Terms of Use

1. Acceptance of Terms

Welcome to the VGM Partners Ltd. website ("Website"). By accessing or using this Website, you agree to be bound by these Terms of Use ("Terms"). If you do not agree to these Terms, please do not use this Website.

VGM Partners reserves the right to modify these Terms at any time without prior notice. Your continued use of the Website following any changes constitutes your acceptance of the new Terms.

2. Use of Website

2.1 Permitted Use

You may use this Website for lawful purposes only and in accordance with these Terms. You agree not to:

• Use the Website in any way that violates any applicable federal, state, local, or international law or regulation
• Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Website
• Transmit any material that contains viruses, trojans, or other harmful code
• Attempt to gain unauthorized access to the Website, server, or network
• Interfere with or disrupt the Website or servers
• Use any robot, spider, or automated device to monitor or copy the Website

2.2 Account Responsibility

If you create an account on our Website, you are responsible for maintaining the confidentiality of your account information and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use.

3. Intellectual Property Rights

3.1 Website Content

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 VGM Partners, its licensors, or other providers of such material and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

3.2 Trademarks

The VGM Partners name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of VGM Partners or its affiliates. You must not use such marks without the prior written permission of VGM Partners.

3.3 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Website for personal, non-commercial purposes. This license does not include any right to: (a) resell or commercial use of the Website or its contents; (b) collection and use of any product listings, descriptions, or prices; (c) derivative use of the Website or its contents; or (d) downloading or copying of account information for the benefit of another merchant.

4. User Submissions

If you submit any content, feedback, or materials to us through the Website, you grant VGM Partners a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, publish, and distribute such content in any media.

You represent and warrant that you own or control all rights to the content you submit and that such content does not violate these Terms or any applicable law.

5. Third-Party Links

The Website may contain links to third-party websites or resources. These links are provided for your convenience only. VGM Partners has no control over the content of those sites or resources and accepts no responsibility for them or for any loss or damage that may arise from your use of them.

Your use of third-party websites is at your own risk and subject to the terms and conditions of those websites.

6. Disclaimer of Warranties

THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. VGM PARTNERS DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties regarding the accuracy, reliability, or completeness of content
• Warranties that the Website will be uninterrupted, secure, or error-free
• Warranties that defects will be corrected

The information on the Website is for general informational purposes only and should not be relied upon as professional advice.

7. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, VGM PARTNERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your access to or use of or inability to access or use the Website
• Any conduct or content of any third party on the Website
• Any content obtained from the Website
• Unauthorized access, use, or alteration of your transmissions or content

8. Indemnification

You agree to defend, indemnify, and hold harmless VGM Partners and its officers, directors, employees, and agents 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 or your use of the Website.

9. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada, without regard to its conflict of law provisions. You agree to submit to the exclusive jurisdiction of the courts located in Toronto, Ontario for the resolution of any disputes.

10. Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

11. Entire Agreement

These Terms constitute the entire agreement between you and VGM Partners regarding the use of the Website and supersede all prior agreements and understandings.

12. Contact Information

If you have any questions about these Terms, please contact us at: