You can access Passage products and services through our website (located at www.passage.com) and the mobile application (the “Passage App”) as well as through websites and mobile applications operated by Passage with partners. All of these channels are referred to collectively in this Agreement as the “Site.” Through the Site you may access many different Services offered by Passage.
- “Services” include all of the products, services and functions offered or made available by us, whether online (including via the Site), in-person or when you otherwise interact with us;
- “our”, “us”, “we” and any other similar variation refer to the Company; and
Changes, Misprints and Errors
Eligibility and Communications
Electronic Transactions and Disclosures
If you have opened an account with us and you wish to withdraw your consent to have Disclosures provided electronically, you must close your account by contacting firstname.lastname@example.org and stop accessing and using the Site and Services. Any withdrawal of your consent to receive electronic Disclosures will be effective only after we have a reasonable period of time to process your withdrawal and only after all amounts payable to us from you or payables from us to you, if any, have been received. You may not close your account to evade an investigation. You will remain liable for all obligations related to your account even after the account is closed. We reserve the right, in our sole discretion, to discontinue the provision of your electronic Disclosures, or to terminate or change the terms and conditions on which we provide electronic Disclosures.
With your consent and otherwise to the extent required or not prohibited by applicable law, Passage and its agents (which may include collection agencies), representatives, affiliates and assigns may send you emails, SMS messages (including text messages) and other electronic messages to the addresses or contact numbers that you provide or at which you may be reached, and may call you at any telephone number you provide or at which you may be reached. You are responsible for any charges that may be imposed by your telecommunications service provider in respect of such messages and calls. To the extent your consent is required by applicable law, you also consent to the following from Passage and its agents (including collection agencies), representatives, affiliates and assigns: (a) communication from auto-dialers at the phone number stated above, (b) playing automated messages when the telephone is answered, whether by you or someone else; (c) in the event an agent or representative calls, leaving a message on an answering machine or voicemail; and (d) contacting you on a recorded line.
Change in Your Contact Information
You agree to promptly alert Passage whenever you stop using or change your email address, telephone number and primary address.
Proprietary Rights in Services Content; Limited Licence
Passage’s graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of the Company in Canada and/or other countries. Passage's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.
If you believe that any material on the Site infringes upon any copyright which you own or control, you may send a written notification of such infringement to email@example.com.
Any feedback, questions, comments, suggestions, ideas or the like that you share or otherwise disclose to the Company will be treated as being non-confidential and non-proprietary. The Company will be free to use such feedback, questions, comments, suggestions, ideas or the like for any purpose whatsoever without any obligation to you, including testing, developing, maintaining, improving, manufacturing and marketing Services.
Privacy and your Personal Information
Registration for the Services; Account Security
For certain features of the Services, you’ll need an account. In consideration of your use of the Services, you agree to (a) provide true, accurate, current and complete information about you, in each case as may be prompted by any registration forms or applications on the Site or otherwise requested by the Company (“Registration Data”) and will keep all such information up-to-date; (b) provide such materials as the Company may request to establish and/or verify your identity and eligibility to use the Services; (c) maintain the security of your password and identification; (d) maintain and promptly update the Registration Data to keep it true, accurate, current and complete; (e) promptly notify the Company regarding any changes to information or circumstances that could affect your eligibility to continue to use the Services or the terms on which you use the Services; and (f) be fully responsible for all use of your account and for any actions that take place using your account. You represent and warrant that you have all requisite right, power, and authority to provide us with all information and materials to facilitate your access and use of the Site and Services (including that of third parties). In the event that a third party gains access to your username or password, you should notify us immediately by emailing firstname.lastname@example.org. We are not liable for any loss resulting from your failure to protect the confidentiality of your username or password. You acknowledge and agree that while Passage will use reasonable information security measures, that Passage’s systems are not 100% secured against every possible attack.
If you need help in updating your information or materials, please email us at email@example.com. We are not responsible for any processing or technical errors or fees or other Services-related issues arising from your failure to keep your information or materials current.
Passage may request that you connect certain online accounts or portals operated by third parties and consent for certain disclosures to Passage of your personal information. You acknowledge and agree that when Passage is accessing such third party sites to retrieve and use your information, documents and material, Passage is not acting as the agent of or on behalf of the third party. You acknowledge that the supply of the Services by Passage is conditional upon access to certain information and cooperation by you, as further described in the Site.
The Company reserves the right to access your account at any time in order to respond to your requests for security, as well as for any technical or other support. We reserve the right, at our sole discretion, to refuse Services to any person at any time for any reason without notice. Not all Services are available in every jurisdiction and we are under no obligation to make the Services available in any jurisdiction.
You authorise us to make any inquiries we consider necessary to establish and verify your identity. These inquiries may include: asking you for information, documents and material (including Registration Data) requiring you to take steps to confirm ownership of such information, documents and material you provide (including Registration Data); or, verifying information, documents and material you provide (including Registration Data) against third party databases or through other sources. If you do not fully cooperate with our inquiries (including providing Registration Data), or if we are not satisfied in any way with the results of our inquiries, we may refuse to allow you to access and use the Site and Services.
Restrictions on use
You represent, warrant and agree that no materials of any kind submitted through your account or otherwise posted or shared by you through the Services will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libellous, defamatory, fraudulent or otherwise unlawful material. You further agree not to harvest or collect email addresses or other contact information of other users from the Services by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications. Additionally, you agree not to use automated scripts to collect information from the Services for any other purpose. You further agree that you may not use the Services in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Services. In addition, you agree not to use the Services to:
- violate any local, state, provincial, national or international law;
- further or promote any criminal or illegal activity;
- upload, post, transmit, share, store or otherwise make available any content that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;
- obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site or Services;
- except where authorised by the Company, register for more than one user account, or operate a user account on behalf of or for the benefit of any person or entity who is not eligible to register for or operate a user account in their own name;
- operate or otherwise utilise an account of the Services for any purpose prohibited by law or regulation, any activity which you are not duly authorised to conduct, or for any purpose prohibited by any other agreement between you and the Company;
- impersonate any person or entity, or falsely state or otherwise misrepresent yourself, or your affiliation with or authority to act on behalf of any person or entity;
- upload, post, transmit, share or otherwise make available any unsolicited or unauthorised advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- upload, post, transmit, share or otherwise make available any material that contains software viruses or any other malicious or tracking computer code, files or programs designed to track, interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- upload, post, transmit, share, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offence, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;
- use or attempt to use another's account, service or system without authorization from that person and the Company, or create a false identity on the Services; or
- upload, post, transmit, share, store or otherwise make available content that, in the sole judgement of the Company, is objectionable or which restricts or inhibits any other person from using or enjoying the Services, or which may expose the Company or its users to any harm or liability of any type.
By posting User Content on or through the Services, you automatically grant, and you represent and warrant that you have the right to grant, to the Company an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide licence (with the right to sublicense) to use, copy, publicly perform, publicly display, modify, create derivative works, reformat, translate, excerpt (in whole or in part) and distribute such User Content in connection with operating and providing the Services, including in connection with underwriting, risk management and marketing activities. You may remove your User Content from the Services at any time. If you choose to remove your User Content, the licence granted above will not expire.
You agree that Passage may make available services or automated tools to translate User Content and that your User Content may be translated using such services or tools. Passage does not guarantee the accuracy or quality of translations and you are responsible for confirming the accuracy of such translations.
Services we may provide to you
Our Services are intended to be utilised within Canada. We make no representations or warranties that the Support, information, products, or services provided through our Services, or our Services Content, are appropriate for other jurisdictions. If necessary, we reserve the right to limit the availability of our Services to any person, geographic area, or jurisdiction, at any time and in our sole discretion.
Loan and Funding Inquiries and Submissions
Third Party Services
The Site contains (or you may be sent through the Services) access to, or enable third party software applications, products, services, programs, applications or links to other websites (“Third Party Sites”), as well as advertising, articles, photographs, text, graphics, pictures, designs, music, sound, video, information, software and other content belonging to or originating from third parties (the “Third Party Content”). As well, we may provide an online directory or other form of introduction or other service or application facilitation (“Partner Program Site”) of independent third parties (each, a “Service Partner”) who provide products and services which you may choose to use, purchase, apply to or receive. We may receive an incentive from certain Service Partners and Third Party Sites that you engage through your use of the Site and Services or that we otherwise introduce you to. Any reference by us to a Service Partner or a Third Party Site does not constitute or imply we are in any way affiliated, associated, authorised, endorsed by, or otherwise officially connected with such person or organisation or any of their affiliates. We do not in any way endorse any such person or organisation, and the reference of any such person or organisation should not be construed as a recommendation endorsement or advice of any kind. Further we do not control decisions or actions of such Third Party Sites or Service Partners. You acknowledge that we may, in our sole discretion, suspend, remove and discontinue access to the Service Partners, Partner Program Site or Third Party Site at any time for any reason without notice and without liability. We will not be liable for any loss or damage that may arise from your use of them. Passage reserves the right to only interact with, or otherwise provide Services only in relation to, Third Party Sites, Program Partners Sites and Service Partners that we have a commercial agreement with.
Such Service Partners, Partner Program Sites, Third-Party Sites and Third-Party Content are not investigated, monitored or checked for accuracy, regulatory compliance, appropriateness, or completeness by us, and we are not responsible for any Service Partner, Partner Program Site, Third-Party Site or Third Party Content accessed through the Services, including without limitation the content, accuracy, offensiveness, opinions, reliability or policies of or contained in the Service Partner, Partner Program Site, Third-Party Site or the Third-Party Content, nor any of their decisions or actions. If you decide to leave the Site and access the Service Partner, Partner Program Site or the Third-Party Site, you do so at your own risk and you should be aware that our terms and policies no longer govern. If you utilise or deal with Service Partners, Partner Program Sites or Third-Party Sites, including through our Site, you do so at your own risk. You should review the applicable terms and policies, including privacy and data gathering practices, of any Service Partner, Partner Program Site and Third-Party Site.
The relationship between you and a Service Partner or a Third Party Site is independent of your relationship with us, and, may be subject to such terms as may be agreed to between you and the Service Partner or Third Party Site, as applicable. As such, we have no obligation to intervene in any disputes which may arise between you and a Service Partner or Third Party Site, and you acknowledge that any such dispute would be governed by the terms of the arrangement you have entered into with the relevant party. Passage makes no representations or warranties on the likelihood of success or acceptance and is not responsible for any error or omissions in applications or fees or otherwise relating to the Services, however caused.
Information Facilitation Services
As part of our Services, Passage may facilitate documentation, data and other information transfer, sharing, verification and validation functionality (“Information Facilitation Services”) between providers of such Information (the “Information Providers”) and the consumers of such Information (the “Information Consumers”) including any data, content, statements and information contained therein and results of such transferring, sharing, verification and validation, in any format (the “Facilitated Information”). It is understood that Passage may be an Information Consumer for purposes of this Information Facilitation Service. Examples of Information Providers includes school, universities, colleges, institutions, government agencies, financial institutions, assessment providers, payment providers, service providers, and other third parties.
Neither the Facilitated Information nor the Information Facilitation Services are investigated, monitored or checked for accuracy, regulatory compliance, appropriateness, or completeness by us, and we are not responsible for any Facilitated Information accessed through the Information Facilitation Services, including without limitation the content, accuracy, offensiveness, opinions or reliability of any Information Provider or the Facilitated Information.
The relationship between an Information Provider and an Information Consumer is independent of their relationship with Passage, and, may be subject to such terms as may be agreed to between them. As such, Passage has no obligation to intervene in any disputes which may arise between them, and Information Provider and Information Consumer, as applicable, acknowledge that any such dispute would be governed by the terms of the arrangement such Information Provider or Information Consumer, as applicable, have entered into with the other party. Passage is not responsible for any error or omissions in the Information Facilitation Services or Facilitated Information, however caused.
Credit Score Monitoring
You authorise Passage to request and obtain a consumer report from a consumer reporting agency containing information about you, from time to time, for any purpose permitted by applicable law, including for use in connection with a credit transaction, to display your credit profile to you, to confirm your identity to avoid fraudulent transactions in your name, to review your account to determine whether you continue to meet the terms of your account, and for other legitimate business needs in connection with a transaction initiated by you. You further authorise Passage to send you updates to your consumer report and notifications related to your credit profile via push notifications, in-App messages, emails, and text messages.
Passage may grant you a limited, revocable, non-transferable, and non-sublicensable licence to access and use new features that are marked as alpha or beta versions during a limited period of time for demonstration, testing, or evaluation purposes (a “New Feature”). A New Feature may be unstable or incomplete, changed in backward-incompatible ways, have significant design issues and not be guaranteed to be released and generally available.
Passage may suspend or terminate the licence granted in this section at any time and for any or no reason without notice and without liability. You acknowledge and agree that a New Feature may be disabled after the expiration or termination of the evaluation period.
Fees and Deposits
The ranking of Services in search results on the Site depends on a variety of factors. As well, search results may appear different on our mobile application than they appear on our website. Passage may allow Purchased Service Providers to promote their Services in search or elsewhere on the Site by paying an additional fee.
By providing Payment Method information through the Site or by authorising payments with the Payment Method, you represents that: (a) you are legally authorised to provide such information; (b) you are legally authorised to make payments using the Payment Method(s); (c) if you are an employee or agent of a company or person that owns the Payment Method, that you are authorised by the company or person to use the Payment Method to make payments on Passage; and (d) such actions do not violate the terms and conditions applicable to your use of such Payment Method(s) or applicable law. PAYMENTS ARE NON-REFUNDABLE EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS.
Passage is not liable to you if Passage does not complete a transaction including as a result of any limit by applicable law or your financial institution, or if a financial institution fails to honour any credit or debit to or from an account associated with such Payment Method, nor is Passage liable for timely payments. Passage reserves the right to refuse or reject any Payment Method and to return or reject any Payments (less any fees, costs and applicable exchange rates).
Fees Charged by Banks
Some banks and card issuers impose fees for international or cross-border transactions. For example, if you make a purchase using a card issued in or other payment service from a different country from the Purchased Service Provider’s location or you choose to transact in a currency that is different from the local currency of our Service, your card issuer or other payment service may charge you an international or cross-border transaction fee.
Also, some banks, card issuers and other payment services impose fees for currency conversion. For example, if you make a purchase in a currency different from the currency of your credit card, your card issuer may convert the purchase amount from the currency of your credit card and charge you a conversion fee. The Services operate in Canadian Dollars.
If you have any questions about these fees or the exchange rate applied to your purchase, please contact your bank, card issuer or other payment service. Passage is not associated or responsible for any fees relating to varying exchange rates and issuer fees.
Any currency conversion rates displayed on our Service are based on public sources and current exchange rates, which may vary between the time a purchase is made and the time of travel. Such rates are provided for information purposes only and, while we seek to provide information that is correct, Passage does not guarantee the accuracy of such conversion rates because they are not within our control.
We cannot control the actions of other Community users of the Sites or third parties with whom you may choose to share your User Content. We cannot and do not guarantee that unauthorised persons will not view such User Content. You acknowledge, represent, and agree that all User Content that you post to the Community are provided voluntarily and that if you provide any User Content to any area of the Sites that is available to others, Passage does not control and is not responsible for the use of your User Content by others. Further, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. Passage generally does not review content provided by others.
Passage may help Community Members offering their services (career coaching, accounting, etc.) with Community Members seeking services. Passage does not perform nor employs individuals to perform these services. You must be at least 18 years of age to offer, perform or procure these services. You acknowledge that Passage does not supervise, direct, control or monitor Community Members in the performance of these services and agree that (1) Passage is not responsible for the offering, performance or procurement of these services, (2) Passage does not endorse any particular Community Member’s offered services, and (3) nothing shall create an employment, agency, or joint venture relationship between Passage and any Community Member offering services. If you are a Community Member offering services, you represent and warrant that you have all the required licenses and will provide services consistent with our community guidelines.
Similarly, Passage may help you register for and/or attend events organized by Community Members and connect with other Community Members who are attendees at such events. You agree that (1) Passage is not responsible for the conduct of any of the Community Members or other attendees at such events, (2) Passage does not endorse any particular event listed on our Services, (3) Passage does not review and/or vet any of these events, and (4) that you will adhere to these terms and conditions that apply to such events.
Any chat room/channel may have additional rules and conditions than expressed in this document. If a chat room has additional rules you will be alerted of their existence when entering the specific chat room. Always read and adhere to any and all channel specific rules. Chat room/channel rules include:
- try not to interrupt someone when they are chatting
- do not ask lots of questions all at once, give other users time to think about what you have written and respond appropriately
- do not behave or use language that is discriminatory, harassing, abusive, derogatory, obscene, offensive, or sexually explicit
- do not flood or spam
- do not consistently use of CAPITAL letters
- do not make unsolicited invitations to any other websites
- do not advertise
- do not attempt to steal passwords or to take over channels to serve your own personal goals
- do not use of any automated scripts or bots on the network.
Passage may use the information and data that you provide and that we have about Community Members to make recommendations for connections, content and features that may be useful to you.
YOU UNDERSTAND THAT PASSAGE CURRENTLY MAY NOT CONDUCT CRIMINAL BACKGROUND CHECKS, INTERVIEWS, OR SCREENINGS ON COMMUNITY MEMBERS. PASSAGE ALSO MAY NOT INQUIRE INTO THE BACKGROUNDS OF ANY COMMUNITY MEMBERS OR ATTEMPT TO VERIFY THE STATEMENTS OF COMMUNITY MEMBERS. PASSAGE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF COMMUNITY MEMBERS OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE COMMUNITY MEMBERS. PASSAGE RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS.
Eligible Referred Persons
- Any friend whom you’d like to refer must use your specific product referral link to sign up for the product they want (the “Referral Link”).
- Each person referred should be someone you have a direct, personal relationship with and is limited to friends, colleagues, family members, and other people you believe may be interested in applying for the Service as described in a specific promotional campaign.
- Passage reserves the right to review, investigate, and disqualify anyone from participation in the Referral Program at any time, and reserves the right to not honour any referral, including a referral which in our sole discretion was solicited in a manner inconsistent with the spirit or terms and conditions of the Referral Program.
- You cannot earn any referral bonus for referring to yourself.
- In addition to other limitations, the Referral Program does not apply if the referred person (a) was previously referred in any way to Passage, as determined by Passage; (b) was previously a user of, or known to Passage (e.g. has previously created an account or has been contacted by Passage), as determined by Passage; (c) is ineligible for the applicable program or Service that they were referred for or does not otherwise purchase or pay for such program or Service within 365 days of the referral; (d) is on our opt-out list or the national email opt-out list; (e) has already received and used another person’s Referral Link; (e) does not use their Referral Link within 30 days after receipt of the Referral Link, and (f) does not meet the terms and conditions of the specific promotional campaign associated with the Referral Link.
No Spam and Distribution Limitations
You may not distribute a Referral Link or otherwise solicit anyone through mass email, any form of commercial advertising or other similar means. You must comply with all applicable laws and regulations in soliciting referrals. Eligible referrers may not purchase internet search terms or publicly advertise Passages’ products or name in any fashion. Further, any distribution of a program link that could constitute unsolicited commercial email or “spam,” any content which impersonates or implies an affiliation with or endorsement by Passage, or any actions which otherwise violate any terms or conditions imposed by Passage, are prohibited and will be grounds for immediate termination from a Referral Program. We will not honour referral payments for referrals which are generated using any of the foregoing means.
Your participation in a Referral Program is solely as an independent contractor. Neither you nor Passage intend to establish an employment relationship, and you are not entitled to any benefits.
- We are not responsible for any dispute you may have in connection with this Referral Program with another user.
- Unless explicitly stated in the Referral Program, you may not collect information from eligible recipients under any Referral Program, assist with filling out an application, or discuss specific product terms.
- Unless explicitly stated in the Referral Program, no referral fees or bonuses will be paid.
- To protect the privacy of those you refer, referral prospect account information, status or eligibility is not, under any circumstances, permitted to be shared with referral promoters. Participation in the Referral Program serves as a limited waiver of privacy rights by both you and the referred party, pursuant to which each may become aware that the other has an account relationship with Passage and that the referred party was successfully referred.
- Passage may modify, update, terminate or otherwise limit the Referral Program at any time and from time to time without notice or liability to you or any other person.
- Passage reserves the right to seek reimbursement from any user of amounts paid, if any, or otherwise withhold or deduct payment, if any, in connection with this Referral Program, relating to customers solicited via mass solicitation or in the event that Passage determines or believes that the payment or the right to receive the payment was in error, fraudulent, illegal, or in violation of these Referral Program rules or any other applicable agreement between you and Passage.
- Unless explicitly stated in a referral campaign, in no event will any person be entitled to receive more than $1000 Canadian in cumulative referrals within any calendar year.
- If you are providing Passage with the contact information for your referred person, you represent that you have the right to provide that information.
- You acknowledge and agree that: (a) Passage may limit the number of Referral Links you may create or are made available to you based on the Referral Program in which you participate; (b) you have no ownership rights in any form over the Referral Links; and (c) Passage may reclaim, deactivate, invalidate or terminate your Referral Link at any time at its sole discretion.
- You agree that you will not attempt to mislead anyone in connection with the Referral Program, either by affirmative representation, implication, or omission. You agree not to make misleading statements about Passage, misrepresent your connection to Passage, or otherwise make any false or misleading statements to get a referred person to use your Referral Link.
- You agree to limit your activities to informing referred person of the Referral Program so that they can independently decide whether to apply for such program, product or service.
- The Referral Program is void where such referral programs are prohibited.
- In the event any of the terms of these Terms of Service conflicts with any terms in a specific promotional campaign associated with a Referral Link, the terms of these Terms of Service shall govern.
- All payments shall be made without Canadian federal or provincial statutory deductions including but not limited to Canadian Income Tax, Canada Pension Plan, Employment Insurance, and Workplace Safety and Insurance premiums.
- You are responsible for any tax liability and disclosure requirements, related to your participation in the Referral Program. All amounts payable by Passage, if any, to you pursuant to the Referral Program are exclusive of any value-added, goods and services, sales, use, levies, consumption, customs, excise, stamp, income or similar taxes and any such taxes imposed on any payment to you will be your sole responsibility. Where any relevant taxation authority imposes any income tax on payments under this Referral Program and requires Passage to withhold such tax (“Withholding Tax”), Passage may deduct such Withholding Tax from the payment to you and remit such Withholding Tax to the relevant taxing authority on your behalf. You will indemnify and hold harmless Passage from payment of all taxes and other governmental charges, and any related penalties and interest, arising from the payment of any Referral Program fees to you under the Referral Program. You agree to cooperate in good faith to respond to any query from the applicable tax authorities in connection with any taxes related to amounts payable under the Referral Program.
If applicable law limits the application of the provisions of this Section, our liability will be limited to the maximum extent permitted by law.
None of Passage's, its parent, any of its affiliates, subsidiaries, providers or their respective officers, directors, employees, agents, partners, shareholders, funding sources, independent contractors or licensors (collectively the “Passage Parties”) guarantees the accuracy, adequacy, timeliness, reliability, completeness, or usefulness of any of the Site, Services Content or Services, and the Passage Parties disclaim liability for errors or omissions in the Site, Services Content and Services.
THE SITE, SERVICES AND ALL OF THE SERVICES CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR QUIET ENJOYMENT. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OF YOUR USE OF THE SITE, SERVICES CONTENT AND SERVICES. THE PASSAGE PARTIES DO NOT WARRANT THAT THE SITE, SERVICES CONTENT AND SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. PASSAGE MAKES NO WARRANTIES ON THE LIKELIHOOD OF SUCCESS OR ACCEPTANCE OF ANY APPLICATION, NOR THAT ANY APPLICATION WILL BE FREE OF ANY ERRORS OR OMISSIONS.
Unless specifically authorised by Passage in writing, you will not act, nor purpose to act, as an agent of Passage or bind or purpose to bind Passage in any way.
The Services may be temporarily unavailable from time to time for maintenance or other reasons. Passage assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorised access to, or alteration of, your communications. Passage is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or on the Services or combination thereof, including injury or damage to you or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Service. Under no circumstances will Passage be responsible for any loss or damage to any User Content.
Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Passage.
Passage may take any action it determines is reasonably necessary to comply with applicable law, or the order or request of a court, law enforcement, or other administrative agency or governmental body.
Limitation on Liability
YOU UNDERSTAND AND AGREE THAT WE WILL BE LIABLE TO YOU ONLY FOR DIRECT DAMAGES RESULTING FROM OUR GROSS NEGLIGENCE, FRAUD OR WILLFUL MISCONDUCT ARISING DIRECTLY FROM OUR PERFORMANCE OF OUR OBLIGATIONS UNDER THIS AGREEMENT AND OUR LIABILITY TO YOU FOR ANY SUCH CAUSE WHATEVER AND REGARDLESS OF THE FORM OF ACTION WILL AT ALL TIMES BE LIMITED TO $100. WE WILL NOT BE LIABLE TO YOU FOR ANY OTHER DIRECT DAMAGES. WE WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU FOR ANY OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, GENERAL, EXEMPLARY, EXTRAORDINARY, LIQUIDATED, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF ACADEMIC OR EMPLOYMENT OPPORTUNITIES, LOSS OF DATA, INTERRUPTION IN USE OF LOAN OR FUNDING PROCEEDS, LOSS OF REPUTATION, FINES, FEES, LATE PENALTIES, LATE PAYMENTS, CANCELLATION OF THIRD PARTY CONTRACTS, LOSS OF GOODWILL, LOSS OF SERVICES AND ENROLMENT, REJECTION OF APPLICATIONS, LOSS OF VISA OR IMMIGRATION STATUS, INCONVENIENCE, LOSSES RELATING TO FAILURE TO PROCESS A PAYMENT, AND COSTS OF PROCURING SUBSTITUTE PRODUCTS OR SERVICES, IN EACH CASE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR RELATED PRODUCTS OR SERVICES, OR ANY OTHER FORESEEABLE OR UNFORESEEABLE LOSS RESULTING DIRECTLY OR INDIRECTLY OUT OF THIS AGREEMENT OR THE PRODUCTS OR SERVICES. THE LIABILITIES LIMITED IN THIS SECTION APPLY (A) WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE; (B) WHETHER OR NOT WAS ADVISED OF THE POSSIBILITY OF DAMAGES OR WAS NEGLIGENT; AND (C) EVEN IF YOUR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. THESE LIMITATIONS APPLY TO ANY ACT OR OMISSION OF PASSAGE, ITS DIRECTORS, OFFICERS, CUSTODIANS, AGENTS, EMPLOYEES, AFFILIATES, ASSIGNS, PARTNERS, SERVICE PROVIDERS, LICENSORS, SHAREHOLDERS, FUNDING SOURCES OR SUPPLIERS, WHETHER OR NOT THE ACT OR OMISSION WOULD OTHERWISE GIVE RISE TO A CAUSE OF ACTION IN CONTRACT, TORT, STATUTE OR ANY OTHER DOCTRINE OF LAW. IF APPLICABLE LAW LIMITS THE APPLICATION OF THE PROVISIONS OF THIS SECTION, OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. PASSAGE IS NOT LIABLE FOR THE USE BY THIRD PARTY SITES OR REFERRAL PARTIES OF ANY OF YOUR USER CONTENT OR REGISTRATION DATA, OR ANY OTHER SERVICE CONTENT OR SERVICES.
Governing Law and Jurisdiction
You will not make any comments of a disparaging, unfavourable, critical, or derogatory nature about Passage or express any ill will towards Passage or its subsidiary and affiliate organisations, or their board members, directors, officers, employees, agents, successors, and assigns. You agree that the reputation of Passage is of significant value and any breach of this paragraph will significantly impair Passage’s reputation.