Terms & Condition

Our business name is iCent Inc. (hereafter “iCent” or “Company”). We are federally incorporated in Canada, with our company headquarters located within the Province of Ontario.

The following Terms and Conditions of Use Agreement (hereafter “Terms”) governs your use of our website (hereafter “website”), our mobile software application(s), and other services we offer our clients (hereafter “You” or “Client”) and their customers.

It is important that you read these Terms carefully, as your use of our website will automatically constitute your agreement to be legally bound by the Terms set out herein.

These Terms also govern your use of the services provided through, or in connection with, our website (including our mobile software application(s)) and the locations where we offer our mobile software applications.

Each time you visit our website, you acknowledge that you have read these Terms and agree to be legally bound by them.

You agree and understand that these Terms, along with the Privacy Policy and the Subscription Sign-Up Form, are the only contracts between you and us. These documents supersede any and all verbal or written communications.

If you do not agree to be bound by these Terms, the Privacy Policy, and the Subscription Sign-Up Form, you may not use the website or our mobile software applications.

Our mobile software applications for the Apple iPhone, iPad, and other devices using the iPhone OS, as well as for the Google Android OS and other operating systems to be determined in the future, are collectively referred to as “mobile software applications.”

Clients can access these Terms by typing in the URL address that appears on the Subscription Sign-Up Form, and by reading it on their computer monitor, printing it out, downloading it, and/or saving it at any time, even after the Terms have been closed.

Client acknowledges and agrees that iCent reserves the right to make changes or modifications to its website and these Terms without notice.

Display of any changes on our website shall constitute effective notice under these Terms, and Client’s continued use of the website and its services, including its mobile software applications, thereafter, shall constitute Client’s acceptance of such changes or modifications.

It is your responsibility to require your customer’s compliance with these Terms whenever your customer downloads and starts to use the mobile application.

I. License grant; trademark; copyright

Company grants Client’s customers a limited, non-exclusive, personal, non-assignable, and non-transferable license to access, download, and use our mobile software applications, provided and expressly conditioned upon your and their agreement that all such access, download, and use shall be governed by all of the conditions set forth in these Terms.

Trademark notice. iCent, our website, as well as additional marks not mentioned here, are registered service marks of iCent Inc. Other names identified on our website may be the name, trademark, trade name, service mark, logo, symbol, or other proprietary designation of iCent or a third party.

The use, on our website, of any name, trade name, trademark, service mark, logo, symbol, or other proprietary designation or marking of or belonging to any third party, and the availability of specific goods from such third party through our website, should not be construed as an endorsement or sponsorship by our website of any such third party or the participation by such third party in the offering of goods, services, or information through our website.

Copyright notice. Client acknowledges that all content included on our website, including the information, data, software, photographs, graphs, video, typefaces, graphics, music, sounds, images, illustrations, maps, designs, icons, written and other material (collectively, “Content”), as well as the arrangement and compilation of the Content, are intellectual property and copyrighted works owned by iCent and our website.

Reproduction or storage of information or works taken or copied from our website, in any form, whether now existing or developed in the future, are subject to the Copyright Modernization Act of Canada (2012) or other applicable laws, including all applicable international copyright treaties and conventions.

II. The website

This website includes mobile software application(s), accessed through the website or other means.

This website includes all documentation, including user guides, operations manuals, instructions, and similar materials provided to you.

This website includes any other video presentations, audio presentations, slideshows, software, products, services, data, or information provided by us or obtained through the website.

III. Ownership, use, and intellectual property rights

The mobile software applications are the valuable, exclusive property of iCent, and nothing in these Terms shall be construed as transferring or assigning any ownership rights in such property to Client, their customers, or any other person or entity.

Ownership of this website, our mobile software applications, and any documentation or information shall remain, at all times, with iCent.

The mobile software applications are protected by contract and intellectual property law, including domestic and international copyright law. All intellectual property rights in this website and the mobile software applications belong to iCent.

Client or Client’s customers may not remove, alter, or obscure any copyright, legal, or proprietary notice in or on any portion of the mobile software applications.

Client may store in the memory of its computer, and may manipulate, analyze, reformat, print, and/or display, for Client’s use only, the information received or accessed through this website, pursuant to these Terms.

Unless separately and specifically authorized in writing by an officer of iCent, Client may not sell, rent, lease, sub-license, distribute, transfer, copy, reproduce, publicly display, publish, adapt, store, or time-share the mobile software applications, any part thereof, or any of the information received or accessed from them to or through any other person.

iCent expressly reserves any rights not granted to Client in these Terms.

IV. Termination

These Terms and the limited license rights granted hereunder shall remain in full force and effect unless terminated or canceled by iCent for unauthorized access, assignment of rights, tampering with software or data, transmission of unlawful or offensive content, discontinuance of services, or violation of any of these Terms.

In the event of termination, no refunds will be made.

Termination or cancellation of these Terms shall not affect any other right or relief to which iCent may be entitled, whether at law or in equity.

All rights granted to you will terminate and revert to iCent.

As requested by iCent, you agree to erase and destroy any copies of the mobile software applications and certify compliance in writing upon request.

V. Subscription, payment, and service description

Clients are required to submit the Subscription Sign-Up Form and pay the required fees prior to being included in our client network.

The minimum subscription period is one (1) year and will be renewed unless Client provides thirty (30) days’ notice of cancellation.

Client agrees that all subscription information provided is accurate, true, and complete.

We may terminate your registration if any information provided is inaccurate, false, or incomplete.

VI. Communicating with iCent

Feedback regarding the website or its use can be submitted to support@icent.app.

VII. Uses not permitted

Use of this website or our mobile software applications for illegal, criminal, threatening, offensive, or security-violating activities is prohibited.

Violations may result in immediate suspension, termination, or legal action without refund.

VIII. Personal information

By using this website or submitting information, you and your customers provide personal information used to administer services and maintain communication.

iCent may disclose personal information when required by law, to enforce these Terms, to protect our rights or property, or to address emergencies involving personal safety.

IX. Delays in products; force majeure

iCent shall not be liable for delays or failures caused by events beyond its control, including natural disasters, governmental actions, technical failures, or acts of war.

X. Client and customer equipment

Clients and customers are responsible for their own devices, internet connections, and associated costs.

Orders are processed immediately and are non-refundable.

XI. Warranty disclaimer

This website and our mobile software applications are provided “as is.” iCent disclaims all warranties and does not guarantee accuracy, reliability, or suitability for any purpose.

XII. Limitation of liability

iCent shall not be liable for any damages arising from use of the website or mobile software applications. Any liability shall be limited to ten dollars (USD $10.00).

XIII. Indemnification

Client agrees to indemnify and hold iCent harmless from any claims arising from use of the services.

XIV. Export control

Client agrees to comply with all applicable export and import laws.

XV. No conflicting terms

If there is any conflict between these Terms and other documents, these Terms shall govern.

XVI. Attorney’s fees

If iCent enforces these Terms, Client agrees to pay all reasonable legal costs.

XVII. Governing law; venue

These Terms are governed by the laws of Canada and the Province of Ontario.

XVIII. Severability

If any provision is found unenforceable, the remainder shall remain in effect.

XIX. Data protection

iCent uses industry-standard security practices but cannot guarantee absolute protection against unauthorized access.

XX. Assignment

Clients may not assign this Agreement without prior written consent.

XXI. Section titles

Section titles are for convenience only and carry no legal effect.

XXII. Contact information

Email: support@icent.app

Phone: 905 266 0419

XXIII. Entire agreement

These Terms and the Subscription Sign-Up Form constitute the entire agreement between the parties.

These Terms were last updated on Jul 09, 2021.

Note: Unless your academic institution or organization has negotiated separate Terms, these Terms apply to your use of our services.