1. Disclaimer of Warranties & Limitation of Liability
1.1 YOU EXPRESSLY AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK. NEITHER THETOP10 , NOR ANY OF ITS AFFILIATES, EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS, OR LICENSORS WARRANT THAT THE SITE WILL BE UNINTERUPTED OR ERROR FREE. NOR DO THEY MAKE ANY WARRANTY AS TO THE ACCURACY, RELIABILITY, COMPLETENESS, OR CONTENTS OF ANY CONTENT, INFORMATION, MATERIAL, POSTINGS, OR POSTING RESPONSES FOUND ON THE SITE, ANY MERCHANDISE OR SERVICES PROVIDED THROUGH THE SITE, OR ANY LINKS TO OTHER SITES MADE AVAILABLE ON THE SITE.
1.2 WHILE THETOP10 SCREENS IT’S LISTINGS AND RELATED BUSINESSES THOROUGHLY AND STRIVES FOR ACCURACY, THE SITE AND ALL CONTENT, MATERIAL, INFORMATION, POSTINGS, OR POSTING RESPONSES FOUND ON THE SITE ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
1.3 UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL THETOP10 (OR ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS, OR LICENSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS), BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, ANY CONTENT, INFORMATION, MATERIAL, POSTINGS, OR POSTING RESPONSES ON THE SITE OR THE SITE ITSELF. THESE LIMITATIONS APPLY REGARDLESS OF WHETHER THE PARTY LIABLE OR ALLEGEDLY LIABLE WAS ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THETOP10 (AND ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS, OR LICENSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS), IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER, INCLUDING YOU.
You agree to defend, indemnify and hold harmless TheTop10 (and any of its parents, subsidiaries, affiliates, employees, agents, third party content providers, or licensors, and their respective directors, officers, employees, and agents) from and against all claims, liability, and expenses, including attorneys' fees and legal fees and costs, arising out of your use of the Site or your breach of any provision of this Agreement. TheTop10 reserves the right, in its sole discretion and at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you. You will cooperate as fully as reasonably required in the defence of any claim.
TheTop10 may terminate this Agreement and your use of the Site at any time. TheTop10 shall have the right immediately to terminate your use of the Site in the event of any conduct by you which TheTop10, in its sole discretion, considers to be unacceptable, or in the event of any breach by you of this Agreement.
4. Law Governing Performance and Disputes
This Agreement, your performance under it, and any disputes arising under it shall be governed exclusively by the laws Canada and the Province of Ontario. You expressly consent to the exclusive forum, jurisdiction, and venue of the Courts of Ontario, Canada in any and all actions, disputes, or controversies relating to this Agreement.
5. General Terms
This Agreement and any posted rules on the Site established by TheTop10 constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by either TheTop10 or you of any breach or default under this Agreement shall be deemed to be a waiver of any preceding or subsequent breach or default. This Agreement shall be binding upon and inure to the benefit of TheTop10 and its successors, trustees, and permitted assigns. TheTop10 may assign this Agreement, or any of its rights or obligations under this Agreement, with or without notice to you.