Terms and Conditions
Thanks for using the Alchemy Mindworks ("Alchemy Mindworks") web site ("Site").
Your activities and acquisitions at the Site are governed by (a) the license agreement(s) incorporated in the evaluation copies of the applications licensed in registered form through the Site (which terms are incorporated into the Agreement by this reference), and (b) this document, the conditions, notices and consents that are provided or obtained in connection with the Site (collectively, "Agreement"). As used in the Agreement "you" are an individual acting on your own behalf, or "you" are an agent of a person or entity that has authorized you to act on that person's or entity's behalf.
The site is operated by 1522452 Ontario Limited under license from Alchemy Mindworks Corporation. 1522452 Ontario Limited has licensed the use of the trade name "Alchemy Mindworks," the software and other intellectual property which it offers for sale and/or license, and any and all additional trade names, trade marks, logos, symbols, text and other functional and descriptive elements owned by Alchemy Mindworks Corporation and comprising the aforementioned products. Purchase of a license or licenses for these products or any portion thereof is deemed to constitute a transaction between the purchaser and 1522452 Ontario Limited. All distribution of these products, in evaluation or licensed form, is from 1522452 Ontario Limited.
By using the Site or by placing an order through the Site, or by placing an order through any other medium for products described or made available through the Site, you agree as follows:
- Order Modification, Cancellation and Refunds
(a) You agree that all orders placed through the Site, by telephone, by FAX, by electronic mail, by conventional mail or by any other medium are considered to have been processed at such time as they are received and accepted by Alchemy Mindworks. Once your order has been processed, it may not be modified or cancelled in any way, for any reason. Software and other intellectual-property products may not be returned, exchanged or refunded for any reason.
(b) You undertake that, having placed an order, you have ensured that all the information provided to Alchemy Mindworks in conjunction with your order is accurate and correct. You further undertake that you are the person or entity identified as the intended recipient of the product or products being ordered, or that you are acting on behalf of the person or entity so identified with the full authority of the person or entity to enter into the transaction which constitutes your order.
(c) You undertake that you have fully evaluated the current evaluation versions of the software products you are ordering, and that you have found them to be entirely suitable for your applications, and free of "bugs" or other limitations which would render the software products unsuitable for use in your applications.
(d) You agree that you will make no effort to withhold payment for your order or to subsequently dispute payment for your order, subject to the laws of the jurisdiction where you reside.
(e) You agree that in the event Alchemy Mindworks does not receive complete payment for your order due to a dispute, insufficient funds or any other cause, Alchemy Mindworks shall have recourse to seek payment in any manner it sees fit, subject to the laws of the jurisdiction where you reside. In such instance, Alchemy Mindworks may employ a third-party collection agency to collect money owed to it, and shall be free to disclose any information it sees fit to a collection agency to facilitate the collection of said debt. Further, in this eventuality, you agree to pay, in addition to the total value of your order, any reasonable cost of collection required to obtain payment for your order by Alchemy Mindworks or its agents or representatives, and to compensate Alchemy Mindworks for any bank charges, processing fees or other costs incurred.
(f) You agree, in the case of software products which are to be delivered by downloading, that you have sufficient expertise to effect the download using the download facilities provided by Alchemy Mindworks. The responsibility for successfully acquiring downloadable products is wholly yours. You further agree that your inability to download the software you have purchased does not constitute sufficient grounds for the cancellation of said order, or for dispute of the charges for said order or any products therein.
(g) You agree that non-delivery of your order does not constitute sufficient grounds for cancellation of said order, or for dispute of the charges for said order or any products therein. In the event that your order is not delivered within the time specified by Alchemy Mindworks at the Site, you agree to contact Alchemy Mindworks and arrange to have a replacement order shipped or provided by electronic media, the medium of the replacement order to be identical to the medium of the original order. You agree that the sole responsibility of Alchemy Mindworks is the replacement of your order. You agree to indemnify, hold harmless, and defend Alchemy Mindworks and its suppliers from and against any claims or lawsuits, including attorney's fees, that arise or result from the non-delivery of your order.
(h) In the event that your order is found to have been undelivered due to an error in the information provided by you to Alchemy Mindworks for the purpose of shipping your order, you agree to compensate Alchemy Mindworks for the cost of a replacement order, including but not exclusive to packaging, media costs, labor and postage or shipping costs, if so requested by Alchemy Mindworks.
(i) You agree that Alchemy Mindworks shall not be required to complete or provide documentation pertaining to your order exclusive of a transaction receipt, for any reason. This includes, but is not exclusive to, government taxation or transaction documents.
(j) You agree that if you order items from Alchemy Mindworks and you subsequently request a full or partial refund due to an error on your part, and if Alchemy Mindworks agrees to provide you with said refund, Alchemy Mindworks may at its discretion deduct a processing fee not to exceed $25.00 from your refund to offset costs and labor associated with the processing of your refund. Your refund will in this case consist of the refunded amount minus the processing fee and any applicable shipping charges. This condition does not constitute an undertaking by Alchemy Mindworks to refund all or part of any purchase. Refunds are subject to the other terms stated in this document, and the terms of your software license if applicable, and will be provided at the sole discretion of Alchemy Mindworks.
(a) You agree that Alchemy Mindworks software is licensed, not sold. All ownership, title and intellectual property rights in and to the software accompanying your order, including any associated media and any documentation or printed materials, are owned by Alchemy Mindworks or its suppliers.
(b) You agree that in ordering software products from Alchemy Mindworks, you are purchasing a license or licenses to use the software products, subject to the specific license terms of the software products. Said licenses pertain only to the version and revision level of the software products current at the time the licenses are conveyed, and do not extend to future releases or updates of the software products.
(c) You agree that the licenses for the software products you have ordered are deemed to be conveyed at such time as your order for the software products is processed and accepted by Alchemy Mindworks.
(d) You agree that upon receipt of the software products, licenses or registration keys for the software products you have ordered, by electronic or physical media, whichever occurs first, you are deemed to have received in full the licenses for which you have paid.
(e) You agree that licenses for Alchemy Mindworks software products may not be transferred, exchanged, distributed or resold to persons or entities other than the persons or entities placing this order or upon whose behalf this order has been placed without the express written permission of Alchemy Mindworks.
(f) All Alchemy Mindworks software is licensed as single-user licenses unless otherwise agreed upon in writing. You agree that a single-user license for Alchemy Mindworks software allows the licensed software to be installed on a single device or a single operating system only. Alchemy Mindworks may, at its discretion, prevent single-user licensed software from being installed on multiple devices or multiple operating systems, or transferred between computers without its express consent.
(g) You agree that Alchemy Mindworks shall have the right to terminate your license and your use of licensed products owned by Alchemy Mindworks at such time as a breech of this agreement or of the specific license agreements for the software products is discovered by Alchemy Mindworks, brought to your attention in writing and which remains unresolved for a period in excess of thirty (30) calendar days beyond the date upon which you are notified of said breech. Upon termination of your license, you will undertake to delete and destroy all licensed materials, copies thereof and registration keys provided to you by Alchemy Mindworks. Alchemy Mindworks shall not be required to provide you with redress, compensation, replacement or refund in the event of the termination of your product licenses as the result of an agreement breech.
(a) You understand and agree that Alchemy Mindworks makes no warranty as to the functionality or suitability of its software products. You agree to accept sole and complete responsibility for any loss, damage, cost or expense caused to you or to third parties as a result of your use of the software and related intellectual property, and to indemnify, hold harmless, and defend Alchemy Mindworks, its principals, its employees, its stockholders and its suppliers from and against any claims or lawsuits, including but not exclusive to court costs and attorney's fees, that arise or result from the use of any Alchemy Mindworks software products.
(b) You agree that Alchemy Mindworks' sole responsibility in the event that the software products you have licensed prove to be defective in the future is the attention of Alchemy Mindworks to said defects to the best of its abilities, and that you are not entitled to redress or compensation should the remedy of said defects prove to be beyond the capabilities of Alchemy Mindworks or its suppliers.
- Privacy and Security
(a) Alchemy Mindworks undertakes to take all reasonable precautions to ensure the privacy of information provided to it by you for the purpose of placing an order or otherwise licensing or purchasing Alchemy Mindworks products, and for subsequent communications concerning your order, the products you have ordered or related matters. These precautions include but are not exclusive to:
- Your name, address, telephone number, credit card information and e-mail address will not be disclosed to third parties without your express permission or proper legal due process, except as is required to facilitate the processing of your order or subsequent related communications.
- No information will be collected or disseminated regarding your order or other communication with Alchemy Mindworks without your consent.
- You will not be contacted by Alchemy Mindworks except in conjunction with the processing of your order, or in response to queries from you to Alchemy Mindworks, or as a result of your expressly requesting to be sent information.
(c) You undertake that software product registration keys constitute confidential information provided to you by Alchemy Mindworks, and you undertake that you will not communicate them to third parties except as is required to install the licensed software in accordance with the terms under which it is purchased. You will not store, record, transmit or communicate registration keys in an insecure manner, as would permit them to become known to parties which have not entered into the license agreement for the software.
(d) You undertake that intellectual property owned or distributed by Alchemy Mindworks and its suppliers, including but not exclusive to the text of books, images and recorded sound, constitutes confidential information provided to you by Alchemy Mindworks, and that you will not communicate, distribute or disclose this information to third parties or store it in a manner likely to allow it to be disclosed to third parties except under conditions permitted in the specific license agreements for said intellectual property. In the absence of specific agreements permitting the disclosure of this material, said intellectual property shall be deemed confidential.
(e) You undertake that in the event that your order proves to be in any way fraudulent, or that you violate any terms of this agreement or the license terms of the products which you license or purchase, or that you attempt to disavow or dispute all or part of the purchase price for your order, Alchemy Mindworks shall be free to disclose any and all information provided by you in any manner it sees fit.
(f) You agree that Alchemy Mindworks is not responsible for errors, acts of third parties or acts of God which may result in the unintentional disclosure of your private information. You agree to indemnify, hold harmless, and defend Alchemy Mindworks and its suppliers from and against any claims or lawsuits, including attorney's fees, that arise or result from the unintentional disclosure of your private information.
- Registration Keys
(a) Alchemy Mindworks' software products are personalized and enabled through the use of a registration code keyed to the name of the licensee for the product, said registration code to be conveyed to the licensee at the time of purchase. You acknowledge that once conveyed, the safekeeping and continued availability of the registration keys and attendant information for products you have purchased a license or licenses for rests solely with the licensee. Alchemy Mindworks may, at its discretion, attempt to assist licensees who have lost their registration keys, but it is under no obligation to do so.
(b) You acknowledge that registration keys are deemed to pertain to the version, revision and patch level of a specific product at the time of purchase, to be run under a specific then-current version of a compatible operating system. They may or may not be transferable to later versions, revisions and patch levels of the same product and/or later releases of an operating system, at the discretion of Alchemy Mindworks.
(c) You acknowledge and agree that Alchemy Mindworks may at its discretion terminate and render invalid prior registration keys if it issues a no-cost or reduced-price upgrade for the software application to which said keys pertain. In such instances, your upgrade keys will be deemed to have replaced and superceded your previous keys.
- Your Representation
(a) You represent and warrant for the benefit of Alchemy Mindworks that: (a) you are at least 18 years of age; (b) you possess the legal right and ability to enter into this Agreement and make the credit card charges on your own behalf or on behalf of any person or entity for whom you are acting as agent; and (c) all information that you submit to us is true, accurate and current.
(b) You represent that, in the event that you provide Alchemy Mindworks with a physical address to which products are to be shipped, said address constitutes a secure and suitable location to which your order can be delivered and accepted by you or someone acting on your behalf. You agree that Alchemy Mindworks will not be responsible for the loss of your order after it has been delivered to the address you have provided. You further agree that Alchemy Mindworks will not be responsible for the unintentional disclosure of your private information after it has been consigned to any third party carrier, including the public mails.
- Electronic Communication
(a) By placing an order with Alchemy Mindworks, you permit us to communicate with you through electronic media such as e-mail for the purpose of fulfilling and subsequently servicing your order. You agree and understand that electronic communication is not infallible, and that if all or part of the license or license requirements for your ordered products are to be delivered by electronic media and fail to be received by you, Alchemy Mindworks' sole responsibility will be to retransmit the aforementioned material by electronic media. You agree to indemnify, hold harmless, and defend Alchemy Mindworks and its suppliers from and against any claims or lawsuits, including attorney's fees, that arise or result from the failure of the aforementioned material to be successfully transmitted to you by electronic media.
- Submission of Ideas, Suggestions or other Intellectual Property
(a) Any comments or information that you provide to Alchemy Mindworks, for example feedback or ideas, suggestions, concepts, or other information (collectively, the "Submissions"), shall be deemed, and shall remain, the property of Alchemy Mindworks. None of the Submissions shall be subject to any obligation of confidence on the part of Alchemy Mindworks, and Alchemy Mindworks shall not be liable for any use or disclosure (including publication in any medium) of any Submissions. Without limitation of the foregoing, Alchemy Mindworks shall exclusively own all now known or hereafter existing rights to the Submissions of every kind and nature and shall be entitled to unrestricted use of the Submissions for any purpose, commercial or otherwise, without compensation to the provider of the Submissions.
- Availability of Ordered Products
(a) All items ordered from Alchemy Mindworks are subject to availability. We reserve the right to reject any and all orders. Subject to applicable law, Alchemy Mindworks reserves the right to deliver items acquired as part of your order at different times in the event that they are not available for shipment at the same time. Alchemy Mindworks also reserves the right to limit the quantity of any items that may be obtained by you through the Site.
(b) All orders placed through the Site are shipment contracts, not destination contracts. If you would like your items delivered at a particular location, you will be responsible for the shipping charges. Shipping and handling charges may or may not reflect actual costs and may be amended by Alchemy Mindworks from time to time.
- Items Shipped or Returned to Alchemy Mindworks
(a) You agree not to ship items to Alchemy Mindworks or return items to Alchemy Mindworks without a specific Return Merchandise Authorization number provided to you by Alchemy Mindworks for the shipment in question. You understand that all items shipped to Alchemy Mindworks are at your risk, and that Alchemy Mindworks shall not be held liable for their value under any circumstances.
(b) You understand that items shipped to Alchemy Mindworks without a valid Return Merchandise Authorization number clearly and prominently displayed on the exterior of the package may and shall be destroyed or returned to you, at the discretion of Alchemy Mindworks.
- License to Use the Site
(a) We hereby grant you the right to view and use the Site for the purpose of shopping in accordance with this Agreement. You may download and print copies of this document and of screens from this Site for the purpose of retaining records of your transactions at the Site. Subject to applicable law, Alchemy Mindworks reserves the right to suspend or deny, at its sole discretion, your access to all or any portion of the Site with or without notice.
(a) This Agreement is governed by the laws of the province of Ontario, Canada. Each of the parties hereto irrevocably attorns to the jurisdiction of the courts of the Province of Ontario and further agrees to commence any litigation which may arise hereunder in the courts located in the Judicial District of York, Province of Ontario.
- Entire Agreement
(a) If any part of this Agreement is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superceded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect. The Agreement (including any related consents or agreements that you provide during your visit to the Site) together with any license or agreement with Alchemy Mindworks delivered in connection with any item acquired via the Site, constitutes the entire agreement between you and Alchemy Mindworks with respect to the Site and that item, and supercedes all other (prior or contemporaneous) communications and proposals, whether electronic, oral or written, between you and Alchemy Mindworks regarding the Site and/or any order you place through it.