These terms of use (the “Agreement”) are entered into between Trail Sentinel Inc. (“Sentinel”, “we”) and the organization that creates a Sentinel account, starts a trial or subscribes to the Services (the “Client”). Sentinel and the Client are each a “Party”.
By creating an account, starting a trial or using the Services, the Client accepts this Agreement. The person who accepts it on the Client's behalf represents that they are authorized to bind the Client.
1. Definitions
Capitalized terms have the following meaning:
1.1 “Access Credentials” means any user name, email address, password, one-time verification code, session token, key or other means used, alone or in combination, to verify an individual's identity and authorization to access the Services.
1.2 “Authorized User” means any person the Client invites to use the Services under its account, including its employees, volunteers, members, directors and subcontractors.
1.3 “Aggregate Data” means Client Data from which all identifiers have been removed, or which has been combined with other data, such that it cannot identify the Client, the Authorized Users or any other person.
1.4 “Client Data” means the information, data and other content, in any form, that the Client, an Authorized User or a Public Contribution submits to the Services, including trails, tracks, tasks, photos, videos, structures, inspection reports, checklists, discussions, trail conditions, geographic positions, time entries and hourly rates. Client Data does not include Usage Data.
1.5 “Public Contribution” means a report, photo or other information that a person without a Sentinel account submits to the Client through a public feature of the Services, for example a reporting form reached through a QR code.
1.6 “Client Systems” means the Client's information technology infrastructure, including its computers, phones, tablets, software, networks and third-party services, whether operated by the Client directly or through a third party.
1.7 “Documentation” means the guides, help articles and other information about the Services that Sentinel makes available to the Client, including the documentation published at trail-sentinel.com/en/docs.
1.8 “Plan” means the subscription plan the Client selects in the Services or agrees to in writing with Sentinel, together with its features, price and billing period.
1.9 “Harmful Code” means any virus, trojan horse, worm, backdoor, malware or other code or means whose purpose or effect is (a) to permit unauthorized access to a computer, software, network or data, or to destroy, disrupt, disable, distort or harm them, or (b) to prevent the Client or an Authorized User from using the Services or Sentinel Systems as intended by this Agreement.
1.10 “IP Rights” means, in any jurisdiction, whether registered or not, trademarks and the goodwill associated with them, copyrights, trade secrets and confidential know-how, patents, domain names and all other intellectual property rights, including the right to sue for and recover damages for past, present or future infringement.
1.11 “Liabilities” means all losses, damages, fines, costs and expenses, including reasonable professional fees and court costs, arising from any civil, criminal, regulatory or statutory claim.
1.12 “Sentinel Materials” means the Services, the Documentation, the Sentinel Systems and all information, documents, works, methods, software, mobile applications and other technologies provided or used by Sentinel or its subcontractors to deliver the Services, including Usage Data. Sentinel Materials do not include Client Data.
1.13 “Sentinel Systems” means the information technology infrastructure used by or on behalf of Sentinel to deliver the Services, including its servers, databases, software and networks, whether operated by Sentinel directly or through third-party providers.
1.14 “Representatives” means, with respect to a Party, its employees, officers, directors, consultants, agents, subcontractors, service providers, legal advisors and other authorized representatives, and those of its affiliates.
1.15 “Usage Data” means information about how the Client and its Authorized Users use the Services (for example the screens viewed, the errors encountered or the type of device), which Sentinel processes in an aggregated and anonymized manner to compile performance and operating statistics about the Services.
1.16 “Reverse Engineering” means any act of reverse engineering, translating, disassembling, decompiling, decrypting or deconstructing, or any method intended to obtain or convert information, data or software into a human-readable form.
1.17 “Services” means the Sentinel trail maintenance management platform, available through the web application and the iOS and Android mobile applications, with the features included in the Client's Plan, together with the support described in Schedule A.
2. Services
2.1 Access and Use. Subject to the Client's and its Authorized Users' compliance with this Agreement, Sentinel grants the Client and its Authorized Users the right to access and use the Services for the term of this Agreement, for the Client's internal purposes, namely managing its trails, its crews and its communications with trail users.
2.2 Authorized Users. The Client selects its Authorized Users, assigns them a role and permissions, and may remove them at any time. The Client is responsible for the actions its Authorized Users take in the Services as if it had taken them itself.
2.3 Support. Sentinel provides the Client with support for accessing and using the Services under the terms of Schedule A.
2.4 Service and System Control. Except as otherwise provided in this Agreement, as between the Parties:
2.4.1 Sentinel retains sole control over the operation, provision, maintenance and management of the Sentinel Materials; and
2.4.2 the Client retains sole control over the operation, maintenance and management of the Client Systems, and sole responsibility for all access to and use of the Sentinel Materials through the Client Systems or by its Authorized Users, including (i) the information and instructions they submit to the Services, (ii) the results obtained from the Services, and (iii) the conclusions, decisions and actions based on those results.
2.5 Changes to the Services. Sentinel may change the Services and the Sentinel Materials when it deems it useful to (a) maintain or improve their quality, security, performance or cost efficiency, or (b) comply with applicable law. Sentinel will not remove an essential feature of the Client's Plan during a billing period without offering the Client a reasonable alternative.
2.6 Maintenance. Sentinel may take the Services offline for scheduled or critical maintenance. It uses reasonable efforts to notify the Client as early as possible, but may carry out critical maintenance before notifying the Client. The mobile applications keep working offline during an interruption, and the data entered is synchronized once the Services are back.
2.7 Mobile Applications. The mobile applications are distributed through Apple's App Store and Google Play. Apple and Google are not parties to this Agreement and have no obligation regarding the Services. Use of the applications is also subject to the terms of those stores.
3. Compliance
3.1 Restrictions. The Client shall not, and shall not permit any other person to:
3.1.1 copy or modify the Services or the Sentinel Materials, or create derivative works of them;
3.1.2 rent, lend, sell, sublicense, assign, distribute or otherwise make the Services or the Sentinel Materials available to a third party, including through a hosting, service bureau or software-as-a-service offering, except to Authorized Users and through the public features provided in the Services;
3.1.3 perform Reverse Engineering of the Services or the Sentinel Materials, or otherwise attempt to obtain their source code, in whole or in part;
3.1.4 bypass any security device of the Services, or access them other than as an Authorized User with their own valid Access Credentials;
3.1.5 submit to the Services any unlawful, defamatory or injurious content, or any Harmful Code;
3.1.6 damage, disrupt, overload or impede the Services, the Sentinel Systems or the provision of the Services to other clients, including through massive automated extraction;
3.1.7 remove, alter or obscure any trademark, copyright notice or other proprietary notice appearing in the Services or the Sentinel Materials;
3.1.8 use the Services in a way that infringes the IP Rights or other rights of any third party, including by uploading maps or tracks without holding the right to do so;
3.1.9 use the Services or the Sentinel Materials to design, provide or use a competing product, or for competitive analysis; or
3.1.10 use the Services in violation of applicable laws or for unlawful purposes.
3.2 Unauthorized Access. The Client takes reasonable steps to prevent unauthorized access to the Services, including by protecting Access Credentials and promptly removing access for anyone who should no longer have it. It notifies Sentinel as soon as it becomes aware of an activity prohibited by Section 3.1, an unauthorized use of the Services or a breach of their security.
3.3 Material Breach. Any breach of Sections 3.1 and 3.2, including by an Authorized User, is a material breach for the purposes of Section 9.10. Where the security of the Services or of other clients is at risk, Sentinel may also suspend the access concerned without notice while the issue is remedied.
4. Data Security
4.1 Security Obligations. Sentinel applies physical, administrative and technical security measures in accordance with applicable law and its internal policies, including encryption of communications and role-based access control.
4.2 Confidentiality Incidents. Sentinel maintains a confidentiality incident procedure in accordance with applicable law. If an incident affects Client Data, it notifies the Client diligently and works with the Client to limit its consequences.
4.3 Client Control and Responsibility. The Client retains sole responsibility for (a) the Client Data, its content and its use, (b) the information and instructions submitted by it or its Authorized Users, (c) the Client Systems, (d) the security and use of its Authorized Users' Access Credentials, and (e) all access to the Services made with those Access Credentials, with or without its consent, and the results, conclusions and decisions that follow.
4.4 Access and Security. The Client puts in place the controls needed to (a) securely manage the access and roles granted to its Authorized Users, and (b) control the content of the Client Data, including the photos and positions it uploads or makes public.
5. Personal Information
5.1 Privacy Policy. Sentinel handles personal information in accordance with its privacy policy, which forms part of this Agreement.
5.2 Roles of the Parties. With respect to the personal information contained in the Client Data, including that of Authorized Users and of the authors of Public Contributions, the Client is the organization responsible for it and Sentinel acts as its service provider, solely to deliver the Services. Sentinel is responsible for the information it collects on its own behalf, such as billing information.
5.3 Client Obligations. The Client informs its Authorized Users and the public of the personal information collected through the Services, including the geographic position attached to a task or a report, and obtains the consents required by applicable law, including Quebec's Act respecting the protection of personal information in the private sector.
5.4 European Union. Where the Client is established in the European Union, or where the Services process personal data within the meaning of the General Data Protection Regulation (the “GDPR”), Sentinel acts as the Client's processor within the meaning of the GDPR. At the Client's request, the Parties enter into a data processing agreement that complies with Article 28 of the GDPR.
6. Client Data
6.1 Use of Client Data. Unless the Client gives its prior written consent, Sentinel accesses, processes and uses Client Data only as necessary to provide the Services, support them, keep them secure and working properly, or comply with the law. Sentinel does not sell Client Data and does not disclose it to any third party, except to its service providers (hosting, file storage, payment, email and notification delivery, mapping, error tracking) bound by reasonable confidentiality and security obligations, and except as required by law.
6.2 Content Published by the Client. Some features let the Client make Client Data available to the public, including trail conditions, task share links and reporting forms. The Client decides what it publishes and is solely responsible for it. Anyone holding a share link can view the content it exposes.
6.3 Risk of Exposure. The Client acknowledges that hosting data online involves risks of unauthorized disclosure or exposure, and that it accepts those risks by using the Services. Notwithstanding anything to the contrary, Sentinel does not guarantee that Client Data will never be exposed or disclosed through the error or action of a third party.
6.4 Accuracy and Suitability. Sentinel is not responsible for the inaccuracy or incompleteness of Client Data, nor for its unlawful use by the Client. The Client ensures that the Client Data it submits to the Services is suitable for the purposes for which it is submitted, in light of applicable law, its internal policies and its obligations to third parties.
6.5 Aggregate Data and Usage Data. Sentinel may compile Usage Data and Aggregate Data to operate, secure, measure and improve the Services. Sentinel does not sell Aggregate Data and does not use Client Data to train any artificial intelligence model.
6.6 Export and Retention. During the term of this Agreement, the Client may export its Client Data using the export features included in its Plan. When this Agreement ends, Sentinel keeps the Client Data for ninety (90) days to allow a reactivation or a complete export, then deletes it, subject to backup copies, which are erased on their normal cycle, and to information Sentinel is required by law to keep.
6.7 Deleting a User Account. An Authorized User may delete their own account at any time from within the Services, as described in the privacy policy. The tasks, reports, messages and time entries they created remain in the Client's account, with their authorship anonymized.
7. Confidentiality
7.1 Confidential Information. In connection with this Agreement, each Party (the “Disclosing Party”) may disclose Confidential Information to the other Party (the “Receiving Party”). Each Party undertakes to keep it confidential in accordance with this Section.
7.2 Definition. “Confidential Information” means any information of the Disclosing Party that is not public and whose disclosure would likely harm it or give an advantage to whoever receives it, in whatever form it is disclosed, before or after acceptance of this Agreement, whether or not marked as confidential, together with any information derived from it. Client Data is Confidential Information of the Client, except the data the Client itself makes public. Confidential Information does not include information that:
7.2.1 was rightfully known to the Receiving Party, without restriction, before being disclosed to it in connection with this Agreement;
7.2.2 is or becomes public other than through a breach by the Receiving Party or its Representatives;
7.2.3 is received from a third party that, to the Receiving Party's knowledge, was under no confidentiality obligation toward the Disclosing Party; or
7.2.4 is independently developed by the Receiving Party without use of the Confidential Information.
7.3 Protection of Confidential Information. The Receiving Party:
7.3.1 uses the Confidential Information only as necessary to exercise its rights or perform its obligations under this Agreement, and never to compete with or harm the Disclosing Party;
7.3.2 subject to Section 7.5, discloses it only to those of its Representatives who (i) need it for the purposes of this Agreement, (ii) have been informed of its confidential nature and (iii) are bound by confidentiality obligations at least as protective as those in this Section;
7.3.3 protects it against unauthorized use, access and disclosure with at least the same care it applies to its own information of a similar nature, and in no event with less than reasonable care; and
7.3.4 ensures its Representatives comply with this Section and is liable for their breaches.
7.4 Remedies. The Receiving Party is liable to the Disclosing Party for any harm caused by a breach of this Section by it or its Representatives. It acknowledges that such a breach may cause serious and irreparable harm, and that the Disclosing Party may then seek an injunction or specific performance, in addition to any other remedy.
7.5 Compelled Disclosure. If the Receiving Party or its Representatives are required by law to disclose Confidential Information, the Receiving Party, to the extent permitted by law, (a) notifies the Disclosing Party in writing before the disclosure, so that it may seek a protective order or other remedy, and (b) provides it with reasonable assistance, at the Disclosing Party's expense. The Receiving Party then discloses only the portion of the Confidential Information it is legally required to disclose.
7.6 Trade Secrets. The obligations in this Section regarding Confidential Information that constitutes a trade secret remain in effect for as long as it keeps that status, other than through an act of the Receiving Party or its Representatives.
7.7 Return or Destruction. Upon written request of the Disclosing Party, the Receiving Party returns or destroys, within thirty (30) days, the documents containing its Confidential Information, without keeping any copy, except backup copies erased on their normal cycle and what it is required by law to keep, and confirms this in writing. Client Data instead follows the terms of Section 6.6.
8. Intellectual Property
8.1 Sentinel Materials. Sentinel retains all rights in the Sentinel Materials, including their modifications, improvements and derivative works, and all related IP Rights, including the Sentinel name, logos and trademarks. This Agreement grants the Client no right in the Sentinel Materials, whether expressly, by implication or otherwise, other than the right of use set out in Section 2.1.
8.2 Feedback. “Feedback” means any idea or suggestion from the Client or its Authorized Users for improving or modifying the Sentinel Materials. Sentinel has no obligation to treat Feedback as confidential and may use, disclose or exploit it freely, without compensating or crediting the Client.
8.3 Client Data. The Client remains the owner of the Client Data. Neither Sentinel nor any third party acquires any right in it. The Client grants Sentinel a non-exclusive, worldwide, royalty-free licence to reproduce, host, transmit, display and otherwise use the Client Data, for the term of this Agreement and the retention period set out in Section 6.6, solely as necessary to provide the Services, and a non-exclusive, perpetual and irrevocable licence to the Aggregate Data, solely for the purposes set out in Section 6.5.
8.4 Public Contributions. A Public Contribution becomes Client Data of the Client that receives it. The Client is responsible for how it is handled, retained and published.
8.5 Client's Trademarks. The Client grants Sentinel a non-exclusive, non-transferable, worldwide and royalty-free licence, but no obligation, to use its name and logo (the “Client's Trademarks”) to identify it as a Sentinel client, including on Sentinel's website and in its presentations. Sentinel follows the Client's reasonable guidelines regarding its trademarks. The Client may withdraw this authorization at any time by written notice, and Sentinel then stops any new use within a reasonable time.
9. Billing, Term and Termination
9.1 Billing Period. The Services are provided on a subscription basis, for a monthly or annual period selected in the Plan (the “Billing Period”). The Client is billed at the start of each Billing Period.
9.2 Renewal. This Agreement renews automatically at the end of each Billing Period, for a period of the same length, until it is terminated in accordance with this Section. Sentinel may change its prices for a future Billing Period by notifying the Client at least thirty (30) days in advance. The new price applies from the renewal following the notice, unless the Client cancels before that date.
9.3 Payment. The Client pays the Plan fees by credit card or by any other payment method Sentinel makes available. Payments are processed by a third-party payment provider, and Sentinel does not store card numbers. Unless otherwise stated, amounts are expressed and billed in Canadian dollars.
9.4 Taxes. Fees exclude applicable sales and similar taxes, including GST, HST and QST, which are charged in addition where required by law.
9.5 Free Trial. Sentinel may, at its discretion, offer a free trial for a limited time, without a credit card (the “Trial”). When the Trial ends, the Client's account becomes read-only until a payment method is added: its data remains viewable but can no longer be modified. Sentinel determines eligibility for the Trial and may end or extend it at its discretion.
9.6 Community Plan. Sentinel may grant, on request and at its discretion, a free or reduced-price Plan to an organization that meets its eligibility criteria. This Plan is reviewed every year, and Sentinel may end it at the review by notifying the Client at least thirty (30) days in advance.
9.7 Cancellation by the Client. The Client may cancel its subscription at any time, from within the Services or by writing to Sentinel. Cancellation takes effect at the end of the current Billing Period, and the Client keeps access to the Services until that date. This Agreement ends on the same date.
9.8 No Refunds. Fees paid are non-refundable, in whole or in part, including when the Client cancels during a Billing Period, moves to a lower Plan or does not use the Services, subject to Section 9.10 and except where required by law.
9.9 Payment Failure. If a payment fails or is not made when due, Sentinel may, in addition to its other remedies and after notifying the Client:
9.9.1 make the Client's account read-only until payment, then terminate this Agreement if the default continues for more than thirty (30) days;
9.9.2 charge interest on the amounts owed at the rate of 1% per month, which is 12.68% per year; and
9.9.3 claim from the Client the reasonable costs incurred to collect the amounts owed, including collection agency fees and legal fees.
9.10 Termination for Material Breach. Either Party may terminate this Agreement with immediate effect, by notice to the other Party, if the other Party materially breaches its obligations or representations under this Agreement and does not cure the breach within thirty (30) days after written notice reasonably describing it. If the Client terminates for a material breach by Sentinel, Sentinel refunds the Client the portion of prepaid fees corresponding to the unexpired period.
9.11 Effect of Termination. When this Agreement ends, the right of access of the Client and its Authorized Users ends, and the Client Data is handled in accordance with Section 6.6. Amounts owed remain payable.
9.12 Survival. Sections 1 (Definitions), 6.6 (Export and Retention), 7 (Confidentiality), 8 (Intellectual Property), 9.11 and this Section 9.12, 10 (Representations and Warranties), 11 (Indemnification), 12 (Limitation of Liability) and 13 (General Provisions), together with any other provision that by its nature should survive, survive the end of this Agreement.
10. Representations and Warranties
10.1 Mutual Warranties. Each Party represents and warrants to the other Party that:
10.1.1 it is duly constituted and validly existing under the laws of its jurisdiction, where applicable;
10.1.2 it has the capacity to enter into this Agreement, perform its obligations and grant the rights and licences provided in it;
10.1.3 the person accepting this Agreement on its behalf is duly authorized to do so; and
10.1.4 this Agreement constitutes a valid and binding obligation of that Party, enforceable in accordance with its terms.
10.2 Client's Additional Warranties. The Client represents and warrants to Sentinel that (i) it complies at all times with this Agreement and applicable laws, including privacy and data protection laws, (ii) the Client Data does not infringe any right of a third party, and (iii) it has obtained all the rights and consents needed to grant Sentinel the rights provided in this Agreement.
10.3 A Management Tool, Not a Safety System. The Services are a trail maintenance management tool. They are not a safety, monitoring or alert system, nor an emergency service, and they do not replace the judgment of crews in the field. The Client remains solely responsible for the condition and safety of its trails and structures, for the work carried out, for the safety of its Authorized Users, and for the accuracy of the trail conditions it publishes. GPS positions, distance, time and cost calculations, and offline synchronization are provided for information only and may be inaccurate or delayed.
10.4 Warranty Disclaimer. Except for the express warranties in this Section 10, the Services, the Sentinel Materials and any other product, information or service provided by Sentinel are provided “as is”. To the extent permitted by law, Sentinel disclaims all other warranties, whether express, implied or statutory, including those of merchantability, fitness for a particular purpose, title and non-infringement. Sentinel makes no warranty that the Services will meet the Client's requirements, operate without interruption, achieve any particular result, produce output free of errors or omissions, or be compatible with other products or services, except to the extent set out in the Documentation, nor that they will be secure, accurate, complete, or free of Harmful Code or errors.
11. Indemnification
11.1 Each Party (the “Indemnifying Party”) indemnifies and holds harmless the other Party (the “Indemnified Party”) against any Liabilities imposed on the Indemnified Party by a third party, to the extent those Liabilities result from a breach by the Indemnifying Party of its obligations under this Agreement or the law, except to the extent those Liabilities:
11.1.1 are caused by the fault of the Indemnified Party or of any person or property under its authority or custody; or
11.1.2 result from a material breach by the Indemnified Party of this Agreement or of the law.
11.2 To benefit from indemnification, the Indemnified Party must:
11.2.1 promptly notify the Indemnifying Party of the claim or suit, a delay relieving the Indemnifying Party only to the extent it actually and materially prejudices it;
11.2.2 cooperate reasonably with the Indemnifying Party, at the Indemnifying Party's expense; and
11.2.3 give the Indemnifying Party, and its insurer, full control over the defence or settlement of the claim, provided that no settlement involving an admission by the Indemnified Party or imposing an obligation on it may be made without its prior consent.
11.3 The Indemnifying Party has no obligation to indemnify for a settlement made without its prior written consent. The Indemnified Party may participate in the defence and in the choice of counsel at its own expense.
12. Limitation of Liability
12.1 Exclusion of Certain Damages. Sentinel is liable under this Agreement only for damages that were foreseen or foreseeable when this Agreement was entered into and that are an immediate and direct consequence of its non-performance. The following are excluded in particular: (a) increased costs, or loss of value, business, revenue, grants or profits, (b) loss of goodwill or reputation, (c) inability to use the Services, or their interruption or delay, (d) loss, corruption or recovery of data, or a breach of data or system security, (e) the cost of replacement goods or services, (f) errors or omissions in results produced from Client Data, and (g) indirect, incidental, special, punitive or exemplary damages, even if Sentinel was advised of their possibility.
12.2 Cap. In no event will Sentinel's total liability arising out of this Agreement exceed the total amounts paid by the Client to Sentinel under this Agreement during the twelve (12) months preceding the event giving rise to the claim.
12.3 Scope. Sections 12.1 and 12.2 do not limit Sentinel's liability for intentional or gross fault, or for bodily or moral injury, to the extent the law prohibits such a limitation.
13. General Provisions
13.1 Relationship Between the Parties. The Parties are independent contractors. This Agreement creates no agency, partnership, joint venture, employment or fiduciary relationship between them, and neither Party may bind the other.
13.2 Interpretation.
13.2.1 In this Agreement, (a) “include”, “includes” and “including” are followed by “without limitation”, (b) “or” is not exclusive, (c) the singular includes the plural and vice versa, and (d) words denoting any gender include all genders.
13.2.2 Unless the context requires otherwise, a reference (a) to a section or schedule is to a section or schedule of this Agreement, (b) to a document is to that document as amended from time to time, and (c) to a statute is to that statute as amended, together with its regulations.
13.2.3 The schedules and the privacy policy form an integral part of this Agreement. Unless otherwise stated, amounts are expressed in Canadian dollars.
13.2.4 Headings are for reference only and do not affect the interpretation of this Agreement.
13.3 Entire Agreement. This Agreement, together with the privacy policy and the Client's Plan, constitutes the entire agreement of the Parties on its subject matter and supersedes all prior agreements, representations and warranties, written or oral, on that subject.
13.4 Changes to this Agreement. Sentinel may change this Agreement. It notifies the Client of any material change, by email or in the Services, at least thirty (30) days before it takes effect, and updates the date shown at the top of this page. If the Client does not accept the change, it may cancel its subscription before the change takes effect, at no additional cost. Continued use of the Services after that date constitutes acceptance of the change.
13.5 Notices. Sentinel sends its notices to the Client at the email address of the account owner or in the Services. The Client sends its notices to Sentinel at contact@trail-sentinel.com.
13.6 Assignment. The Client may not assign or transfer its rights or obligations under this Agreement without Sentinel's prior written consent. Any assignment in violation of this Section is void. Sentinel may assign this Agreement as part of a merger, an acquisition or a sale of all or substantially all of its assets, by notifying the Client. This Agreement binds the Parties and their permitted successors and assigns.
13.7 No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties and their permitted successors and assigns. It confers no right on any third party, including Authorized Users and authors of Public Contributions.
13.8 Waiver. A waiver of any provision of this Agreement is valid only if made in writing and signed by the waiving Party. A Party's failure or delay in exercising a right is not a waiver of that right, and the partial exercise of a right does not prevent its later exercise.
13.9 Severability. If a provision of this Agreement is invalid, illegal or unenforceable in a jurisdiction, the other provisions remain in effect, and that provision remains valid in other jurisdictions.
13.10 Force Majeure. Neither Party is liable for a delay or failure caused by an event beyond its reasonable control, including an outage of a hosting or telecommunications provider, a natural disaster, a pandemic or a decision of a public authority. This provision does not relieve the Client of its obligation to pay amounts owed.
13.11 Governing Law. This Agreement is governed by the laws of the province of Quebec and the federal laws of Canada applicable therein, without regard to conflict of law rules. The courts of the province of Quebec have exclusive jurisdiction over any dispute arising out of this Agreement.
13.12 Language. This Agreement is drafted in French and in English. In case of any discrepancy between the two versions, the French version prevails. Les parties ont expressément convenu que la présente convention soit rédigée en français et en anglais; la version française prévaut en cas de divergence.
Schedule A — Support
Support Requests. The Client may submit a request for assistance through the website's contact form or by email at contact@trail-sentinel.com.
Availability. Sentinel's support team is available Monday to Friday, except Quebec public holidays, from 9:00 a.m. to 5:00 p.m. (Eastern Time). Most requests receive a reply within one business day.
Documentation. The Documentation published at trail-sentinel.com/en/docs describes how to use the Services, step by step.
Information to Provide. When Sentinel requests information to handle a request, including the steps that reproduce the problem, screenshots or the model of the device used, the Client uses its best efforts to provide it.