Terms & Conditions

Dated: July 23, 2025

Last Updated: July 23, 2025

IMPORTANT – PLEASE READ CAREFULLY

1. Modifications and Updates

You agree that we may modify this Agreement, the Privacy Policy, or any policy or other terms referenced in this Agreement at any time. By using the BookAReview Reseller Account, you agree to be bound by any such modifications and should therefore periodically visit this page and the Reseller Account to determine the current terms and conditions of use to which you are bound. The beginning of this Agreement states the date of the last modification. We encourage you to check the revision date with each use to ensure you are comfortable with the latest revisions. If you do not agree to be bound by these terms and conditions or Privacy Policy, you may not use the BookAReview Reseller Account. If you are dissatisfied with the Reseller Account site, its content, or this Agreement as it may be revised, your sole remedy is to discontinue using the BookAReview Reseller Account.

2. Term and Termination

3.1. Passwords

You are responsible for maintaining the confidentiality of passwords used to access the Reseller Account in accordance with industry standard best practices, and you will only share your password or login information with your authorized employees. Accordingly, you agree that you are solely responsible to BookAReview for all activities that occur under your Reseller Account. If you become aware of any unauthorized use of your password or of your Reseller Account, you will change your password and notify BookAReview immediately at [email protected].

3.2. Acceptable Use of the Reseller Account and User Restrictions

You agree that you will not transfer, rent, resell, charge, or otherwise commercialize any use of the Reseller Account. You will not access (or attempt to access) any services offered via the Reseller Account by any means other than the interface that is provided by BookAReview. You will not use or permit the use of the Reseller Account to communicate any message or material that is defamatory, harassing, libelous, threatening, or obscene. You will not use or permit the use of the Reseller Account in a way that violates or infringes upon the intellectual property rights or the privacy or publicity rights of any person or entity. You will not use or permit the use of the Reseller Account in any manner that may be unlawful or give rise to civil or criminal liability. You will not use or permit the use of the Reseller Account in any manner that is likely to damage, disable, overburden, or impair the Reseller Account or interfere in any way with the use or enjoyment of the Reseller Account by others. You will not use or permit the use of the Reseller Account to introduce any malware or other malicious activity in the Reseller Account or other user accounts. You will follow Canadian and international laws regarding transmitting data, and you will not attempt to gain access to our computer system or any other computer systems. You will not use or permit the use of the Reseller Account in violation of any applicable export law or regulation. You will not remove, obscure, or alter any notice of any logo, trademark, or other intellectual property or proprietary right designation appearing on or contained within the Reseller Account.

3.3. Suspension of Your Access to the Reseller Account

BookAReview may suspend a user’s account or remove or disable any content which BookAReview reasonably and in good faith believes is in violation of this Agreement or any applicable laws or regulations. BookAReview agrees to provide you with reasonable notice of any such suspension or disablement before its implementation unless immediate suspension or disablement is necessary to comply with legal process, regulation, order, or prevent imminent harm to the Reseller Account or any third party, in which case BookAReview will notify you to the extent allowed by applicable law of such suspension or disablement, as soon as reasonably practicable thereafter.

4. Third Party Software Providers and Data Residency

As part of providing you access to the Reseller Account, BookAReview may enter into software license agreements with several third-party software providers (the Third-Party Software Providers) for the use of third-party software. The Reseller Account is hosted on Amazon’s AWS cloud-computing platform (the Platform) and may utilize applications and software tools that integrate with the Platform (each an App or collectively the Apps) (collectively, the Platform and Apps will be collectively referred to as Third-party Software). A list of Third-Party Software Providers and Third-Party Software can be requested at [email protected]. By using the Reseller Account, you acknowledge that the Reseller Account is integrated with or may otherwise interact with the Third-party Software and agree to the use of the Third-party Software by BookAReview. You acknowledge and agree that data being uploaded/downloaded via the Reseller Account will traverse Third-Party Software and may therefore be accessed by Third-Party Software Providers. It may also transit through servers located outside of Canada, including the United States and, in such cases, the affected Third-Party Software Providers could be required to disclose data, including personal information, in its custody to such foreign government, government agencies, courts, or law enforcement or regulatory agencies pursuant to the laws of the country in which the data has transited. BookAReview will impose confidentiality obligations upon the Third-Party Software Providers that are as strict as we are able to negotiate, but we do not have control over their conduct and BookAReview will not be liable for any loss or damage arising from your or BookAReview’s use of the Third-party Software or the Reseller Account, including any losses relating to a Third-party Software Provider’s collection, use, disclosure, or loss of your data. You further acknowledge that each Third-Party Software may have its own terms and conditions of use and privacy policy and your use of the Third-party Software will be governed by and subject to such terms and conditions and privacy policies. You understand and agree that BookAReview does not endorse and is not responsible or liable for the behavior, features, or content of any Third-party Software or for any transaction you may enter into with the provider of such Third-party Software, nor does BookAReview warrant the compatibility or continuing compatibility of the Third-party Software with the Reseller Account. For more information, we recommend you review the Third-party Software Providers’ terms and conditions and privacy policy on each Third-Party Software Provider’s website.

6. Content Security

During the Term of this Agreement, BookAReview will implement and maintain commercially reasonable administrative, physical, and technical safeguards and measures to protect against unauthorized access to your data on the Reseller Account.

7. Monitoring

We reserve the right to log, review, and otherwise examine any information stored on or passing through the Reseller Account, including on our networks, servers, or systems and on our partners’ networks, servers or systems.

8. Downtime and Service Suspensions

Your access to the Reseller Account may be suspended for the duration of any anticipated, unanticipated, scheduled or unscheduled downtime, maintenance, system updates, malfunction, or other unavailability of any portion or all of the Reseller Account and services for any reason, including as a result of power outages, system failure or other interruptions.

9. License to Use the Reseller Account

BookAReview grants you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Reseller Account as part of the services being provided to you by BookAReview. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Reseller Account and services. You may not copy, modify, or extract the source code of the Reseller Account. Unless BookAReview has given you written permission to do so, you may not assign your rights to use the Reseller Account. Notwithstanding the foregoing, you are granted limited administrative rights to provide access to the Reseller Account in your reasonable discretion to those authorized parties who would reasonably need to access information located on the Reseller Account. You remain solely responsible for the use of the Reseller Account by anyone to whom you have granted rights to use the Reseller Account.

10. Intellectual Property

The content on the Reseller Account including, without limitation, the text, software, scripts, graphics, photos, sounds, videos, interactive features and the like (BookAReview Content) and trademarks, service marks, and logos contained therein (Marks), are owned by or licensed to BookAReview, subject to copyright and other intellectual property rights under Canadian and foreign laws and international conventions. Content on the Reseller Account is provided to you on an as-is basis for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners of the BookAReview Content. BookAReview reserves all rights not expressly permitted herein. You agree not to circumvent or otherwise interfere with security-related features of the Reseller Account.

11. Warranty Disclaimers and Limitation of Liability

Except as specifically set forth in this Agreement, neither BookAReview nor its partners, agents, affiliates nor each of their respective officers, directors, employees, agents, contractors, subcontractors, or the like (collectively the BookAReview Associates) make no other representations or warranties, express or implied, including without limitation, any warranty of merchantability or fitness for a particular purpose, with respect to the Reseller Account. You agree that use of the Reseller Account is at your sole risk. THE RESELLER PORTAL IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. UNDER NO CIRCUMSTANCES WILL OPTIMUS OR THE OPTIMUS ASSOCIATES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR USE OF OR INABILITY TO USE THE RESELLER PORTAL SITE OR ANY WEBSITE LINKED TO THE RESELLER PORTAL, INCLUDING BUT NOT LIMITED TO, RELIANCE BY YOU ON ANY INFORMATION OBTAINED FROM THE RESELLER PORTAL SITE THAT RESULTS IN MISTAKES, OMISSIONS, DELETION OR CORRUPTION OF FILES, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, ANY FAILURE OF PERFORMANCE, ANY LOSS OF PROFIT, LOSS OF GOODWILL OR DATA, OR OTHER INTANGIBLE LOSS SUFFERED. The Reseller Account utilizes industry accepted security systems in an attempt to eliminate unauthorized access to private information. By using the Reseller Account, you agree to not hold BookAReview and the BookAReview Associates liable in the event of unauthorized access and subsequent use of your company and/or personal information. The foregoing Limitation of Liability will apply in any action, whether in contract, tort, or any other claim, even if an authorized representative of BookAReview has been advised of or should have knowledge of the possibility of such damages.

12. Indemnity

You agree to defend, indemnify, and hold BookAReview and the BookAReview Associates harmless from any claims, damages, losses, liabilities, costs, and expenses (including but not limited to reasonable attorney’s fees) arising from: (i) your use of or access to the Reseller Account; (ii) your violation of any term of this Agreement; or (iii) your violation of any third-party right, including without limitation any privacy, copyright, or other intellectual property right. This defense and indemnification obligation will survive this Agreement and your use of the Reseller Account.

13. Notices

All notices will be made pursuant to the Reseller Agreement between you and BookAReview.com dba BookAReview.

14. General