Terms & Conditions

Contact

Innovative Trailer Design Inc. and its subsidiaries (the
“Company”, “ITD” or “we”) provides a website that allows you to learn more
about ITD and its products (the “Website”). The terms “we”, “us”, and “our”
used in the Terms refer to the Company. The term “you” and “your” refer to
users of the Website. The Website is available online here: www.itdtrailers.com.
The following terms and conditions of use, together with any documents and/or
additional terms they expressly incorporated by reference (collectively the
“Terms”), govern your access to and use, including any content, functionality
offered on or through the Website.

 

BY ACCESSING OR USING THE WEBSITE, YOU ACCEPT AND AGREE,
WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND AND COMPLY WITH THE TERMS. ALL
APPLICABLE LAWS TO THE WEBSITE AND OUR PRIVACY NOTICE, INCORPORATED HEREIN BY
REFERENCE. IF YOU DO NOT AGREE WITH ANY OF THE TERMS, YOU MUST NOT ACCESS OR
USE THE WEBSITE.

We reserve the right in our sole discretion to revise and
update these Terms from time to time. Any and all such modifications are
effective immediately upon posting and apply to all access to and continued use
of the Website. You agree to periodically review the Terms in order to be aware
of any such modifications and your continued use shall be your acceptance of
these.

 

Without it being a requirement or an obligation, ITD
reserves the right to provide you with a prior notice (either through an email
or a notification when accessing the Website) that the Terms have changed.

The security of your personal information is very important
to us. We use physical, electronic, and administrative measures designed to
secure your personal information from accidental loss and from unauthorized
access, use, alteration, and disclosure.

Users are required to ensure that all persons who access the
Website through a user's Internet connection are aware of these Terms and
comply with them. The Website, including content or areas of the Website, may
require user registration. It is a condition of your use of the Website that
all the information you provide on the Website is correct, current, and
complete.

 

The transmission of information via the Internet is not
completely secure. Although we do our best to protect your personal
information, we cannot guarantee the security of your personal information
transmitted to our Website. Any transmission of personal information is at your
own risk. We are not responsible for circumvention of any privacy settings or
security measures contained on the Website.

 

Your provision of registration information and any
submissions you make to the Website through any interactive functions
constitutes your consent to all actions we take with respect to such
information consistent with our Privacy Notice.

 

Any username, password, or any other piece of information
chosen by you, or provided to you as part of our security procedures, must be
treated as confidential, and you must not disclose it to any other person or
entity. You must exercise 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. You understand and agree that should you be
provided an account, your account is personal to you and you agree not to
provide any other person with access to this Website or portions of it using
your username, password, or other security information. You agree to notify us
immediately of any unauthorized access to or use of your username or password
or any other breach of security. You also agree to ensure that you logout from
your account at the end of each session. You are responsible for any password
misuse or any unauthorized access.

 

We reserve the right at any time and from time to time, to
disable, suspend or terminate your account, any username, password, or other
identifier, whether chosen by you or provided by us, in our sole discretion for
any or no reason, including any violation of any provision of these Terms.

 

As a condition of your use of the Website, you hereby
represent and warrant to the Company that you:

 

will only use the Website for lawful purposes in accordance
with the Terms;

 

will not discriminate against or harass anyone on the basis
of race, national origin, religion, gender, gender identity, physical or mental
disability, medical condition, marital status, age or sexual orientation, or
otherwise engage in any violent, harmful, abusive or disruptive behavior in
connection with your use of the Website;

 

have the necessary authority to enter into these Terms and
be bound by the Terms;

 

agree to honor our intellectual property rights;

 

agree to provide us with accurate, current and complete
information as necessary for the proper use of the Website and to take
responsibility for the information you provide;

 

acknowledge that we may be unable to process and shall have
no responsibility to process requests the accuracy of which we cannot validate;

 

agree not to create a link (other than personal “bookmark”
or “favorites” entry) to the Website without first obtaining our written
permission;

 

will not access, tamper with, or use non-public areas of the
Website, ITD’s computer systems, or the technical delivery systems of ITD’s
providers;

 

will not attempt to probe, scan or test the vulnerability of
any ITD system or network or breach any security or authentication measures;

 

will not bypass, remove, deactivate, impair, descramble or
otherwise circumvent any technological measure implemented by ITD or any of
providers or any other third party (including another user) to protect the
Website;

 

will not 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;

 

will not illicitly reproduce TCP/IP packet header;

 

will not create extensions of, products related to, or that
interoperate with, the Website, except to the extent that such restriction is
expressly prohibited by law without possibility of contractual waiver;

 

will refrain from using profane, vulgar, inflammatory,
libelous, or similarly discourteous language in any e-mail or form entry
created through the Website;

 

will not interfere or attempt to interfere with the
operation of the Website in any way through any means or device including, but
not limited to, spamming, hacking, uploading computer viruses, Trojan horses,
worms, logic bombs, time bombs or other material that is malicious or
technologically harmful, attacking the Website via a denial-of-service attack,
distributed denial-of-service attack, flooding, mailbombing or crashing, or
other means expressly prohibited by any provision of the Terms;

 

will not interfere with the owner’s ability to monitor the
Website; and

 

will not interfere with anyone’s ability to use or enjoy the
Website, or aid or encourage any activity prohibited by these Terms.

 

Protecting your privacy is important to us. By submitting
your personal information and using our Website, you consent to the collection,
use, reproduction, hosting, transmission, and disclosure of any such user
content submissions in compliance with our Privacy Notice, as we deem necessary
for use of the Website and provision of services.

You undertake to update the information you have provided on
the Website in the event of any changes. Specifically with respect to your
contact information, the Company may deliver notices to you at the most recent
email, telephone, or address provided by you, and those notices will be
considered valid even if you no longer maintain the email account, telephone
number, or receive mail at that address unless you provide updated contact
information to us. You are and will be solely responsible for all of the
activity that occurs through your account, except to the extent caused solely
by the gross negligence or willful misconduct of ITD.

You hereby consent to the exchange of information and
documents between you and the Company, over the Internet or by e-mail, and you
agree that the Terms, together with any other applicable documents in
electronic form, shall be the equivalent of an original written paper
agreement. You further agree that all agreements, notices, disclosures and
other communications that we may provide to you electronically satisfy any
legal requirement that such communications be in writing.

THE WEBSITE AND ITS CONTENT IS PROVIDED FOR GENERAL
INFORMATION PURPOSES ONLY. THE COMPANY MAKES NO REPRESENTATION OR WARRANTY
REGARDING THE FUNCTIONALITY, THE GOOD WORKING ORDER OR CONDITION OF THE
WEBSITE, ITS SUITABILITY FOR USE, OR THAT ITS USE, OR ANY INFORMATION OR
MATERIAL, INCLUDING ANY DOWNLOADABLE SOFTWARE, ACCESSED FROM OR THROUGH THE
WEBSITE WILL BE ACCURATE, COMPLETE, UP TO DATE, UNINTERRUPTED, VIRUS-FREE OR
ERROR-FREE. THE COMPANY DOES NOT REPRESENT, WARRANT OR UNDERTAKE THAT ANY
ERRORS ON OR RELATING TO THE WEBSITE WILL BE CORRECTED, OR THAT ANY SERVER FROM
WHICH THE WEBSITE IS OPERATED IS OR WILL BE FREE FROM VIRUSES OR OTHER HARMFUL
COMPONENTS.

 

THE WEBSITE AND ITS CONTENTS ARE NOT TO BE CONSTRUED AS AN OFFER
TO SELL ANY PRODUCT OR SERVICE.

 

IF YOU CHOOSE TO USE THE WEBSITE, YOU DO SO VOLUNTARILY AT
YOUR OWN RISK. EXCEPT AS EXPRESSLY PROVIDED FOR IN THE TERMS, THE WEBSITE AND
ALL MATERIALS AND INFORMATION PROVIDED THROUGH OR ON THE WEBSITE ARE PROVIDED
TO YOU ON AN “AS IS” BASIS AND “AS AVAILABLE” BASIS AND THE COMPANY DOES NOT
MAKE OR GIVE ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, WHETHER
EXPRESS OR IMPLIED, WRITTEN OR ORAL, STATUTORY OR OTHERWISE, INCLUDING WITHOUT
LIMITATION (i) WARRANTIES AS TO UNINTERRUPTED, VIRUS-FREE OR ERROR-FREE
TRANSACTIONS, PRIVACY, OR SECURITY; (ii) ACCURACY, ADEQUACY, UP TO DATE OR
COMPLETENESS OF THE WEBSITE AND THE CONTENT THEREOF, THE INFORMATION, MATERIALS
AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE
WEBSITE, ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES; OR (iii)
MERCHANTABILITY, QUALITY, TITLE, DURABILITY, SUITABILITY, NON-INFRINGEMENT OR
FITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING OUT OF A COURSE OF DEALING
OR USAGE OF TRADE. THESE EXCLUSIONS ARE IN ADDITION TO ANY SPECIFIC EXCLUSION
OTHERWISE PROVIDED IN THE TERMS.

 

WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA
AVAILABLE FOR DOWNLOADING FROM THE WEBSITE WILL BE FREE OF VIRUSES OR OTHER
DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE
WEBSITE AND YOUR COMPUTER, INTERNET, AND DATA SECURITY. TO THE FULLEST EXTENT
PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY
DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OVERLOADING,
FLOODING, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS, LOGIC BOMBS,
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 FOUND OR ATTAINED THROUGH THE
WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE
LINKED TO IT.

 

BECAUSE CERTAIN FEDERAL OR PROVINCIAL LAWS DO NOT PERMIT THE
EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

 

THIS SECTION SHALL SURVIVE THE TERMINATION OR EXPIRY OF
THESE TERMS.

To the maximum extent permitted by applicable law, by using
the Website you hereby agree to indemnify, defend and hold harmless the Company
from and against any and all losses, damages, liabilities, judgment, awards,
and claims and all fees, costs, expenses, of any kind related thereto
(including, without limitation, reasonable attorneys’ fees) (collectively, a
“Claim”) incurred by the Company in connection with any Claim arising out of,
based upon or resulting from your breach of these Terms or your use of the
Website, including without limitation: your negligence, willful misconduct, and
violation of applicable law, your User Submissions (as defined below),
third-party sites, and any use of the Website’s Materials, content, services,
and products other than as expressly authorized in these Terms, including in
each instance, any intellectual property infringement in connection therewith.
The Company reserves the right, at its own expense, to assume the exclusive
defense and control of any matter otherwise subject to indemnification by you
and you shall not, in any event, settle any matter without the written consent
of the Company.

 

FOR THE PURPOSES OF THIS SECTION, “COMPANY” SHALL INCLUDE
THE COMPANY’S PARENTS, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE
DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, MANDATARIES, CONTRACTORS,
LICENSORS, LICENSEES, SUCCESSORS, ASSIGNS AND THIRD-PARTY SUPPLIERS.

 

Likewise, the Company agrees to indemnify, defend and hold
you harmless from and against any and all losses, damages, liabilities, and
claims and all fees, costs, expenses of any kind related thereto (including,
without limitation, reasonable attorneys’ fees) incurred by you in connection
with any claim arising out of, based upon or resulting from the gross
negligence or willful misconduct of the Company. THIS SECTION SHALL SURVIVE THE TERMINATION OR EXPIRY OF
THESE TERMS.

You understand and agree that the Website and its entire
contents, features, and functionality, including but not limited to, all
information, texts, displays, design, presentations, selection, images,
illustrations, articles, photographs, software, code, audio video, and
arrangement (collectively the “Material”) are owned by the Company, its
licensors, or other providers of such Material and are protected in all forms
by intellectual property laws including without limitation, copyright,
trademark, patent, trade secrets, and any other proprietary rights.

 

For the avoidance of any doubts, the Material on the Website
is or may be protected by the copyright law and by virtue of the applicable
international conventions and treaties. If applicable, the Company is the owner
of all the copyrights with regard to the Website and, consequently, the
Material on the Website may not be copied, reproduced, republished, downloaded,
posted, transmitted, distributed or modified, in whole or in part in any form
whatsoever, including but not limited to text, audio or video, without the
prior written consent of the Company. The Company name, trademarks, and all
related names, logos, product and service names, designs, images, and slogans
(collectively, the “Marks”) displayed on the Website are registered or
unregistered Marks of the Company or its affiliates or licensors, or others,
and are the property of their respective owners, and may not be used without
written permission of the owner of such Marks. Nothing on the Website is to be
interpreted as conferring a right to use the Marks or the material protected by
the Trademark Act (Canada) and the Copyright Act (Canada) or equivalent
legislations and use of any such property, except as expressly authorized,
shall constitute an infringement or violation of the rights of the property
owner and may be a violation of federal or other laws and could be subject to
infringer to legal action.

 

You shall not directly or indirectly reproduce, compile for
an internal database, distribute, modify, create derivative works of, publicly
display, publicly perform, republish, download, store, or transmit any of the
material on our Website, in any form or medium whatsoever. Notwithstanding the
foregoing, the Company authorizes you to make one electronic or paper copy of
the information posted on any page of the Website provided that the copy is
used solely for non-commercial, personal business purposes and, in each and
every case, provided that any such copy remains protected by all copyright,
trademarks, service markings and other proprietary notices and legends
contained on any such page of the Website.

 

This license does not include any resale of the Website, the
Material, the Marks or any of its contents whatsoever; any collection of
product listings, descriptions or prices; any other derivative use of the
Website or its contents; any downloading or copying of information for the
benefit of any merchant; or any use of data mining, robots, or similar data
gathering and extraction tools. You may not frame or utilize framing techniques
to enclose any page on the Website or any Marks or other proprietary
information (including images, text, page layout, or form) of the Company
without express written consent of the Company. You may not use any meta tags
or any other “hidden text” utilizing the Company’s Marks without the express
written consent of the Company. Any unauthorized use of the Website and/or its
contents terminates the permission or license granted by the Company.

 

If you print off, copy or download any part of our Website
in breach of these Terms, 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. You have no right, title, or interest in or to the Website or to any
Material and content on the Website, and all rights not expressly granted are
reserved by the Company. Except as otherwise may be expressly provided herein,
nothing contained in the Terms shall be construed as conferring by implication,
estoppel or otherwise any license or right under any present and future
copyright, patent, trademark or other intellectual property right of the
Company or any other person or entity.

 

Notwithstanding the foregoing, the Company does not
represent or warrant that such Material does not infringe the rights of any
other person or entity and any use of the Website not expressly permitted by
these Terms is a breach of these Terms and may infringe or violate copyright,
trademark, and other intellectual property or other proprietary laws.

USER SUBMISSIONS AND MARKS

As a condition of your access and use, you agree that you
may use the Website only for lawful purposes and in accordance with these
Terms. The Company is not responsible for the accuracy or completeness of any
text, image, video, audio, or any information, content, Marks or other
materials you may introduce into, submit, publish, display, transmit or post
(collectively, “submit”) through the Website, to other users or any other
person or Company websites (collectively, “User Submissions”) and any interactive
functions. Any User Submissions must comply with all applicable federal,
provincial, local and international laws, regulations, and terms of services.
You acknowledge and agree that your User Submissions do not necessarily reflect
the views, ideas or opinions of the Company or any of its divisions,
affiliates, subsidiaries, directors, officers, shareholders, employees, agents,
contractors and suppliers and that we disclaim any and all responsibility for
any of your User Submissions.

 

Any User Submissions provided by you remain your property.
However, by posting messages, uploading files, inputting data or engaging in
any other form of communication to or within the Website, you hereby grant the
Company, our affiliates and service providers, and each of their and our
respective licensees, successors, and assigns a perpetual, worldwide,
irrevocable, non-exclusive, royalty-free license to use, copy, license,
sublicense, adapt, distribute, display, publicly perform, reproduce, transmit
modify, edit and otherwise exploit and disclose to third parties any such
material, content of your communications and any ideas or original materials
contained therein, including any of your User Submissions for any purpose and
according to your account settings and/or incorporate such material into any
form, technology and/or in all media now known or hereafter developed by the
Company throughout the world without compensation to you and: (a) to the extent
necessary to provide and enhance the Website; and (b) to create aggregated and
anonymized market research statistics and insights in respect of the persons
that use the Website. You hereby waive all rights you may have to inspect
and/or approve of any use by the Company of any material or ideas submitted by
you or the right to receive any compensation for such use. You waive all rights
to any claim against the Company for any alleged or actual infringements of any
proprietary rights, rights of privacy and publicity, moral rights, and rights
of attribution in connection and conformance with any of the foregoing. The
Company may not use any of your trade names, trademarks, slogans, designs or
logos without your prior consent, it being understood that any decision made by
you to upload or use your trade names, trademarks, slogans, designs or logos on
the Website shall be deemed made with your consent. You agree and understand
that the Company is under no obligation to use any material or ideas submitted
by you in any way whatsoever.

 

You hereby acknowledge and agree that any or all information
and User Submissions provided by you through your use of the Website may be
included in a database owned by the Company, our affiliates and service
providers, and each of their and our respective licensees, successors, and
assigns in which we have rights and interests, including but not limited to,
the compilation copyright, and we reserve the right to use any information or
materials you provide to us or that we obtain through your use of the Website
to the fullest extent permitted by law and these Terms. You therefore consent
to the Company using any such information or material provided, in whole or in
part by any means whatsoever, including reproducing, retransmitting or
publishing this information or material or ideas, concepts or other information
contained therein in an aggregated and anonymized form for the commercial
purposes of the Company, in accordance with the Terms. Without limitation of
the foregoing, you understand and agree that you, but not the Company nor the
Company's parent, subsidiaries, affiliates nor their respective directors,
officers, employees, agents, service providers, contractors, licensors,
suppliers or successors, are fully responsible for any User Submissions you
submit or contribute, and you are fully responsible and legally liable,
including to any third party, for such content and its accuracy. We are not
responsible or legally liable to any third party for the content or accuracy of
any User Submissions submitted by you or any other user of the Website.

You are solely responsible for all your User Submissions.
You represent and warrant that you have (and will have) all the necessary
rights to submit the User Submissions and have the right to grant the license
hereof in your User Submissions under these Terms to us, our affiliates and
service providers, and each of their and our respective licensees, successors,
and assigns to the User Submissions. You represent and warrant that neither
your User Submissions, nor your use and provision of your User Submissions to be
made available through the Website, nor any use of your User Submissions by the
Company on or through the Website will: (i) in any manner, violate any
applicable federal, provincial, local, or international law or regulation
including, without limitation, any laws regarding the export of data or
software, patent, trademark, trade secrets, copyright, or other intellectual
property, 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 and our Privacy Notice; (ii) in any manner, violate
the terms of use of any third-party website that is linked to the Website,
including but not limited to, any third-party social media website; (iii)
include or contain any material that is exploitive, obscene, harmful,
threatening, abusive, harassing, hateful, defamatory, sexually explicit or
pornographic, violent, inflammatory, or discriminatory based on race, sex,
religion, nationality, disability, sexual orientation, or age or other such
legally prohibited ground or be otherwise objectionable, such determination to
be made in the Company's sole discretion; (iv) involve stalking, attempting to
exploit or harm any individual (including minors) in any way by exposing them
to inappropriate content or otherwise or ask for personal information as
prohibited under applicable laws, regulations, or code; (v) involve, provide,
or contribute any false, inaccurate, or misleading information; (vi)
impersonate or attempt to impersonate the Company, a Company’s 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);
(vii) transmit, or procure the sending of, any advertisements or promotions,
without our prior written consent, sales, or encourage any other commercial
activities, including, without limitation, any "spam", "junk
mail", "chain letter", contests, sweepstakes and other sales
promotions, barter, or advertising or any other similar solicitation; (viii)
encourage 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; (ix) cause annoyance,
inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm
any other person; (x) promote any illegal activity, or advocate, promote, or
assist any unlawful act; or (xi) give the impression that they originate from
or are endorsed by us or any other person or entity, if this is not the case.

 

You can remove your User Submissions by specifically
deleting it. You should know that in certain instances, some of your User
Submissions may not be completely removed and copies of your User Submissions
may continue to exist on the Website. To the maximum extent permitted by law,
we are not responsible or liable for the removal or deletion of (or the failure
to remove or delete) any of your User Submissions.

FEEDBACK AND CONFIDENTIALITY

Other than your information needed to access certain
features of the Website, the Company does not wish to receive Material from you
that is confidential, secret or proprietary information.

 

Feedback:

 

We appreciate feedback, comments, ideas, proposals and
suggestions for improvements to the Website (“Feedback”). If you choose to
submit Feedback, you agree that we are free to use it without any restriction
or compensation to you provided however, that Company shall not, without your
prior approval, use the Feedback to the extent a third party reviewing the
Feedback could identify you or your customers.

 

Furthermore, you acknowledge that unprotected e-mail
communications and other transmissions over the Internet are not confidential
and may be subject to possible interception, alteration or loss. You
acknowledge and agree that by submitting any such communications to the
Company, no confidential, fiduciary, contractually implied or other relationship
is created between you and the Company other than pursuant to the Terms. The
Company shall not be responsible for the payment of any monies to any other
party in connection with the Company’s use of any information or material
provided by you to the Company or the Website. You also represent and warrant
that any and all such information or Material which you provide to the Company,
whether provided by you electronically by accessing or using the Website or
otherwise, and the Company’s use of this information and Material so provided
as permitted in the Terms, does not infringe the rights of any other person or
entity.

 

Confidentiality:

 

In the course of performance of these Terms, the parties may
exchange confidential information (“Confidential Information”). The term
Confidential Information shall include (a) customer data, other than on an
aggregated basis; (b) personal information; and (c) any other information which
by its nature or the circumstances surrounding its disclosure would reasonably
be considered confidential.

 

The receiving party shall exercise the same degree of care
to prevent unauthorized use or disclosure of Confidential Information to others
as it takes to preserve and safeguard its own Confidential Information, but in
any event, no less than a reasonable degree of care. The receiving party shall
use the Confidential Information of the disclosing party only for the purpose
of enabling each of the parties to perform its business relationship with the
other as described in these Terms. The receiving party shall not directly or
indirectly disclose such Confidential Information to any person or company
without the prior written approval of the disclosing party; provided however,
that the receiving party may disclose the Confidential Information to its (i)
employees who have a need to know such Confidential Information in connection
with these Terms, namely in order to administer the Website; or (ii) agents,
mandataries, contractors or suppliers who have executed a nondisclosure agreement
affording at least the same confidentiality obligations as described herein.

 

The restrictions on the receiving party’s use and disclosure
of Confidential Information shall not apply to any Confidential Information
which the receiving party can demonstrate: (i) is wholly and independently
developed by the receiving party without the use of Confidential Information of
the disclosing party; (ii) is or has become generally available to the public
without breach of these Terms by the receiving party; (iii) at the time of
disclosure, was known to the receiving party and free of restriction; or (iv)
is approved for release by written authorization of the disclosing party.

 

Disclosure of Confidential Information in response to a
valid order of a court or other governmental agency shall not be a breach of
this Section, if the disclosure is limited to the extent of and for the
purposes of such order; provided, however, that the receiving party shall first
notify the disclosing party in writing of the order and permit the disclosing
party to seek a protective order, unless such notification is otherwise
prohibited by law.

 

Subject to any information provided by user to Company which
has been aggregated, cumulated or integrated into unidentifiable proprietary
Company data and statistics, any and all Confidential Information disclosed
shall remain the property of the disclosing party. Within ten (10) days
following the receipt of a written notice by the disclosing party, the
receiving party shall, at the disclosing party's option, delete and certify
that it has deleted, all copies in its possession or control of any and all
documents, computer files and other materials that contain any segregated and
identifiable Confidential Information of the disclosing party. However, if
Company is required by law to retain the Confidential Information or if the
Confidential Information is stored in a manner such that it cannot readily be
returned or destroyed without affecting other data, then Company shall continue
to protect such Confidential Information in accordance with these Terms and
limit any use to the purpose of such retention.

MONITORING

The Company may (and have no obligation, nor any
responsibility to any party) monitor the access to or the use of the Website
(and any other of its websites) and other activities in relation to the Website
and may intervene in this regard. However, the Company makes no representation
and gives no warranty to that effect, and we have no liability for any action
or inaction regarding transmissions, communications, or content provided by any
user or third party, subject to applicable laws.

 

YOU CONSENT TO SUCH SURVEILLANCE AND INTERVENTION, IF THE
COMPANY EVER DECIDES TO DO IT, AND YOU WAIVE AND HOLD HARMLESS THE COMPANY AND
ITS PARENTS, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE DIRECTORS,
OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS,
LICENSEES, SUPPLIERS, AND SUCCESSORS FROM ANY CLAIMS RESULTING FROM ANY ACTION
TAKEN BY THE COMPANY AND ANY OF THE FOREGOING PARTIES RELATING TO ANY
INVESTIGATIONS, MONITORING OR SURVEILLANCE BY EITHER THE COMPANY OR SUCH
PARTIES OF BY LAW ENFORCEMENT AUTHORITIES.

THIRD-PARTY WEBSITES

Links and references to other websites are provided to you
as a convenience only. The Company has not reviewed and does not expressly or
implicitly endorse other websites or any information or material, or the accessibility
thereof, via such links, and does not assume any responsibility for any such
other websites, information or material posted thereon, or products or services
offered thereon. With regards to the foregoing, we make no representations
about any other websites that may be accessed from this Website. If you choose
to access any such sites, you do so at your own risk. We have no control over
the contents of any such third-party sites and accept no responsibility for
such sites or for any loss or damage that may arise from your use of them. You
are subject to any terms and conditions or privacy policies of such third-party
sites.

 

You may not create links from other websites to the Website,
except if expressly permitted by the Company, and our Website must not be
framed on any other site. We reserve the right to withdraw linking permission
without notice. The website in which you are linking must comply in all
respects with these Terms and User Submissions. You agree to cooperate with us
in causing any unauthorized framing or linking to immediately stop.

 

MODIFICATION OF THE WEBSITE; RESERVATION OF RIGHTS

The Company may, for any reason in its sole discretion and
without notice to you, terminate, change, suspend or discontinue the Website or
any aspect thereof, including but not limited to any content, features or hours
of availability and Company will not be liable to you or any third party for
doing so. The Company may also impose rules for and limits on use of the
Website or restrict your access to part, or all, of the Website without notice
or liability. All rights not expressly granted in the Terms are reserved to the
Company. Any such modifications are effective immediately upon posting and
apply to all access to and continued use of the Website and the Company will
not be liable if, for any reason, all or any part of the Website is restricted
to users or unavailable at any time or for any period.

 

ENUREMENT

The Terms shall inure to the benefit of and be binding upon
each of the parties hereto and their respective successors and permitted
assigns.

 

GOVERNING LAW AND DISPUTE RESOLUTION

The Website is controlled and operated by the Company from Toronto,
Ontario, Canada. The Terms, the Website and any use of the Website shall be governed
by the laws of the Province of Ontario and the laws of Canada applicable
therein without reference to principles of conflict of laws and notwithstanding
your domicile, residence, or physical location. You waive, acknowledge and
agree that any dispute that may arise between you and the Company in respect of
the Terms and the transactions contemplated herein shall be resolved by the
provincial and federal courts and tribunals sitting in the Province of Ontario
and you hereby irrevocably submit and attorn to the personal and exclusive
jurisdiction and venue of these courts.

 

SEVERABILITY

If any term or provision of these Terms shall be deemed
invalid, void, or for any reason unenforceable in any jurisdiction, such
invalidity, illegality, or unenforceability shall not affect any other term or
provision of these Terms or invalidate or render unenforceable such term or
provision in any other jurisdiction.

 

JURISDICTION

The Company makes no representation that materials,
information or the Website are appropriate or available for use in other
locations or jurisdictions other than Canada and the United States. Those who
choose to access the Website from other locations or jurisdictions do so on
their own initiative and are responsible for compliance with local laws, if and
to the extent local laws are applicable. The foregoing choice of jurisdiction
shall not prevent the Company from seeking injunctive relief regarding
infringement of intellectual property rights, enforcement or recognition of any
award or order in any appropriate jurisdiction. You and the Company expressly
waive the applicability of the terms of the United Nations Convention on
Contracts for the International Sale of Goods (the "Convention") and
any legislation implementing that Convention shall not apply to these Terms or
any dispute arising therefrom.

 

NO WAIVER

The failure of either party to enforce any provisions of the
Terms or to respond to a breach or default by the other party or any third
party of the Terms shall not in any way waive that party’s right to
subsequently enforce any of the Terms contained herein or to act with respect
to similar breaches or defaults.

 

EXPORT-CONTROL LAWS

Certain software or other Material that you may download
from the Website shall be subject to export control laws and regulations of
Canada and the United States, including all applicable laws, regulations, and
rules that prohibit or restrict the export or re-export of software, or
Material (data, materials, or information introduced through the Website),
outside the United States. You agree that you will complete all undertakings
required by such foregoing export laws, regulations, and rules, including obtaining
any necessary export license or other governmental approval and to comply at
all times with all such laws and regulations. You hereby agree to indemnify,
defend and hold the Company harmless against all claims, damages or liability
resulting from your breach of the foregoing.

ENTIRE AGREEMENT

The Terms, together with all other agreements, policies,
terms or conditions incorporated or referred to herein constitute the entire
agreement between you and the Company with respect to the use of the Website
and any transaction conducted on or from the Website and its contents, and
supersede any prior and contemporaneous understandings, representations and
warranties or agreements (whether electronic, oral or written) regarding the
subject matter hereof, and may not be amended or modified, except in writing or
by the Company making such amendments or modifications available to it pursuant
to the Terms hereof.

 

NO ASSIGNMENT

You may not assign your rights or obligations herein without
the express written consent of the Company.

 

TERMINATION

The Company reserves the right, at its sole discretion, to
terminate or suspend your access to all or any part of the Website, with or
without notice, for any or no reason, including, without limitation, any violation
of these Terms. You agree to cease use of the Website, software, and any other
Materials provided in connection with the Website, and to return all
intellectual property and any confidential information back to Company, upon
termination or suspension of access to the Website.

 

HEADINGS

The headings used herein are inserted for convenience of
reference only and do not affect the construction or interpretation of the
Terms herein.

 

REPORTING AND CONTACT

This Website is operated by Innovative Trailer Design Industries
Inc, an Ontario registered corporation. Should you become aware of misuse of
the Website or if you have any questions, feedback, comments, requests for
technical support, and other communications relating to the Website or the
Terms, please contact us using the following information:

 

BY E-MAIL

 

sales@itdindustries.com