Terms of Service
Welcome to Nooé’s interface for donations (hereinafter referred to as the “website”).
These General Conditions of Use (the “Terms of Use”) constitute a valid legal contract between you and Fondation Nooé (“Nooé”).
Nooé provides you with a free virtual space that allows you to make a donation or allocate a portion of your employer's corporate donation to certain organizations.
This website includes a series of features allowing you to select an organization of your choice and make donations or allocate a portion of your employer's budget to it (the “Services”). Any new features or tools that are added to the current Services will also be subject to these Terms of Use.
These Terms of Use apply to your use of the Services. Please read the Terms of Service carefully before using or accessing the Services, as they contain important information about your obligations when using the Services. The Terms of Service also tell you about our responsibility to you and any warranties or disclaimers that apply to the Services. If you wish to create an account and use any of the Services, you must agree to be bound by and comply with these Terms of Use. Any use of the Services signifies your agreement to be bound by these Terms of Use.
Your use of our services is also subject to our Privacy Policy, which explains how we collect, use and disclose your personal information.
1. Languages and accessibility
You understand that the Services are currently offered in French, and may not be offered in any other language, including English. The Services are offered in the province of Quebec, Canada. We reserve the right to modify the Services at our discretion, including functionality, features, content or information relating to the Services. Except as provided in these Terms of Use, we make no representation or warranty to Users regarding the availability of the Services, including the website.
Nooé reserves the right to modify, suspend or interrupt, temporarily or permanently, all or part of the Services at any time and for any reason, with or without notice, and without incurring any liability to you or any third party for claims. , damage, costs or losses which could result therefrom.
2. Conditions for creating an Account
a. To access and use the Services, you must create an account (“Account”). To complete the Account creation process, you must provide your full legal name, a valid email address and any other required information. Nooé reserves the right to reject your request to create or close an existing Account for any reason, at its sole discretion.
b. You must: (i) be 18 years old, or (ii) at least the age of majority in the jurisdiction in which you reside and from which you use the Services, to open an Account and use our Services .
c. You acknowledge that Nooé will use the email address that you provided when opening an Account, in order to update your preferred means of communication (“Contact Email Address”). You must review emails sent to the Contact Email Address provided to Nooé and verify that the latter is capable of receiving messages.
d. You are responsible for maintaining the confidentiality of your login credentials and you must not disclose them to anyone. We will not be liable for any damage or loss that may result from the communication or loss of your login credentials, in particular following a confidentiality incident, unauthorized access to your account or a data theft.
e. Only Users can benefit from technical assistance with respect to the Services. Any questions regarding the Terms of Use should be directed to support@nooe.org.
f. You are responsible for actions taken on your account, including those taken by your agents and delegates. You authorize us to accept and agree to be responsible for any instructions given or purported to be given by you using your Login Credentials. Any instruction will have the same legal effect as if it were an instruction written and signed by you.
The person who registers for the Service by opening an Account constitutes the contracting party (the “User”) for the purposes of the Terms of Use and is authorized to use the Account.
3. Use of Services
When you use the Services, you agree to:
a. Notify us immediately if you experience a security incident that may impact information you accessed on the Website. You must also take all necessary measures to limit the consequences of the security incident.
You hereby represent and warrant that, unless expressly authorized in writing by us, you will not use the Services in any manner:
a. that is prohibited by applicable laws or by our policies made available to you, including these Terms of Use;
b. that will interfere with any third party's use or enjoyment of the Services, including if such use results in automated, constant, and repeated requests for data other than those permitted by these Terms of Service and has an adverse effect on our systems or our network, including abnormal usage that overloads servers or causes parts of our network to crash (for example, denial of service and distributed denial of service attacks);
c. who uses the Services to create, transmit, distribute or store material that violates the intellectual property, privacy, publicity or other personal rights of individuals, export controls, or which may be otherwise threatening, abusive, hateful or which constitutes or encourages conduct that would be considered fraud, a criminal offense or otherwise likely to give rise to civil liability;
d. which results in (i) the sharing of references, identifiers and passwords between Users or between Users and third parties and (ii) the distribution, disclosure or use of one of the services under in any form to or by unauthorized third parties;
e. that involves the use of any robot, spider, scraper, deep link or other similar automated data gathering or extraction tool, program, algorithm or methodology to access, acquire, copy or monitor the Services or any part of the services;
f. that involves decompiling, disassembling or otherwise reverse engineering or attempting to reconstruct or discover any source code or ideas or algorithms of any of the Services underlying the Technology by any means .
4. Limitation of Liability and Indemnification
has. You expressly understand and agree that, to the extent permitted by applicable laws, Nooé will not be liable for direct, indirect, incidental, special, consequential or exemplary damages, including damages related to loss of profit, goodwill , use, data or any other intangible loss resulting from or relating to the use or inability to use the website or these Terms of Use (including in the case of negligence).
b. You agree to indemnify and hold Nooé and its affiliates, officers, directors, agents, employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or resulting from (i) your violation of these Terms of Use; (ii) your violation of any law or the rights of a third party; or (iii) any aspect of a transaction from the Services, including chargebacks, fraudulent transactions, actual or suspected violations of applicable law or your violation of these Terms of Use.
vs. You use the Services at your own risk. They are provided “as is” and “as available” without any express, implied or statutory warranties or conditions.
d. Nooé does not guarantee that the Services will be uninterrupted, timely, secure or error-free.
e. Nooé does not guarantee that the results that may be obtained from using the Services will be accurate or reliable.
f. Nooé assumes under no circumstances your responsibilities or tax obligations related to the use of the Services.
5. Termination and suspension
We may suspend your access to the Services or terminate all or part of these Terms of Use without prior notice. We will not be liable for any loss or inconvenience which may result from any such suspension or termination.
You can terminate your Account and the Terms of Use at any time by contacting Nooé at the following address: support@nooe.org.
These Terms of Use automatically terminate upon deactivation of your account. Your account will be automatically deleted upon termination and you will no longer have access to it.
The sections of these Terms of Use which by their nature should survive termination or expiration of these Terms of Use will survive, including limitation or exclusion of liability, intellectual property, confidentiality, personal information, etc.
6. Changes
Changes to the Services. You understand that we may modify the Services in our sole discretion, including to add or remove features. Our changes will not have the effect of changing the security of personal information in a material or detrimental manner.
Changes to Terms. You understand that we may modify these Terms of Use at any time, upon written notice to the email address you provide to us. If you continue to use the Services after this notice, you consent to our changes to the Terms. The last update date of the Terms can be found above. Any changes to the Terms of Use will be effective immediately upon posting of such amended terms. Your continued use of the Website after such notice is sent, or after such modified terms are posted, means that you accept the modifications and agree to be bound by the Terms of Use, as modified.
If you do not accept the modified Terms of Use, you must stop using our Services, access the website and close your Account.
7. Intellectual property
You agree that you have no right to use any Nooé trademarks, logos or service marks, whether or not registered, unless Nooé authorizes you in writing to make such use. You agree not to use or adopt any trademark that could cause confusion with Nooé's trademarks, in particular spelling variations of said trademarks.
You acknowledge and accept that the Conditions of Use do not grant you any right to implement Nooé patents.
This agreement does not grant the User any license or other right, explicit or implicit, over Nooé's data, except to allow the User to use the website, or according to the provisions of this contract.
You understand that we remain at all times the exclusive owner of all rights, title and interest, including all intellectual property, relating to the Services, the documentation, the content, as well as our Confidential Information. Notwithstanding anything to the contrary, we remain the exclusive owner of any suggestions, improvement requests, recommendations or other comments provided by you to Nooé, insofar as they relate to the Services, and you assign to Nooé, by this Agreement, without limitation of any kind, all your rights, title and interest in these elements, Nooé accepting this assignment.
8. Protection of personal information
Nooé is firmly committed to protecting the confidentiality of personal information. By using our Services, you hereby agree and acknowledge that we use, collect and disclose personal information in accordance with our Privacy Policy.
Each party is responsible for compliance with laws applicable to the collection, use and disclosure of personal information. Without limiting the generality of the foregoing, you represent and warrant that you have all appropriate consents or other legislative basis to permit us to collect, use and disclose personal information in the manner intended. in our Privacy Policy, and as required to provide the Services.
9. Privacy
“Confidential Information” includes, but is not limited to, all information associated with a party's business activities and non-public information, including specific business information, technical processes and formulas, software, customer lists , lists of potential customers, names, addresses and other information associated with current and potential customers or users (including personal information), product concepts, sales, costs (including relevant processing fees), price lists and other unpublished financial information, business plans and marketing data, as well as any other information held by Nooé. Nooé Confidential Information includes any information about Nooé or the Services that you receive that is not public, including information relating to our security practices.
Each party agrees to use the other party's Confidential Information only to the extent necessary to carry out its obligations under these Terms of Use and in accordance with any other obligations set forth in these Terms of Use.
Each party agrees to take all reasonable steps, at least substantially equivalent to those it takes to protect its own Confidential Information, to prevent the duplication, disclosure or use of such Confidential Information, other than ( i) by or for its employees, agents and subcontractors who must have access to such Confidential Information to carry out such party's obligations hereunder, who must each treat such Confidential Information as set forth herein and who are each subject to confidentiality obligations to such party that are at least as strict as those contained herein; or (ii) as required by any law, regulation or order of a court having jurisdiction over the parties and the subject matter of these Terms of Use, provided that, if permitted by law, the receiving party promptly communicates with the disclosing party by written notice and uses commercially reasonable efforts to ensure that such disclosure is treated as confidential. Confidential Information does not include any information that the receiving party can demonstrate is: (A) already in the public domain, or is already known to the receiving party or in its possession at the time of disclosure of this information; (B) being independently developed by the receiving party without use of or reference to the other party's Confidential Information, and without violating any provision of these Terms of Use; or (C) subsequently being rightfully obtained by the receiving party from a source other than the disclosing party without breach of any provision of these Terms of Use.
10. Disclaimer
Nooé is not responsible for verifying the information provided by any non-profit organization, charity, association or any organization using the website for its features dedicated to such organizations, including the publication of their fundraising campaign. We do not and cannot guarantee that their content and other information provided about their fundraising campaigns or activities is true. Each User is solely responsible for exercising due diligence on any non-profit, charity, association or any organization using the Website, with whom such User interacts on the Website and the Services generally.
We do not operate wireless communications network services or other providers of communications services through which you may access the Services, and have no control over their activities as providers of such services. Accordingly, (i) we disclaim any liability for or relating to your use of these providers to access the Services and (ii) we cannot guarantee the privacy or security of wireless data transmissions.
The Services may contain links to integration partners, websites or third party content. We are not responsible for integration partners, third-party websites or content.
11.General conditions
has. The Terms of Use, including the documents incorporated by reference, constitute the entire agreement between Nooé and you and govern your use of the Website and your account, superseding any prior agreements between Nooé and you- same (including previous versions of the Terms of Use).
b. The failure of Nooé to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. If any provision of the Terms of Use is found to be contrary to law by a court of competent jurisdiction, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent permitted by law, and others provisions of the Terms of Use will remain in full force and effect.
vs. Except for Nooé and its affiliates, you or any person using the Website in accordance with these Terms of Use, no person or entity that is not a party to these Terms of Use may benefit from of these Terms of Use, whether or not such person or entity has been identified by name or as a member of a group, or meets any particular description.
d. The Terms of Use are governed and construed in accordance with the laws of the province of Quebec and the laws of Canada applicable there, without regard to the principle of conflict of laws.
e. Any suit, action or legal proceeding arising out of this Agreement or any transaction under this Agreement will be instituted in Quebec, Quebec, Canada.
f. The Terms of Use may be available in languages other than French. In the event of inconsistencies or conflicts between the English Terms of Use and those available in other languages, the most recent French version of the Terms of Use prevails.
g. All terms and provisions of the Terms of Use are binding upon and inure to the benefit of the parties to the Terms of Use and their respective authorized beneficiaries and legal representatives. Nooé is authorized to assign these Terms of Use without notice to you or without your consent. You have no right to assign or otherwise transfer the Terms of Use or any of your rights or obligations hereunder to any third party without the prior written consent of Nooé, which is given or refused at the sole discretion of Nooé.
Last updated: July 3, 2024.
Version of July 3, 2024
