be bound by our end user license agreement for such applications.
  • If we provide social media features www.canopyky.orghttps://www.facebook.com/canopyky/https://www.instagram.com/canopyky/,  https://www.linkedin.com/company/canopyky/ , https://twitter.com/CanopyKy with certain content, you may take such actions as are enabled by such features.

You must not:

  • Modify copies of any materials from this Website.
  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this Website.

You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website except for your internal business use as or on behalf of one of our clients or a potential client, and not on behalf of third parties who are not your representatives, employees or contractors.  If you wish to make any use of material on the Website other than that set out in this section, please address your request to: certified@canopyky.org.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 stop 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 the Company.  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.

Trademarks
The Company name, the terms [COMPANY TRADEMARKS], [Company Logo] and all related names, logos, product and service names, designs and slogans are the property of the Company or its affiliates or licensors.  You must not use such marks or names without the prior written permission of the Company.  All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.

Copyright Complaints
The Company respects the intellectual property of others.  If you believe that your work has been copied in a way that constitutes copyright infringement, please follow the notice and procedures for making claims of copyright infringement described below in the section entitled “Copyright Infringement.”

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

  • In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • 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.
  • To send, knowingly receive, upload, download, use or re-use any material that does not comply with the Content Standards [LINK TO CONTENT STANDARDS] set out in these Terms of Use.
  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any “junk mail,” “chain letter,” “spam” or any other similar solicitation.
  • To impersonate or attempt to impersonate the Company, a Company 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).
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability.

Additionally, you agree not to:

  • 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.
  • 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.
  • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
  • Use any device, software or routine that interferes with the proper working of the Website.
  • Introduce any viruses, Trojan horses, worms, logic bombs or other material that is malicious or technologically harmful.
  • 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.
  • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Website.

User Contributions
The Website may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, customer service, 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.All User Contributions must comply with the Content Standards set out in these Terms of Use.  You agree not to import, post or incorporate into, the Website or any Interactive Services any of the following information:  social security numbers, national insurance numbers, credit card data (payment for products or services will be made through a third party service), passwords, security credentials, bank account numbers or sensitive personal health or financial information of any kind.Any User Contribution you post to the Website will be considered non-confidential and non-proprietary, except where otherwise provided, such as the application for certification.  By providing any User Contribution on the Website, except as otherwise provided, 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.You represent and warrant that:

  • 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.
  • Without our express prior written consent, you will not use the Website for any commercial purpose, including but not limited to communicating or facilitating any commercial advertisement or solicitation through the Website.
  • All of your User Contributions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness.  IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE ON THE WEBSITE OR OTHER SOCIAL MEDIA, YOU DO SO AT YOUR OWN RISK.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.

Monitoring and Enforcement; Termination
We have the right to:

  • Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
  • 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 or the public, or could create liability for the Company.
  • 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.
  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
  • Terminate or suspend your access to all or part of the Website for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to cooperate fully 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.  YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY OR ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.However, we do not undertake to review material before it is posted on the Website, 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.

Content Standards
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, state, local and international laws and regulations.  Without limiting the foregoing, User Contributions must not:

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
  • Promote sexually explicit or pornographic material, violence or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
  • Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
  • 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 [https://canopyky.org/privacy-policy].
  • Be likely to deceive any person.
  • Promote any illegal activity, or advocate, promote or assist any unlawful act.
  • Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
  • Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Copyright Infringement
We take claims of copyright infringement seriously.  We will respond to notices of alleged copyright infringement that comply with applicable law.  If you believe that any User Content or any other materials accessible on or from this Website infringe your copyright, please send a written notice of copyright infringement to our Copyright Agent who may be contacted as follows:Attn: Scott Koloms______________________Canopy Certified Inc._1500 Lytle Street___________________________Louisville, Kentucky __40203_________Phone:  __502-907-3268__________________Email:  _certified@canopyky.org___________________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 physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest.
  • 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.
  • Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
  • Adequate information by which we can contact you (including your name, postal address, telephone number and, if available, email address).
  • 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.
  • A statement that the information in the written notice is accurate.
  • A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

It is the policy of the Company to terminate the user accounts of repeat infringers.  However, 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.  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.If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send a counter-notice.  Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA.  See copyright.gov for details.We endeavor to respond quickly to the concerns of rights owners about any alleged infringement.  We suggest that you consult your legal advisor before filing a notice or counter-notice.Reliance on Information PostedTHE INFORMATION PRESENTED ON OR THROUGH THE WEBSITE IS MADE AVAILABLE SOLELY FOR GENERAL INFORMATION PURPOSES, UNLESS OTHERWISE PROVIDED IN A SEPARATE AGREEMENT WITH THE COMPANY.  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.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 the Company, are solely the opinions and the responsibility of the person or entity providing those materials.  These materials do not necessarily reflect the opinion of the Company.  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.Changes to the WebsiteWe 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.Information About You and Your Visits to the WebsiteAll information we collect on this Website is subject to our Privacy Policy [https://canopyky.org/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. Online Purchases and Other Terms and ConditionsAll purchases through our site or other transactions for the certification process or for the sale of materials, goods or services, or information formed through the Website, or resulting from visits made by you, may be governed by separate terms and conditions available in connection with the transaction which are hereby incorporated into these Terms of Use.  Also, additional terms and conditions may also apply to specific portions, services or features of the Website.  All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use.Linking to the Website and Social Media FeaturesYou 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.This Website may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on this Website.
  • Send emails or other communications with certain content, or links to certain content, on this Website.
  • Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

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:

  • Establish a link from any website that is not owned by you.
  • Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking or in-line linking.
  • Link to any part of the Website other than the homepage.
  • Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.

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.You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop.  We reserve the right to withdraw linking permission without notice.We may disable all or any social media features and any links at any time without notice in our discretion.

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 which may be 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.

Geographic Restrictions
The owner of the Website is based in the Commonwealth of Kentucky in the United States.  We provide this Website for use only by persons located in the United States and currently only for persons in Kentucky.  We make no claims that the Website or any of its content is accessible or appropriate outside of 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 the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties
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.  TO THE FULLEST EXTENT PROVIDED BY LAW, 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.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 THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE.  WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY, NOR ANYONE ASSOCIATED WITH THE COMPANY, 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. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS 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.THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, 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, 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. The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct.THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification
You agree to defend, indemnify and hold harmless the Company, 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, certification process, services and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website.

Governing Law and Jurisdiction
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 Commonwealth of Kentucky without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Kentucky or any other jurisdiction).Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Kentucky, in each case located in the County of Jefferson, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country.  You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Arbitration
At Company’s sole discretion, it may require You to submit any disputes arising from these Terms of Use or use of the Website, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Kentucky law.

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. THE WEBSITE, THE CERTIFICATION PROCESS OR ANY MATERIALS RELATING TO THESE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver and Severability
No waiver by the Company of any term or condition set out 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 the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.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.

Equitable Remedies
You acknowledge that the rights granted and obligations made under these Terms of Use to the Company are of a unique and irreplaceable nature, the loss of which will irreparably harm the Company and which cannot be replaced by monetary damages alone.  Accordingly, the Company will be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) in the event of any breach or anticipatory breach by you.

Entire Agreement
The Terms of Use, our Privacy Policy,and terms relating to the certification process constitute the sole and entire agreement between you and Canopy Certified Inc. regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding the Website.

Your Comments and Concerns
This website is operated by Canopy Certified Inc., 1500 Lytle Street, Louisville, KY 40203.All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy [LINK TO COPYRIGHT POLICY] in the manner and by the means set out therein.All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to: certified@canopyky.org.