TAIGA BUILDING PRODUCTS LTD. TERMS OF SERVICE

Thank you for selecting the Services offered by Taiga Building Products Ltd. and/or its subsidiaries and affiliates (referred to as “Taiga”, “we”, “our” or “us”). Review these Terms of Service (the “Agreement”) thoroughly. This Agreement is an agreement between you (referred to as “you”, “your” and “User”) and Taiga. By clicking “I Agree”, indicating acceptance electronically, or by, accessing or using the Services (as defined below), you agree to this Agreement. If you do not agree to this Agreement you may not use the Services.

1. GENERAL:
1. In this Agreement “Service” or “Services” means use of the Taiga website (taiganow.com), platform, establishing an account and related applications.
2. This Agreement describes the terms governing your use of the Taiga Services. The Services includes, but not limited to:

   (a) Taiga’s Privacy Policy.

   (b) Additional terms and conditions, which may include those from third parties.

   (c) Establishing an account.  Accounts you set up are always reviewed and approved by the applicable Branch Manager and go through a vetting process if you are a new Taiga customer. Accounts are granted at the discretion of Taiga management.

   (d) Orders Placed.  All orders placed through the Taiga website will be reviewed and approved before released for pickup or delivery.

   (e) Pricing.  Taiga always uses its best efforts for pricing to be accurate; however in the event of a price discrepancy between the price shown on taiganow.com and price provided by your Taiga representative, Taiga will honour the lowest pricing from the representative or official price communications. Taiga also reserves the right to decline purchases based on a  pricing error.

   (f) Shipping and Returns.  Items purchased through the Taiga website are subject to approval prior to release and shipping of the goods purchased.  You are to contact your Taiga Representative for accurate shipping schedules.

   (g) Any terms provided separately to you for the Services, including product terms, ordering, account activation, payment terms, data processing agreements, etc.

3. You must be at least 18 years of age to use our Services. By accessing or using our Services you agree that:

   (a) By using your account, you form a binding contract with Taiga;

   (b) You will use only use the Services in Canada and U.S.;

   (c) You will comply with this Agreement and all applicable local, provincial, state, national and international laws, rules and regulations.

2. YOUR RIGHT TO USE THE SERVICES:
1. The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services and only for the purposes described by Taiga. Taiga reserves all other rights in the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement, Taiga grants to you a personal, limited, nonexclusive, non-transferable right and license to use the Services.
3. SERVICES:
You acknowledge that our Services as presented in these Term of Service and on our website at https://www.taigabuilding.com have been communicated to you and you agree to them. You agree that Taiga can change the Services from time to time. Where such changes occur Taiga will notify you in accordance with the terms of this Agreement.
4. PAYMENT:
1. You are bound to the payment terms laid out in your latest agreement. To retrieve a copy of your latest agreement please contact your Taiga Representative. If you do not have an agreement you are bound to the standard terms noted on your account. For more information please contact your Taiga Representative.
2. Upon registering for the Services and establishing your account, you agree to provide Taiga with your complete and accurate billing and contact information. This information includes but is not limited to your legal company name, street address, e-mail address, and the name and telephone number of a person (appointed by you) who is responsible for and authorized to make all decisions concerning registration for and changes to your account for the Services (the “Administrator”). The Administrator shall act as the billing contact on your behalf. You agree to update the above information within thirty days of any change to it. If the contact information you provide is false or fraudulent, Taiga reserves the right to terminate your account in addition to any other legal remedies. You agree that you are responsible for any damages arising from the failure to provide such information or follow this Agreement in providing it.
3. If you believe an invoice you have received for products or Services is incorrect, you must dispute the invoice by providing us a notification of your dispute (a “Dispute Notice”) within ten days of the date of the invoice (the “Dispute Period”). If payment hasn’t been received and a Dispute Notice has not been filed, or a Dispute Notice was filed after the Dispute Period, Taiga reserves the right to terminate your access to the Services for non-payment. Dispute Notices must be sent to your Taiga Representative.
5. ACCOUNT SUSPENSION
1. If your account is suspended for non-payment Taiga will store your information (the “Account Data”) for as long as we are legally required to. When Taiga is no longer bound to store it, Taiga will dispose of the Account Data in a confidential manner. If your account is suspended Taiga will provide you access to your Account Data upon request in accordance with the provisions of this Agreement.
6. CANCELLATION
1. You can request to cancel the Services by informing us in in writing (a “Cancellation Notice”) at any time. Cancellation Notices can be provided to Taiga by emailing taiganow@taigabuilding.com, or by emailing your Taiga Representative with the subject line ‘Account Termination’.
2. Accessing Your Account Data After Cancellation: You have the right under this Agreement to request that Taiga provide you with your Account Data that is stored on our platform either upon cancellation by notice or cancellation for non-payment as set out above. Taiga has the right to charge you a reasonable fee to provide you your Account Data. Such fee must be paid in advance. Taiga will use all reasonable efforts to supply you with your Account Data upon request and upon payment of the required fee. Taiga bears no responsibility for loss of your Account Data if you do not request it within 90 days of cancellation of your account.
7. FEES, REFUNDS AND DISPUTES:
1. If you dispute a charge and the dispute is inaccurate, you agree to pay TAIGA an “Administration Fee” of not less than $50 and not more than $150. If you elevate the dispute to the level of a court of law and lose the dispute you agree to indemnify Taiga for all losses relating to defending your claims including without limiting the generality of the forgoing Taiga’s legal costs on a solicitor and own client basis.
2. Checks that are returned NSF (Non-Sufficient Funds) for any reason are subject to a $50.00 administration fee.  
8. SUPPORT BOUNDARIES:
1. Taiga provides support to its customers during regular operation hours, excluding stat holidays. Please contact your local Taiga Branch for support hours.

   (a) Taiga provides support related to your registered account on our platform.

9. CONTENT AND USE OF THE SERVICES
1. You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in, promote or transmit any of the following:

   (a) Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that is excessively violent, incites or threatens violence, encourages "flaming" others or criminal or civil liability under any local, provincial, federal or foreign law;

   (b) Content that would impersonate someone else or falsely represent your identity or qualifications, or that may constitute a breach of any individual’s privacy; is illegally unfair or deceptive, or creates a safety or health risk to an individual or the public;

   (c) Virus, Trojan horse, worm or other disruptive or harmful software or data;

   (d) Any Content that you do not own or have the right to use without permission from the intellectual property rights owners thereof.

10. USE OF THE YOUR PERSONAL INFORMATION
TAIGA will use your personal information in accordance with our Privacy Policy which can be accessed here: https://taiganow.com/privacy
11. DISCLAIMER OF WARRANTIES
1. YOUR USE OF THE SERVICES, AND CONTENT PROVIDED BY TAIGA IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TAIGA, ITS AFFILIATES, AND ITS AND THEIR THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES ARE FIT FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OF CONTENT IN OR LINKED TO THE SERVICES. TAIGA AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION. IF THE EXCLUSIONS FOR IMPLIED WARRANTIES DO NOT APPLY TO YOU, ANY IMPLIED WARRANTIES ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF THE SERVICES, WHICHEVER IS SOONER.
2. TAIGA, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.
12. LIMITATION OF LIABILITY
1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF TAIGA, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, TAIGA, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET TAIGA SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF TAIGA AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF TAIGA, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.  
2. You understand that it is your responsibility and in your best interest to inform TAIGA about any problem with access to the Services.
13. INDEMNIFICATION
You agree to indemnify and hold Taiga and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys' fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as "Claims"). Taiga reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Taiga in the defense of any Claims.  
14. COPYRIGHT AND TRADEMARKS
Taiga logos, trademarks, graphics and the general layout and operations of the Services are and remain the property of Taiga.  Third party trademarks, logos or graphics are owned by that third party.  No license or other rights in or to such logos, graphics and the general layout and operations are granted to you or any party through use of the Services. Any rights that may transfer to you in connection with Taiga and/ or the Services are strictly usage-based rights only and Taiga grants no other rights to you in connection therewith. All right, title and interest in and to Taiga’s provision of the Services under this Agreement, including any materials or information disclosed or provided to you by Taiga (or copies thereof) for the purpose of the your use of the Services are owned exclusively by Taiga and/ or its affiliates.
15. SYSTEM AND NETWORK SECURITY:
1. Users are prohibited from violating or attempting to violate the security of Taiga network. Violations of Taiga or the security of its Users may result in civil or criminal liability. TAIGA will investigate occurrences, which may involve such violations and may involve, and cooperate with, law enforcement and regulatory authorities in prosecuting Users who are involved in such violations. These violations include, without limitation:

   (a) Accessing data not intended for such User or logging into an account which such User is not authorized to access.

   (b) Attempting to probe, scan or test the vulnerability of Taiga or to breach security or authentication measures without proper authorization.

   (c) Attempting to interfere with Service to any User, without limitation, via means of overloading, phishing, “Flooding”, “mail bombing”, or “crashing”.

   (d) Taking any action in order to obtain Services to which such User is not entitled.

2. Taiga is under no obligation to monitor any User’s activities to determine if a violation of this Agreement has occurred, nor does it assume any responsibility through this Agreement to monitor or police Internet-related activities. Taiga has no right to look at any User’s activities unless there are reasonable cause to suspect violations of the terms of this Agreement.
16. TERMINATION.
Taiga may, in its sole discretion and without notice, restrict, deny, terminate this Agreement or suspend the Services, related or other Services, effective immediately, in whole or in part, if we determine that your use of the Services violates the Agreement, is improper or substantially exceeds or differs from normal use by other users,  raises suspicion of fraud, misuse, security concern, illegal activity or unauthorized access issues, to protect the integrity or availability of the Services or systems and comply with applicable Taiga policy, if you no longer agree to receive electronic communications, or if your use of the Services conflicts with Taiga’s interests or those of another user of the Services. Upon Taiga’s notice that your use of the Services has been terminated you must immediately stop using the Services and any outstanding account payments will become due. Any termination of this Agreement shall not affect Taiga’s rights to any payments due to it. This Agreement with the exception of section 2.1 will survive and remain in effect even if the Agreement is terminated.    
17. MISCELLANEOUS PROVISIONS:
1. Assignment.Other than as expressly provided under this Agreement, you shall not transfer or assign this Agreement nor your account without the prior written consent of Taiga. Taiga may assign this Agreement at any time without consent from or notice to you.
2. We may tell you about other Taiga Services.You may be offered other services, products, or promotions by Taiga ("Additional Services"). Additional terms and conditions and fees may apply. With some Additional Services you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, etc., to the Internet.
3. Communications.Taiga may be required by law to send you communications about the Services or third party products. You agree that Taiga may send these communications to you via email or by posting them on our websites
4. You will manage your passwords and accept updates.You are responsible for securely managing your password(s) for the Services and to contact Taiga if you become aware of any unauthorized access to your account. The Services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve the Services. You agree to receive these updates.
18. CHANGES.
We reserve the right to modify this Agreement, in our sole discretion, at any time, and the modifications will be effective when posted through the Services or on our website for the Services or when we notify you by other means. We may also change or discontinue the Services, in whole or in part.  It is important that you review this Agreement whenever we modify it because your continued use of the Services indicates your agreement to the modifications.
19. GOVERNING LAW AND JURISDICTION
You agree that this Agreement shall be governed by the laws of the Province of British Columbia and of Canada where applicable. You agree that any dispute arising out of this agreement shall be under the jurisdiction of the courts of British Columbia and such courts shall have the exclusive jurisdiction to hear, settle and/or determine any dispute or claim that arises out of or in connection with this Agreement, including its subject matter, its validity and its binding effect on you.