| Sections | Subject |
|---|---|
| 1-5 | Agreement, acceptance, eligibility, accounts, and licence |
| 6-10 | Permitted use, restrictions, content, intellectual property, and feedback |
| 11-15 | Third-party services, e-commerce services, fees, confidentiality, and privacy |
| 16-20 | Security, availability, disclaimers, liability, and indemnity |
| 21-25 | Termination, export controls, dispute resolution, governing law, and U.S. terms |
| 26-31 | Consumer rights, notices, amendments, general provisions, interpretation, and contact details |
| Schedule A | Clickwrap implementation requirements |
| Schedule B | Required business information before publication |
PLEASE READ THIS END USER LICENCE AGREEMENT CAREFULLY. IT CONTAINS IMPORTANT TERMS, INCLUDING WARRANTY DISCLAIMERS, LIMITATIONS OF LIABILITY, INDEMNITY OBLIGATIONS, AND DISPUTE-RESOLUTION PROVISIONS. SOME PROVISIONS MAY NOT APPLY TO YOU WHERE PROHIBITED BY MANDATORY LAW.
This End User Licence Agreement (the "Agreement" or "EULA") is entered into between you ("you" or "User") and ePresto eCommerce Inc, doing business as ePresto eCommerce, the operator of eprestoecommerce.ca ("ePresto," "we," "us," or "our"). This Agreement governs access to and use of the website, portals, dashboards, content, documentation, communications, and related online services that link to this Agreement (collectively, the "Services").
By clicking an “I agree,” “Accept,” “Create Account,” “Submit,” or substantially similar button or checkbox that expressly references this Agreement, or by accessing the Services after being presented with an enforceable acceptance mechanism, you affirmatively agree to be bound by this Agreement and acknowledge that you have had an opportunity to review and retain it.
If you use the Services on behalf of a corporation, partnership, organization, government body, or other legal entity, you represent and warrant that you have authority to bind that entity. In that case, “you” includes both you individually and that entity. If you do not agree, do not access or use the Services.
No provision of this Agreement limits or waives rights that cannot lawfully be limited or waived, including applicable consumer-protection, privacy, accessibility, employment, or other mandatory statutory rights.
You must be at least the age of majority in your jurisdiction and legally capable of entering into a binding contract. The Services are intended primarily for businesses and their authorized representatives. Minors may not create an account or use paid or business-management features.
You may not use the Services if you are prohibited from doing so under applicable law, sanctions, export-control restrictions, or a binding order.
You must provide accurate, current, and complete information and promptly update it. You are responsible for maintaining the confidentiality and security of credentials and for all activity occurring through your account, except to the extent caused by our breach of applicable law or contractual duty.
You must notify us promptly at Support@ePresto.ca if you suspect unauthorized access, credential compromise, or misuse. We may require identity or authority verification before acting on account instructions.
An organization may designate administrators with authority to manage access, permissions, billing, data, and settings. You acknowledge that an administrator may access, control, export, suspend, or delete information associated with an organization account, subject to applicable law and the organization’s agreement with ePresto.
You are responsible for ensuring that each authorized user complies with this Agreement and for revoking access when authority ends.
Subject to your continuing compliance with this Agreement and payment of applicable fees, ePresto grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence during the applicable term to access and use the Services for your lawful internal business purposes.
The Services are licensed, not sold. No ownership rights are transferred. All rights not expressly granted are reserved by ePresto and its licensors.
You must use the Services lawfully, professionally, and only for purposes consistent with their intended functionality. You are responsible for the legality, accuracy, rights, and permissions associated with information, materials, products, instructions, listings, advertising claims, and other content you submit or direct us to process.
Except to the limited extent a restriction is prohibited by applicable law, you may not copy, modify, translate, adapt, create derivative works from, reverse engineer, decompile, disassemble, discover source code or underlying ideas, circumvent technological measures, frame, mirror, resell, rent, lease, sublicense, timeshare, or commercially exploit the Services.
You may not remove proprietary notices, use the Services to benchmark or build a competing offering, or access non-public areas without authorization. Any permitted interoperability activity must be preceded by written notice and conducted only to the minimum extent required by law.
“User Content” means content, data, files, product information, images, trademarks, communications, and instructions submitted by or for you. As between the parties, you retain ownership of User Content. You grant ePresto and its service providers a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, format, display, process, modify solely for technical purposes, and otherwise use User Content as reasonably necessary to provide, secure, support, improve, and administer the Services and comply with law.
You represent and warrant that you have all rights, notices, consents, licences, and lawful bases required for User Content and our processing of it. You remain responsible for reviewing outputs and deciding whether and how to use them.
The Services, website design, software, interfaces, databases, documentation, templates, text, graphics, workflows, reports, trademarks, logos, trade dress, and other materials supplied by ePresto or its licensors (“ePresto Materials”) are protected by intellectual-property and other laws in Canada, the United States, and elsewhere.
You receive no right to use ePresto names, marks, logos, or branding except with prior written permission or as strictly necessary to identify ePresto as the source of the Services.
If you provide ideas, suggestions, corrections, or other feedback, you grant ePresto a perpetual, irrevocable, worldwide, royalty-free, transferable and sublicensable right to use and exploit that feedback without restriction or compensation, provided we do not publicly identify you as the source without permission.
The Services may interact with or link to third-party platforms, including online marketplaces, advertising networks, payment processors, cloud providers, logistics services, social platforms, and business tools. Third-party services are governed by their own terms and privacy practices. ePresto does not control and is not responsible for their availability, policies, decisions, content, security, or performance.
You authorize ePresto to exchange data with third-party services as directed by you or reasonably required to provide an integration. You are responsible for maintaining all necessary third-party accounts, permissions, licences, and compliance.
ePresto may provide consulting, integration, catalog, advertising, logistics, reporting, or account-management support relating to third-party marketplaces. Unless expressly stated in a separate signed agreement, ePresto is not the marketplace, payment processor, carrier, customs broker, importer of record, tax adviser, legal adviser, or seller of your products.
Platform approvals, listings, rankings, advertising results, purchase orders, forecasts, account status, reimbursements, and sales outcomes are controlled by third parties and are not guaranteed. You remain responsible for product legality, safety, labelling, claims, taxes, duties, customs, recalls, inventory, fulfilment, and compliance with marketplace rules.
Any fees, subscriptions, statements of work, order forms, quotes, or invoices are governed by their stated terms and, where applicable, a separate written agreement. Unless otherwise stated, fees are exclusive of taxes and are non-refundable except where required by law or expressly agreed in writing.
You authorize approved payment providers to charge amounts due. Past-due amounts may accrue interest at the lesser of 1.5% per month or the maximum lawful rate, plus reasonable collection costs, subject to mandatory law. We may suspend paid Services for undisputed overdue amounts after reasonable notice.
Each party may receive non-public information that a reasonable person would understand to be confidential. The receiving party will use such information only to perform or receive the Services, protect it using reasonable safeguards, and disclose it only to personnel, advisers, and service providers who need to know and are bound by appropriate obligations.
Confidential Information does not include information lawfully known without restriction, independently developed, publicly available without breach, or lawfully received from a third party. A party may disclose information when legally compelled after giving notice where lawful and reasonable.
Our collection, use, disclosure, retention, and protection of personal information are described in the ePresto Privacy Policy, which should be made available separately and is incorporated by reference only to the extent permitted by law. This EULA is not a substitute for a complete privacy policy.
Each party will comply with privacy and data-protection laws applicable to its activities. Depending on the circumstances, these may include Canada’s Personal Information Protection and Electronic Documents Act, British Columbia’s Personal Information Protection Act, applicable U.S. federal and state privacy laws, and laws governing electronic communications, marketing, and breach notification.
Where ePresto processes personal information solely on behalf of a business customer, the parties may need a separate data-processing addendum. You must not submit sensitive personal information unless expressly authorized and subject to suitable safeguards.
ePresto will use administrative, technical, and physical safeguards that are reasonable in the circumstances.
No online system is completely secure, and we do not guarantee that unauthorized access, loss, or disruption will never occur.
You must use appropriate endpoint security, access controls, multifactor authentication where available, backups, personnel practices, and incident-response procedures. Each party will reasonably cooperate regarding a confirmed security incident affecting shared data, consistent with law and any applicable separate agreement.
We may maintain, update, modify, replace, or discontinue features to improve security, comply with law, respond to third-party changes, or manage the Services. We will use commercially reasonable efforts to avoid materially reducing paid core functionality during a committed term, unless necessary for security, legal compliance, or a third-party dependency.
Planned or emergency downtime may occur. Support levels, service commitments, and remedies apply only if expressly stated in a separate signed agreement.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES AND ePRESTO MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” ePRESTO DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND COLLATERAL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
ePRESTO DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION, THAT DEFECTS WILL BE CORRECTED, THAT DATA WILL NEVER BE LOST, OR THAT THE SERVICES WILL PRODUCE ANY PARTICULAR BUSINESS, SALES, ADVERTISING, MARKETPLACE, RANKING, COMPLIANCE, OR FINANCIAL RESULT.
NOTHING IN THIS SECTION EXCLUDES WARRANTIES OR CONDITIONS THAT CANNOT LAWFULLY BE EXCLUDED.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER ePRESTO NOR ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS, OPPORTUNITY, ANTICIPATED SAVINGS, OR DATA; BUSINESS INTERRUPTION; OR THE COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF ePRESTO AND THE ABOVE PARTIES ARISING OUT OF OR RELATING TO THE SERVICES OR THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID OR PAYABLE BY YOU TO ePRESTO FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE SIX MONTHS BEFORE THE EVENT FIRST GIVING RISE TO LIABILITY, OR (B) CAD $100 IF YOU USED ONLY FREE SERVICES.
THE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY and even if a limited remedy fails of its essential purpose. They do not apply to liability that cannot lawfully be excluded or limited, and may not apply in jurisdictions that prohibit certain exclusions.
To the maximum extent permitted by law, you will defend, indemnify, and hold harmless ePresto and its affiliates, personnel, licensors, and service providers from third-party claims, damages, penalties, losses, and reasonable legal fees arising from: (a) User Content; (b) your products, listings, advertising, claims, instructions, or business activities; (c) your breach of this Agreement; (d) your violation of law or third-party rights; or (e) misuse of the Services by you or persons using your account.
ePresto will provide reasonable notice and cooperation. You may not settle a claim in a manner that admits fault by, imposes obligations on, or restricts ePresto without prior written consent. This section does not require a consumer to indemnify ePresto where prohibited by applicable law.
You may stop using the Services at any time, subject to payment and termination obligations in any applicable order form or separate agreement. We may suspend or terminate access if you materially breach this Agreement, create a security or legal risk, fail to pay undisputed amounts, misuse the Services, or if required by a third party or law.
Where reasonably practicable, we will give notice and an opportunity to cure. Upon termination, the licence ends immediately. Sections that by their nature should survive will survive, including ownership, confidentiality, disclaimers, liability limits, indemnity, dispute provisions, and general terms.
You will comply with applicable Canadian, U.S., and other export-control, sanctions, anti-boycott, anti-bribery, and anti-corruption laws. You represent that you are not located in, organized under the laws of, or ordinarily resident in a prohibited jurisdiction and are not a restricted person, except where access is authorized by law.
You may not use the Services for prohibited end uses or provide access to a restricted party.
Before commencing a proceeding, the claimant will send a detailed written notice describing the dispute, requested relief, and supporting information to the notice address in Section 31. The parties will attempt in good faith to resolve the dispute for at least 30 days after receipt. This requirement does not prevent urgent injunctive relief, limitation-period protection, small-claims proceedings, or complaints to regulators.
Except where mandatory law requires otherwise, this Agreement and disputes arising from it are governed by the laws of the Province of British Columbia and the federal laws of Canada applicable there, without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Except for matters within a competent small claims tribunal and subject to mandatory consumer-law rights, the parties irrevocably submit to the exclusive jurisdiction of the courts located in Vancouver, British Columbia, Canada. You waive objections based on venue or inconvenient forum to the extent legally permitted.
Nothing in this Agreement prevents either party from seeking interim or injunctive relief in any court of competent jurisdiction to protect intellectual property, confidential information, security, or prevent unauthorized access.
The parties intend electronic acceptance and records to have effect under applicable electronic-transactions laws, including the U.S. Electronic Signatures in Global and National Commerce Act and state enactments of the Uniform Electronic Transactions Act, where applicable.
If you are a U.S. consumer, mandatory rights under the law of your state remain unaffected. Any waiver of jury trial, class proceedings, punitive damages, or statutory remedies applies only to the extent valid and enforceable in your jurisdiction. This Agreement does not require arbitration unless a separate, conspicuous arbitration agreement is presented and affirmatively accepted.
California residents: Nothing in this Agreement waives non-waivable rights under California law. New Jersey residents: limitations, exclusions, and indemnity obligations apply only to the fullest extent permitted under New Jersey law. Other state-specific mandatory rights are likewise preserved.
If consumer-protection legislation in your province or territory applies, this Agreement does not exclude, restrict, or waive rights or remedies that cannot lawfully be excluded, restricted, or waived. Any choice-of-law, forum, disclaimer, limitation, renewal, cancellation, or electronic-contract term is subject to those mandatory rights.
For consumers in Quebec, mandatory provisions of Quebec law may apply, including rules concerning language, jurisdiction, warranties, and consumer contracts. A French version and Quebec-specific review may be required before offering consumer services in Quebec.
You consent to receive contractual notices and records electronically through the Services, account interface, or email address associated with your account, subject to applicable law. You must maintain a valid email address and suitable hardware and software capable of accessing and retaining PDF and web-based records.
Where law requires additional consumer consent, disclosures, paper-copy rights, or withdrawal procedures, those requirements will be provided separately. You may request a copy of this Agreement by contacting us.
If you believe material on the Services infringes copyright, send a detailed notice to [INSERT COPYRIGHT/LEGAL EMAIL AND MAILING ADDRESS]. Canadian notices will be handled in accordance with applicable Canadian law.
For U.S. Digital Millennium Copyright Act safe-harbour procedures, a service provider generally must publicly identify and register a designated agent with the U.S. Copyright Office. Do not publish a claim of DMCA agent status unless ePresto has completed and maintains that registration. A compliant notice should identify the work, the allegedly infringing material and location, contact information, a good-faith statement, an accuracy and authority statement under penalty of perjury, and a physical or electronic signature.
We may update this Agreement for legal, security, operational, or service changes. We will post the revised version and update the effective date. For material changes, we will provide reasonable advance notice and, where required, obtain renewed affirmative consent.
Changes do not apply retroactively to a dispute arising before the change unless agreed by the parties or required by law. Continued use after the effective date constitutes acceptance only where that method of acceptance is legally sufficient.
This Agreement, the Privacy Policy, applicable order forms, statements of work, and other expressly incorporated terms constitute the entire agreement regarding the Services and supersede prior or contemporaneous discussions on that subject. A conflict is resolved in this order: signed statement of work or order form, this Agreement, then incorporated online policies, unless the document expressly states otherwise.
If any provision is unenforceable, it will be modified to the minimum extent necessary or severed, and the remainder continues in effect. Failure to enforce is not a waiver. You may not assign this Agreement without written consent; ePresto may assign it in connection with a merger, reorganization, financing, sale of assets, or by operation of law. No third party is a beneficiary unless expressly stated.
Neither party is liable for delay caused by events beyond reasonable control, except payment obligations.
Headings are for convenience. “Including” means “including without limitation.” Electronic copies and counterparts are effective. The parties have expressly requested that this Agreement and related documents be drawn up in English, subject to mandatory language laws.
Legal notices to ePresto must be sent by email and by a tracked delivery method to the addresses below.
Notices to you may be sent to the email or account address on file. Notice is effective when received, except routine service notices may be effective when sent or posted as permitted by law.
Website eprestoecommerce.ca Operator: ePresto eCommerce Registered/Notice Address: #250 – 997 Seymour St. Vancouver, British Columbia, Canada , V6B3M1 Legal Email: Support@ePresto.ca Privacy/Security Email: Support@ePresto.ca
The legal strength of an online agreement depends substantially on how assent is obtained and recorded.
The following implementation controls should be completed before relying on this EULA:
| Item | Required confirmation |
|---|---|
| Legal operator name | Confirm the exact corporation, partnership, or sole proprietor that owns and operates the website. |
| Business and notice address | Provide a complete physical mailing address suitable for legal notices. |
| Legal, privacy, and security contacts | Use monitored addresses and define internal escalation responsibilities. |
| Actual services | Confirm whether the site offers accounts, software, subscriptions, consulting, marketplace management, payments, user uploads, or only informational content. |
| Customer type | Confirm whether access is business-to-business only or also offered to consumers. |
| Quebec availability | Obtain Quebec language and consumer-law review before offering consumer contracts in Quebec. |
| U.S. state exposure | Review state-specific auto-renewal, privacy, accessibility, tax, and consumer requirements for target states. |
| Privacy documents | Publish a separate Privacy Policy and Cookie Policy reflecting actual data flows and service providers. |
| DMCA agent | Register and maintain a U.S. Copyright Office designated agent before claiming DMCA safe-harbour procedures. |
| Insurance and liability cap | Confirm professional, cyber, product, and commercial insurance requirements and align contractual caps. |
| Related contracts | Ensure order forms, statements of work, vendor agreements, and website terms use consistent definitions and priority rules. |
| Legal approval | Obtain review by counsel licensed in British Columbia and, where material, relevant U.S. jurisdictions. |