Access Platform

Terms and Conditions

July 2025

These Terms of Use (the “Terms”) describe the terms and conditions that govern your use of the digital services that TSC Trakking Software Corporation and our affiliates (together, “Trakking”, “we”, “us”, or “our”) offer, including the Trakking digital marketplace and services for trucking companies, importers, exporters, and shipping lines (the “Platform”) and our websites. If you have a valid written purchase or license agreement with Trakking for a Trakking product or service, such agreement will apply to your use of such Trakking product or service.

For information on how Trakking collects, uses, and shares any personal information, please see our <<Privacy Policy>>. Your acceptance of these Terms constitutes your consent to the processing activities described in the <<Privacy Policy>>.

Terms of use

Review these Terms of use for the TSC Trakking Software Corporation Website.

Table of Contents

  1. Acceptance of Terms
  2. Your Use of the Platform
  3. Prohibited Use of Trakking Digital Services
  4. Intellectual Property
  5. Delivery of Email
  6. Indemnity
  7. Notices, Modification
  8. Location Service Terms
  9. Payment Terms
  10. Third-Party Materials
  11. Advertisements and Promotions
  12. Disclaimer of Warranties
  13. Limitation of Liability
  14. General Terms

1. ACCEPTANCE OF TERMS

1.1. BY INDICATING YOUR ACCEPTANCE OF THESE TERMS OR ACCESSING OR USING ANY TRAKKING DIGITAL SERVICES, YOU ARE ACCEPTING THESE TERMS AND AGREE THAT YOU ARE RESPONSIBLE FOR COMPLIANCE WITH ANY APPLICABLE LAWS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT USE ANY TRAKKING DIGITAL SERVICES. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN AGREEMENT SIGNED BY YOU. PLEASE READ THESE TERMS CAREFULLY.

1.2. IF YOU ARE USING TRAKKING DIGITAL SERVICES OR ACCEPTING THESE TERMS AS AN EMPLOYEE, CONTRACTOR, OR AGENT OF A BUSINESS OR ORGANIZATIONAL ENTITY, THEN YOU REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO ACCEPT THESE TERMS FOR THE ENTITY AND HAVE AUTHORITY TO BIND SUCH ENTITY. IF YOU DO NOT HAVE AUTHORIZATION OR AUTHORITY, DO NOT USE THE TRAKKING DIGITAL SERVICES.

1.3. THESE TERMS ARE ENTERED INTO BY AND BETWEEN TRAKKING AND THE ENTITY OR PERSON (“YOU” OR “YOURS”) ACCESSING ANY TRAKKING DIGITAL SERVICES, PLACING AN ORDER FOR TRAKKING DIGITAL SERVICES, OR TRANSACTING ON THE PLATFORM.

1.4. THE “EFFECTIVE DATE” OF THE TERMS IS THE DATE WHICH IS THE EARLIER OF YOUR INITIAL ACCESS TO ANY TRAKKING DIGITAL SERVICE OR YOUR REGISTRATION OR ORDER PROCESS.

1.5. TRAKKING RESERVES THE RIGHT TO UPDATE AND MODIFY THE TERMS AT ANY TIME WITHOUT NOTICE TO YOU. THE MOST CURRENT VERSION OF THE TERMS CAN BE REVIEWED BY CLICKING ON THE "TERMS OF USE" HYPERTEXT LINK LOCATED AT THE BOTTOM OF OUR WEBSITES AND THE PLATFORM. WHEN WE MAKE UPDATES TO THE TERMS, TRAKKING WILL UPDATE THE DATE AT THE TOP OF THIS PAGE. BY USING THE TRAKKING DIGITAL SERVICES AFTER A NEW VERSION OF THE TERMS HAVE BEEN POSTED, YOU AGREE TO THE TERMS OF SUCH NEW VERSION.

2. YOUR USE OF THE PLATFORM

2.1. Trakking will make the Platform available to you solely for use in accordance with these Terms. Trakking shall provide commercially reasonable Platform support.

2.2. The Platform allows users to upload, input, or generate information (together, “Data”) which is shared with others on the Platform. You are responsible for your Data, including its accuracy. You understand that other Platform users may be able to, on a worldwide basis, use, save, transmit, share and display your Data. If you do not want others to have that ability, do not use the Platform. Trakking cannot be held responsible for Data or the material others upload, store, or share using the Platform.

2.3. Trakking does not claim ownership of the Data and shall have no obligation of any kind with respect to such Data. Any Data you provide in connection with the Platform shall be deemed to be provided on a nonconfidential basis. Trakking and its designees reserve the right to monitor, restrict access to, edit or remove any Data that is available via the Platform.

2.4. You grant Trakking an irrevocable, worldwide, royalty-free, nonexclusive license to use, reproduce, modify, distribute, create derivative works, aggregate, collate, analyze, transmit, display, perform, adapt, resell and publish such Data (including in digital form) to provide, improve, and protect the Platform, facilitate transactions on the Platform, and for related commercial activities.

2.5. You grant users of the Platform an irrevocable, worldwide, royalty-free, nonexclusive license to use, reproduce, modify, distribute, create derivative works, aggregate, collate, analyze, transmit, display, perform, adapt, resell and publish such Data (including in digital form) to use the Platform, transact on the Platform, and to engage in related-commercial activities.

2.6. You represent and warrant that (a) you have proper authorization and all necessary rights to share Data on the Platform (b) you have all necessary rights and permissions to grant the rights herein to use Data, and (c) that our collection, use, and retention of Data will not violate any law or rights of others.

2.7. You agree to: (a) provide accurate, current, and complete information when create an account to use the Platform; (b) maintain the security of your password and identification; (c) maintain and promptly update your account information and Data to keep it accurate, current, and complete; and (d) accept all risks of unauthorized access to your account information and Data. You have sole responsibility for backup of the information and Data you process on the Platform and the security of the equipment or network you use to access the Platform.

2.8. You agree not to provide Data that: (a) is inaccurate, harmful, obscene, pornographic, defamatory, racist, violent, offensive, harassing, or otherwise objectionable to Trakking or other users of the Platform; (b) includes sensitive personal information or any information you do not have the right to share; (c) violates or infringes anyone's intellectual property rights; or (d) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. Trakking reserves the right to edit or remove Data that violates these Terms or that contains third-party commercial advertisements.

2.9. You agree that you will only use materials, information, or data from the Platform to facilitate your use of the Platform, to transact on the Platform, and to engage in related commercial activities.

3. PROHIBITED USE TRAKKING DIGITAL SERVICES

3.1. You agree that You will not use the Platform, our websites, or other Trakking digital services to: (a) transmit spam, bulk or unsolicited communications; (b) pretend to be Trakking or someone else, or spoof Trakking’s or someone else's identity; (c) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any Data or information; (d) misrepresent your affiliation with a person or entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users' ability to use our services or the Platform; (f) engage in activities that would violate any fiduciary relationship, any applicable local, state, provincial, national or international law, including export controls and sanctions , or any regulations having the force of law, including but not limited to attempting to compromise the security of any networked account or site, operating an illegal lottery or gambling operation, stalking, or making threats of harm; (g) share or store personal data about others unless specifically authorized (h) take any action that could harm us, our users, or a third party (i) to violate our or any third party’s intellectual property or other proprietary or legal rights (j) to attempt (or encourage or support anyone else's attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the Platform, our websites, or other Trakking digital services, or any Data or Trakking Materials (defined below) available on such services, or (k) make any unauthorized use of the Services.

3.2. Without Trakking’s prior written consent, you shall not:

  • use robots, spiders, scripts, service, software or any manual or automatic device, tool, or process designed to data mine or scrape the Data, content, or information from the Trakking digital services, or otherwise use, access, or collect the Data or Trakking Materials from our services using automated means.
  • use Data or Trakking Materials for the development of any software program, model, algorithm, or generative AI tool, including, but not limited to, training or using the Data in connection with the development or operation of a machine learning or artificial intelligence (AI) system.
  • use services, software or any manual or automatic device, tool, or process designed to circumvent any restriction, condition, or technological measure that controls access to the Platform in any way, including overriding any security feature or bypassing or circumventing any access controls or use limits of the Platform or our digital services.
  • cache or archive Data or Trakking Material (except for a public search engine’s use of spiders for creating search indices solely for the inclusion of links).
  • take action that imposes an unreasonable or disproportionately large load on or risk to our network or infrastructure; or
  • do anything that could disable, damage or change the functioning or appearance of our digital services.

3.2.1 Engaging in a prohibited use of the Trakking digital services may result in civil, criminal, and/or administrative penalties, fines, or sanctions against the user and those assisting the user.

3.3. These Terms impose no obligation upon You with respect to Confidential Information that You can establish by legally sufficient evidence: (a) You possessed prior to Your receipt from Trakking , without an obligation to maintain its confidentiality; (b) is or becomes generally known to the public through no act or omission by You, or otherwise without violation of these Terms; (c) You obtained from a third party who had the right to disclose it, without an obligation to keep such information confidential; (d) You independently developed without the use of Confidential Information and without the participation of individuals who have had access to it, or (e) in response to a valid order by a court or other governmental body, as otherwise required by law, or as necessary to establish the rights of either party under these Terms and as disclosed after prior notice to Trakking adequate to afford Trakking the opportunity to object to the disclosure.

4. INTELLECTUAL PROPERTY

4.1. Platform technology. You agree that Trakking retains all right, title and interest (including all patent, copyright, trademark, trade secret and other intellectual property rights) in and to the Platform technology, including all related and underlying technology and documentation, and any derivative works, modifications, or improvements of same. Except for the express limited rights set forth in these Terms, Trakking grants you no right, title or interest in any Platform technology. Further, you acknowledge that the Platform is offered as an online, hosted solution, and that you have no right to obtain a copy of the underlying computer code for the Platform.

4.2. Trakking digital services and the Trakking content contained therein (“Trakking Materials”) are protected by copyrights, trademarks, patents, trade secrets, database rights, sui generis rights and other intellectual or proprietary rights in or to the Trakking Materials pursuant to Canadian and international laws. Except as expressly authorized by Trakking or by the relevant copyright holder, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, communicate, exploit, or create derivative works of the digital services or the Trakking Materials, in whole or in part, by any means. You must not use, collate, aggregate, modify, decompile, or reverse engineer any software Trakking provides to you, and you must not remove or modify any copyright or trademark notice, or other notice of ownership in the Trakking Materials.

4.3. You agree to comply with the Trakking Materials= usage requirements, in effect and as amended or supplemented from time to time. You may not remove or alter any Trakking trademarks, or co-brand your own products or material with Trakking trademarks, without Trakking's prior written consent. You acknowledge Trakking's rights in the Trakking trademarks and agree that any use of the Trakking trademarks by you shall inure to Trakking' s sole benefit. You agree not to incorporate any Trakking trademarks into your trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations, for use on or in connection with computer or Internet-related products, services or technologies. Where we have consented to your use of the Trakking trademarks, it is a condition for the use of the Trakking trademarks that You agree not to use any Trakking trademarks in any manner that is likely to cause confusion as to its ownership, or in any manner that disparages or discredits Trakking.

4.4. You may display, copy, distribute and download content owned by Trakking on our websites, such as whitepapers, provided that: (a) the copyright notice pertaining to the content remains and a permission notice (e.g., "Used with permission") is added to such content; (b) your use of such content is solely for personal and non-commercial use; (c) such content will not be copied or posted on any networked computer or published in any medium, except as explicitly permitted by valid permission or license covering such materials; and (d) no modifications are made to such content. This permission terminates automatically without notice if you breach any of these Terms or conditions in this section. Upon termination, you must immediately destroy any downloaded and/or printed content.

4.5. Trakking is committed to respecting others' intellectual property rights, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement on our digital services, please contact our legal department via email at: support@trakking.com.

4.6. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any right, title, or license to intellectual property rights, whether by estoppel, implication, or otherwise.

5. DELIVERY OF EMAIL

5.1. In connection with the Platform, you consent to receiving emails and other communications from Trakking and other users of the Platform. You agree that all agreements, notices, disclosures, and other communications that the Platform provide to You electronically satisfies any legal requirement that such communications be in writing.

5.2. Trakking will attempt to deliver all of the email that is addressed to Your email address provided by You in your account information. However, the nature of email is such that Trakking cannot guarantee delivery of such email.

6. INDEMNITY

6.1. You agree to indemnify and hold Trakking and its subsidiaries, suppliers, and affiliates, and their respective shareholders, officers, directors, agents, licensors, employees and representatives harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (a) your Data, (b) your use of or connection to the Platform (including any use by you on behalf of your employer) or any other Trakking digital services, (c) your violation of these Terms, laws and regulations, or your violation of any rights of another person.

7. NOTICES; MODIFICATIONS

7.1. Trakking may provide notice to you via email, regular mail, or providing notices or links to notices on our digital services. Trakking reserves the right at any time to modify our digital services (or any part thereof) with or without notice. Trakking will not be liable to you or any third-party for any modification of our digital services or the loss of Data or related information you provide.

8. Term and Termination

8.1. Term. The Terms are effective as of the Effective Date and will remain in effect until terminated in accordance with the provisions herein. Either party may terminate this Agreement upon written notice to the other party.

8.2. Termination for Cause. Either party may terminate the Terms if the other party: (a) fails to cure any material breach of the Terms (including a failure to pay Transaction Fees) within thirty (30) days after written notice); (b) ceases operation without a successor; or (c) seeks protection under any bankruptcy, receivership, trust deed, creditors’ arrangement, composition, or comparable proceeding, or if any such proceeding is instituted against that party and is not dismissed within sixty (60) days (to the extent such termination is not prohibited by law). Except where an exclusive remedy is specified, the exercise by either party of any remedy under this Agreement, including termination, will be without prejudice to any other remedies it may have under this Agreement, by law or otherwise.

8.3. Survival. The following sections will survive any expiration or termination of this Agreement: 2.4, 2.5., 2.9, 4.1.-4.3., 4.6.-4.8., 5, 7, 8, 9.3., 10.4., 13-15.

8.4. Suspension of Trakking Digital Services. In addition to any of its other rights or remedies (including, without limitation, any termination rights) set forth in these Terms, Trakking reserves the right to suspend provision of the Trakking digital services: (a) if any Transaction Fees are thirty (30) days or more overdue; (b) if Trakking deems such suspension necessary as a result of your breach of the Terms; (c) if Trakking reasonably determines suspension is necessary to avoid material harm to Trakking or its customers, including if the Platform is experiencing an attacks or disruption outside of Trakking’s control; or (d) as required by law or at the request of governmental entities.

9. PAYMENT TERMS

9.1. You shall pay Trakking the fee quoted upon acceptance of the applicable transaction on the Platform (the “Transaction Fee”). Transaction Fees may change at any time.

9.2. You acknowledge that the Transaction Fee is payment only for the use of the Platform, and that as a condition of your use, the Transaction Fee is payable at the time of booking. Trakking is not responsible for any other transaction fees, charges, or costs that may be payable by or to you or other Platform users in connection with any transaction except where otherwise stated. Trakking reserves the right to change pricing for our digital services, including the Platform, from time to time at its sole discretion.

9.3. Currency Conversion. Trakking converts Transaction Fees from CAD to your payment account currency at the market rate at the time the fee is reflected in your payment account. All fees appear in your payment account in your domestic currency.

9.4. Taxes. Transaction Fees do not include taxes. You are responsible for paying all taxes associated with transactions. If Trakking has the legal obligation to pay or collect taxes for which you are responsible under this section, Trakking will invoice you and you will pay that amount unless you provides us with a valid tax exemption certificate authorized by the appropriate taxing authority.

9.5. Fee Disputes. If the parties are unable to resolve a payment dispute within __ (xx) days, each party shall have the right to seek any remedies it may have under the Terms, at law or in equity, irrespective of any terms that would limit remedies on account of a dispute. For clarity, any undisputed amounts must be paid in full.

9.1. You shall pay Trakking the fee quoted upon acceptance of the applicable transaction on the Platform (the “Transaction Fee”). Transaction Fees may change at any time.

10. THIRD-PARTY MATERIALS

10.1. Our digital services may include links to third-party sites or integrations with third-party software or services, including but not limited to third-party payment platforms and accessibility accommodations.

10.2. You acknowledge and agree that:

  • Your use of third-party content, software, or services is subject to their respective, separate policies, terms of use, and fees.
  • Trakking does not endorse or make any representations about any third-party content, software, or services, nor does the inclusion of any link imply such endorsement.
  • Trakking is not responsible for any form of data transmission associated with such third-party content, software, or services.
  • Trakking does not control and is not responsible for the contents of any third-party sites, any links contained in third-party sites, any changes or updates to third-party sites, content, software, or services, or the privacy practices of any third parties, which may differ from those of Trakking.
  • Trakking is not responsible for the availability of third-party sites or services.
  • Trakking will not be responsible or liable, directly or indirectly, for any actual or alleged damage or loss caused by or in connection with your use of or reliance on any such third-party content, software, or services available on or through any such site or resource.

11. ADVERTISEMENTS AND PROMOTIONS

11.1. Trakking may display advertisements and promotions from third parties on our digital services. Your correspondence or business dealings with, or participation in promotions of, advertisers other than Trakking found on or through our digital services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such advertiser. Trakking is not responsible or liable for any loss or damage of any sort incurred directly or indirectly as the result of any such dealings or as the result of the presence of such non-Trakking advertisers on our digital services.

12. REPRESENTATIONS AND WARRANTIES

12.1. BOTH PARTIES REPRESENT AND WARRANT THAT IT HAS VALIDLY ENTERED INTO THESE TERMS AND HAS THE LEGAL POWER TO DO SO.

12.2. YOUR USE OF TRAKKING DIGITAL SERVICES OR ANY PART THEREOF IS AT YOUR SOLE RISK UNLESS OTHERWISE EXPLICITLY STATED. THE TRAKKING DIGITAL SERVICES, DATA, AND TRAKKING MATERIALS ARE PROVIDED ON AN `"`AS IS`"`, “WHERE IS”, `"`AS AVAILABLE`"`, AND `"`WITH ALL FAULTS`"` BASIS. TRAKKING DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. TRAKKING MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES AS TO THE USEFULNESS QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE TRAKKING DIGITAL SERVICES, DATA, OR TRAKKING MATERIALS OR ANY PART THEREOF.

12.3. TRAKKING MAKES NO WARRANTY OR REPRESENTATION THAT: (A) THIS TRAKKING DIGITAL SERVICES OR ANY PART THEREOF WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE TRAKKING DIGITAL SERVICES OR ANY PART THEREOF WILL BE ACCURATE OR RELIABLE; (C) THE QUALITY OF ANY TRAKKING DIGITAL SERVICES, DATA, OR TRAKKING MATERIALS MADE AVAILABLE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; OR (D) ANY ERRORS IN THE TRAKKING DIGITAL SERVICES, DATA, OR TRAKKING MATERIALS, OR ANY PART THEREOF WILL BE CORRECTED.

12.4. YOU ASSUME ALL RISK FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM USE OF OR ACCESS TO TRAKKING DIGITAL SERVICES, DATA, OR TRAKKING MATERIALS OR ANY PART THEREOF, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.

13. LIMITATION OF LIABILITY

13.1. TO THE FULL EXTENT PERMITTED BY LAW, TRAKKING IS NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE TRAKKING DIGITAL SERVICES, EVEN IF TRAKKING HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE OR ANY OTHER THEORY OF LAW WHATSOEVER), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO: (A) THE USE OF OR THE INABILITY TO USE THE TRAKKING DIGITAL SERVICES, DATA, OR TRAKKING MATERIALS; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE TRAKKING DIGITAL SERVICES OR ANY PART THEREOF; (C) RELIANCE ON THE DATA OR TRAKKING MATERIALS PRESENT ON THE TRAKKING DIGITAL SERVICES; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE TRAKKING DIGITAL SERVICES, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; (E) DATA OR TRAKKING MATERIALS YOU MAY DOWNLOAD, USE, MODIFY OR DISTRIBUTE; OR (F) ANY DAMAGES OR COSTS INCURRED DURING YOUR USE OF THE TRAKKING DIGITAL SERVICES, ANY SHIPMENT RESULTING FROM USE OF THE PLATFORM, OR ANY DISPUTE OR ACTION BETWEEN PARTIES MAKING USE OF THE PLATFORM.

13.2. TRAKKING’S TOTAL LIABILITY TO YOU FOR ALL CLAIMS IN THE AGGREGATE SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID IN TRANSACTION FEES IN THE PRIOR 12 MONTHS.

13.3. TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.

14. GENERAL TERMS

14.1. These Terms constitute the entire agreement between You and Trakking relating to their subject matter, and cancel and supersede any prior versions of these Terms.

14.2. These Terms will bind and inure to the benefit of each party’s permitted successors and assigns. Neither party may assign the Terms without the advance written consent of the other party, except that either party may assign the Terms in its entirety in connection with a merger, reorganization, acquisition, or other transfer of all or substantially all of such party’s assets or voting securities to such party’s successor. Each party shall promptly provide notice of any such assignment. Any attempt to transfer or assign the Terms except as expressly authorized under this section will be null and void.

14.3. You also may be subject to additional terms and conditions that may apply to Trakking digital services, Trakking Materials, or third-party products or services.

14.4. You agree that any material breach of these Terms may result in irreparable harm to Trakking for which damages would be an inadequate remedy. Therefore, in addition to its rights and remedies otherwise available at law, Trakking will be entitled to equitable relief, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if Trakking seeks such an injunction.

14.5. These Terms and your use of the Trakking digital services shall be governed by and interpreted and enforced in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein without regard to the conflict of laws. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms. You and Trakking each irrevocably (a) consent to the personal and exclusive jurisdiction of the courts located within the city of Vancouver, in the province of British Columbia, in the country of Canada and (b) waive any objection to jurisdiction and venue in such courts.

14.6. The Data, Trakking Materials, and any other content or information derived or obtained from the Trakking digital services may be subject to laws and regulations related to international trade. You agree to comply strictly with all such laws and, in particular, shall: (a) obtain any export, reexport, or import authorizations required by; (b) not use Data, Trakking Materials, or the Trakking digital services to design, develop or produce missile, chemical/biological, or nuclear weaponry; and (c) not provide Data, Trakking Materials, or Trakking technology to prohibited countries and entities identified in trade and export regulations.

14.7. There are no third-party beneficiaries to these Terms, except to the extent expressly stated herein.

14.8. Neither party will be liable to the other for any delay or failure to perform any obligation under the Terms (except for a failure to pay Transaction Fees) if the delay or failure results from any cause beyond such party’s reasonable control, including but not limited to acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, public health emergencies (including pandemics and epidemics), acts or orders of government, acts of terrorism, or war.

14.9. Rights and obligations under these Terms which by their nature should survive will remain in full effect after termination or expiration of these Terms.

14.10. Nothing in these Terms creates, implies or evidences any partnership or joint venture between the You and Trakking, or the relationship between of principal and agent. Neither Trakking nor You has any authority to make any representation or commitment, or incur any liability, on behalf of one another.

14.11. Any express waiver or failure to exercise promptly any right under these Terms will not create a continuing waiver or any expectation of non-enforcement. If any provision of these Terms is held invalid by any law or regulation of any government, or by any court or arbitrator, the parties agree that such provision will be replaced with a new provision that accomplishes the original business purpose, and the other provisions of these Terms will remain in full force and effect.

14.12. Section headings are inserted for convenience only and shall not affect interpretation of the Terms.

END OF TERMS.