DealerNet Access Agreement
1. Introduction
Loewen has created DealerNet and will authorize each Dealer to use DealerNet for the purpose of accessing its Dealer Account. This DealerNet Access Agreement (the “Agreement”) governs Dealer’s use of DealerNet. By using DealerNet, each Dealer agrees to the terms and conditions of this Agreement. Please read this Agreement carefully. You may review this Agreement on-line at any time by selecting Terms and Conditions.
2. Definitions
In addition to any capitalized terms defined in this Agreement, the following terms shall have the meanings set forth herein.
“Dealer” means any Loewen ALD or LWC, or any other entity that has a contractual relationship with Loewen that authorizes such entity to use DealerNet.
“DealerNet” means the dedicated website created and maintained by Loewen that Dealers may access through the Internet for their exclusive use.
“Dealer Account” means the Loewen ALD or LWC Account Number; As a dealer may have more then one account number this Agreement applies to all account numbers associated with a specific User ID.
“Loewen” means Loewen Inc. and its subsidiaries or affiliates
“Password” means the combination of numbers and/or letters selected by a Dealer from time to time, for its exclusive use, as a means of identifying Dealer and enabling Dealer to access DealerNet.
“User ID” means the combination of numbers and/or letters selected by a Dealer from time to time, for its exclusive use, as a means of identifying Dealer and enabling Dealer to access DealerNet.
3. Dealer Accounts, Passwords, and Security
A. Loewen will establish one or more Dealer Accounts for Dealer.
B. On the first occasion that Dealer uses DealerNet, Dealer will be instructed to formulate a new User ID and Password. Dealer alone will be responsible for maintaining the confidentiality of its User ID and Password. Dealer agrees to implement and abide by reasonable security measures to protect the confidentiality of its User ID and Password to prevent unauthorized use of DealerNet or access of a Dealer Account. Dealer is solely responsible for maintaining the confidentiality and security of its User ID and Password.
C. If Dealer’s User ID and/or Password is lost or stolen or if Dealer has any reason to know or suspect that the confidentiality of its User ID and/or Password has been compromised, Dealer shall, as soon as reasonably possible, notify by phone, email, or facsimile either: (a) Dealer’s Customer Order Services representative, or (b) Dealer’s Territory Manager to report such occurrence.
D. Dealer will be liable for all loss or injury that occurs if Dealer’s User ID and/or Password is used improperly and without authorization to access its Dealer Account unless Dealer proves to Loewen’s satisfaction that Dealer complied with this Section 3 to prevent the unauthorized use of DealerNet and unauthorized access of the Dealer Account.
E. Dealer is required to submit a valid email address with their DealerNet registration. This email address may be used by Loewen to send important policy and pricing information. This address must be kept current using the appropriate tool in the “My Account” section of DealerNet. Loewen will not redistribute or disclose this address to any third party that is not an affiliate or agent of Loewen.
4. Disclaimer And Limitation Of Liability
A. Dealer is solely responsible for establishing an Internet connection and for any associated telecommunication tolls or charges.
B. Loewen, at its own cost and expense, will maintain DealerNet.
C. LOEWEN PROVIDES DEALERNET TO DEALER ON AN “AS IS” AND “AS AVAILABLE” BASIS. LOEWEN DOES NOT WARRANT THAT DEALERNET WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. LOEWEN MAKES NO EXPRESS WARRANTIES AND WAIVES ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE REGARDING THE OPERATION OF DEALERNET. NO ADVICE OR INFORMATION GIVEN BY LOEWEN OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY REGARDING DEALERNET. LOEWEN IS NOT LIABLE FOR ANY COSTS OR DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM DEALER’S USE OF DEALERNET OR THE INTERNET, INCLUDING ANY INDIRECT, INCIDENTAL, EXEMPLARY, MULTIPLE, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES.
5. Change To This Agreement
Loewen may amend or modify any provision of this Agreement by providing Dealer notice of such amendment or modification either before or after such changes take effect. If Dealer continues to use DealerNet after the effective date of such amendment or modification, Dealer will be deemed to have agreed and consented to such amendment or modification.
6. Termination
A. Once Dealer ceases to be a Loewen ALD or LWC (or once Dealer’s contractual relationship with Loewen terminates or expires), Dealer agrees and acknowledges that its authorization to use DealerNet in any manner whatsoever will be terminated.
B. Notwithstanding the foregoing, Loewen may terminate this Agreement, and Dealer’s authorization to use DealerNet, at any time without notice to Dealer. Loewen will have no liability for any loss or inconvenience to Dealer which may result.
7. Proprietary Interest
A. Loewen owns all right, title, and interest in DealerNet. Dealer has no right, title, or interest in DealerNet other than the revocable right to use DealerNet granted in this Agreement.
B. Market data and other information provided to Dealer through DealerNet is proprietary to Loewen, the appropriate information provider(s) and their licensor(s) and is protected by applicable copyright law. Dealer will not reproduce, sell, distribute, publish, or commercially exploit such data without the express written consent of Loewen or the appropriate information provider(s), as applicable. Dealer will only use the market data and information for its own business use.
8. Governing Law
This Agreement shall be governed by the law of the Province of Manitoba and the laws of Canada applicable therein.
(Last updated: January 10, 2006.)