Terms of Use
Updated: Apr 29, 2021

  1. Welcome to Yodify!

    Introduction



    Thank you for using the Yodify platform and the products, services and features we make available to you as part of the platform (collectively, the “Service”).



    Our Service



    The Service allows you to discover, browse, purchase and sell products, provides a forum for people to connect, inform, and enlighten others across the globe, and acts as a distribution platform for manufacturers, distributors and advertisers large and small.



    Your Service Provider



    The entity providing the Service is Yodify Inc., a company operating under the laws British Columbia, located at 400, 725 Granville Street, Vancouver, BC V7Y 1G5  Canada (referred to as “Yodify”, “we”, “us”, or “our”). References to Yodify’s “Affiliates” in these terms means the other companies within the Yodify Inc. corporate group (now or in the future).



    Applicable Terms



    Your use of the Service is subject to these terms, the Yodify Community Guidelines which may be updated from time to time (together, this "Agreement"). Your Agreement with us will also include the Advertising on Yodify Policies if you provide advertising or sponsorships to the Service. Any other links or references provided in these terms are for informational use only and are not part of the Agreement.



    Please read this Agreement carefully and make sure you understand it. If you do not understand the Agreement, or do not accept any part of it, then you may not use the Service.
  2. Who may use the Service?

    Age Requirements



    You must be at least 13 years old to use the Service; however, children of all ages may use the Service (where available) if enabled by a parent or legal guardian.



    Permission by Parent or Guardian



    If you are under 18, you represent that you have your parent or guardian’s permission to use the Service. Please have them read this Agreement with you.

    If you are a parent or legal guardian of a user under the age of 18, by allowing your child to use the Service, you are subject to the terms of this Agreement and responsible for your child’s activity on the Service.



    Businesses



    If you are using the Service on behalf of a company or organization, you represent that you have authority to act on behalf of that entity, and that such entity accepts this Agreement.
  3. Your Use of the Service

    Content on the Service



    The content on the Service includes photos, text (such as comments and scripts), branding (including trade names, trademarks, service marks, or logos), interactive features, software, metrics, and other materials whether provided by you, Yodify or a third-party (collectively, "Content”).



    Content is the responsibility of the person or entity that provides it to the Service. Yodify is under no obligation to host or serve Content. If you see any Content you believe does not comply with this Agreement, including by violating the law, you can report it to us.



    Yodify Accounts



    You can use parts of the Service, such as browsing and searching for Content, without having a Yodify account. However, you do need a Yodify account to use some features. With a Yodify account, you may be able to like products, brands, create your own Yodify Store on the Yodify Marketplace, and more.



    Creating a Yodify Catalog or Store will give you access to additional features and functions, such as marketing your company and products.



    To protect your Yodify account, keep your password confidential. You should not reuse your Yodify account password on third-party applications.



    Your Information



    Our Privacy Policy explains how we treat your personal data and protect your privacy when you use the Service.



    We will process any content uploaded by you to the Service in accordance with the Yodify Data Processing Terms..



    Permissions and Restrictions



    You may access and use the Service as made available to you, as long as you comply with this Agreement and applicable law.



    The following restrictions apply to your use of the Service. You are not allowed to:



    1. access, reproduce, download, distribute, transmit, broadcast, display, sell, license, alter, modify or otherwise use any part of the Service or any Content except: (a) as expressly authorized by the Service; or (b) with prior written permission from Yodify and, if applicable, the respective rights holders;



    2. circumvent, disable, fraudulently engage with, or otherwise interfere with any part of the Service (or attempt to do any of these things), including security-related features or features that (a) prevent or restrict the copying or other use of Content or (b) limit the use of the Service or Content;



    3. access the Service using any automated means (such as robots, botnets or scrapers) except (a) in the case of public search engines, in accordance with Yodify’s robots.txt file; or (b) with Yodify’s prior written permission;



    4. collect or harvest any information that might identify a person (for example, usernames), unless permitted by that person or allowed under section (3) above;



    5. use the Service to distribute unsolicited promotional or commercial content or other unwanted or mass solicitations;



    6. cause or encourage any inaccurate measurements of genuine user engagement with the Service, including by paying people or providing them with incentives to increase a product’s or companies views, likes, or dislikes, or otherwise manipulate metrics in any manner;



    7. misuse any reporting, flagging, complaint, dispute, or appeals process, including by making groundless, vexatious, or frivolous submissions;



    8. run contests on or through the Service;



    9. use the Service to (a) sell any advertising, sponsorships, or promotions placed on, around, or within the Service or Content, other than those allowed in the Advertising on Yodify policies (such as compliant product placements);



    Reservation



    Using the Service does not give you ownership of or rights to any aspect of the Service, including user names or any other Content posted by others or Yodify.



    Changes to the Service



    Yodify is constantly changing and improving the Service. We may also need to alter or discontinue the Service, or any part of it, in order to make performance or security improvements, change functionality and features, make changes to comply with law, or prevent illegal activities on or abuse of our systems. These changes may affect all users, some users or even an individual user. Whenever reasonably possible, we will provide notice when we discontinue or make material changes to our Service that will have an adverse impact on the use of our Service. However, you understand and agree that there will be times when we make such changes without notice, such as where we feel we need to take action to improve the security and operability of our Service, prevent abuse, or comply with legal requirements.
  4. Your Content and Conduct

    Uploading Content



    If you have a Yodify catalog or store, you may be able to upload Content to the Service. You may use your Content to promote your business or enterprise. If you choose to upload Content, you must not submit to the Service any Content that does not comply with this Agreement (including the Yodify Community Guidelines) or the law. For example, the Content you submit must not include third-party intellectual property (such as copyrighted material) unless you have permission from that party or are otherwise legally entitled to do so. You are legally responsible for the Content you submit to the Service. We may use automated systems that analyze your Content to help detect infringement and abuse, such as spam, malware, and illegal content.



    Rights you Grant



    You retain ownership rights in your Content. However, we do require you to grant certain rights to Yodify and other users of the Service, as described below.



    License to Yodify



    By providing Content to the Service, you grant to Yodify a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use that Content (including to reproduce, distribute, prepare derivative works, display and perform it) in connection with the Service and Yodify’s (and its successors' and Affiliates') business, including for the purpose of promoting and redistributing part or all of the Service.



    License to Other Users



    You also grant each other user of the Service a worldwide, non-exclusive, royalty-free license to access your Content through the Service, and to use that Content, including to reproduce, distribute, prepare derivative works, and display it, only as enabled by a feature of the Service (such as inclusion in catalogs and stores). For clarity, this license does not grant any rights or permissions for a user to make use of your Content independent of the Service.



    Duration of License



    The licenses granted by you continue for a commercially reasonable period of time after you remove or delete your Content from the Service. You understand and agree, however, that Yodify may retain server copies of your Content that have been removed or deleted. 



    Removing Your Content



    You may remove your Content from the Service at any time. You also have the option to make a copy of your Content before removing it. You must remove your Content if you no longer have the rights required by these terms.



    Removal of Content by Yodify



    If we reasonably believe that any Content is in breach of this Agreement or may cause harm to Yodify, our users, or third parties, we may remove or take down that Content in our discretion. We will notify you with the reason for our action unless we reasonably believe that to do so: (a) would breach the law or the direction of a legal enforcement authority or would otherwise risk legal liability for Yodify or our Affiliates; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to any user, other third party, Yodify or our Affiliates.
  5. Mobile Devices and Mobile Applications

    If you use a mobile device to access pages of the Sites optimized for viewing via a mobile device, opt in to receive SMS (text messages) from the Service (as/when available) or using a mobile application, the following additional terms and conditions ("Mobile Terms") also apply to you. Your access to the Sites via your mobile device or use of a mobile application confirms your agreement to these Mobile Terms, as well as the rest of the Terms of Use.



    You agree that you are solely responsible for all message and data charges that apply to use of your mobile device to access the Sites or use of a mobile application. All such charges are billed by and payable to your mobile service provider. Please contact your participating mobile service provider for pricing plans, participation status and details. You understand that wireless through Wi-Fi or a participating mobile service provider may not be available in all areas at all times and may be affected by product, software, coverage or other service changes made by your mobile service provider or otherwise. Additional terms and conditions may apply to your use of a mobile application, based on the type of mobile device on which you install and use the mobile application.

  6. Our Trade Marks

    YODIFY® word mark, figurative mark, and the Yodify official font, YODIFY CUBE ICON, MAKE CONTACT® (word mark) and SATELLITE SITE™ (word mark) are our trade marks. 



    You are not permitted to use them without our written approval, unless they are part of material you are using as permitted under these terms and conditions.
  7. Account Suspension & Termination

    Terminations by You



    You may stop using the Service at any time.



    Terminations and Suspensions by Yodify for Cause



    Yodify may suspend or terminate your access, your Yodify account, or your Yodify account’s access to all or part of the Service if (a) you materially or repeatedly breach this Agreement; (b) we are required to do so to comply with a legal requirement or a court order; or (c) we believe there has been conduct that creates (or could create) liability or harm to any user, other third party, Yodify or our Affiliates.



    Terminations by Yodify for Service Changes



    Yodify may terminate your access, or your Yodify account’s access to all or part of the Service if Yodify believes, in its sole discretion, that provision of the Service to you is no longer commercially viable.



    Notice for Termination or Suspension



    We will notify you with the reason for termination or suspension by Yodify unless we reasonably believe that to do so: (a) would violate the law or the direction of a legal enforcement authority, or would otherwise risk legal liability for Yodify or our Affiliates; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to any user, other third party, Yodify or our Affiliates. Where Yodify is terminating your access for Service changes, where reasonably possible, you will be provided with sufficient time to export your Content from the Service.



    Effect of Account Suspension or Termination



    If your Yodify account is terminated or your Yodify account’s access to the Service is restricted, you may continue using certain aspects of the Service (such as viewing only) without an account, and this Agreement will continue to apply to such use. If you believe your Yodify account has been terminated in error, you can appeal.
  8. Disputes

    Any dispute, controversy or claim arising out of or relating to this Agreement, including the formation, interpretation, breach or termination thereof, including whether the claims asserted are arbitrable, will be referred to and finally determined by arbitration in accordance with the JAMS International Arbitration Rules. The tribunal will consist of a sole arbitrator. 



    The seat of arbitration and the place of arbitration shall be Vancouver, British Columbia, Canada. The language of the arbitration will be the English language. Judgment upon the award rendered by the arbitrator(s) may be entered by any court having jurisdiction thereof.



    Any award rendered in the arbitration is final and binding and judgment on the award may be entered in any court having jurisdiction for the enforcement of the award.



    The costs of arbitration, including fees, travel expenses and other expenses of the arbitrator and witnesses, the fees or charges by the centre and the reasonable legal fees and expenses, as determined by the arbitral tribunal, of the successful party, shall be borne by the unsuccessful party.



    The parties shall maintain the confidential nature of the arbitration proceeding and the award, including the privacy of the hearing, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by Law or judicial decision.



    Yodify may bring suit in any appropriate forum or court of competent jurisdiction to avoid irreparable harm or to preserve the status quo, or for any breach (or threatened breach) of infringement or misappropriation of our intellectual property rights, and you hereby irrevocably submit and attorn to the original and exclusive jurisdiction of that court in respect of all of those matters, all matters that are not properly subject to arbitration pursuant to these terms and conditions, and all permitted appeals arising from an arbitration pursuant to these terms and conditions.
  9. Sellers

    If you sell anything via the Service, you are selling directly to the Buyer and not to Yodify. You will enter into a direct contractual relationship with the Buyer. You will be directly responsible for fulfilling all obligations to the Buyer, such as delivery, managing Product returns and satisfying Product warranties. Please read the Marketplace Agreement carefully before selling on the Service. You are responsible for presenting your own Seller Conditions to Buyers subject to the Marketplace Agreement and the Selling on Yodify Notice.
  10. Buyers

    If you buy anything via the Service, your contract for the purchase of any Products is not with Yodify, it is the Seller who you contract with.




    1. If you choose to purchase a Product, you will be entering into a direct contract with the Seller for the supply of the Product, and/or for the provision of the service and you will be responsible for paying the Seller in accordance with the terms of the Marketplace Agreement and the Seller’s own Seller Conditions (as defined in the Marketplace Agreement). The Seller may pay Yodify a commission as a result of your purchase.
    2. We will not have a contractual relationship with you for the purchase of any Products provided by any Seller, and our relationship with you in relation to these Products is simply to operate this marketplace through which you make your transaction with the Seller.
  11. About this Agreement

    Changes to this Agreement



    We may change these terms of use from time to time. We will post any terms of use changes on this page and, if the changes are significant, we will provide a more prominent notice by adding a notice on the Services homepages, login screens, or by sending you an email notification. .  We encourage you to review our terms of use whenever you use the Services to stay informed about our information practices.



    If you disagree with any changes to this terms of use, you will need to stop using the Services and deactivate your account(s), as outlined above.



    Continuation of this Agreement



    If your use of the Service ends, the following terms of this Agreement will continue to apply to you: “Other Legal Terms”, “About This Agreement”, and the licenses granted by you will continue as described under “Duration of License”.



    Severance



    If it turns out that a particular term of this Agreement is not enforceable for any reason, this will not affect any other terms.



    No Waiver



    If you fail to comply with this Agreement and we do not take immediate action, this does not mean that we are giving up any rights that we may have (such as the right to take action in the future).



    Interpretation



    In these terms, “include” or “including” means “including but not limited to,” and any examples we give are for illustrative purposes.



    Governing Law



    All claims arising out of or relating to these terms or the Service will be governed by Alberta law and will be litigated exclusively in the courts of Calgary, Alberta Canada. You and Yodify consent to personal jurisdiction in those courts.
  12. How You may Use Material on Our Site

    We are the owner or the licensee of all intellectual property rights in our Site. Those works are protected by copyright laws around the world. All rights not expressly granted to you in these terms and conditions are reserved and retained by Yodify or its licensors, suppliers, publishers, rights holders, or other content providers. Use of any such property, except as expressly authorized, will constitute a violation of the rights of the property owner and may be a violation of provincial, federal or other Laws and could subject the violator to legal action.



    You may print off one copy, and may download extracts, of any page(s) from our Site for your personal use and you may draw the attention of others to content posted on our Site.



    You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.



    You must not use any part of the content on our Site for commercial purposes without obtaining a licence to do so from us or our licensors.



    If you print off, copy or download any part of our Site in breach of these terms and conditions, your right to use our Site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.