1. General

Your use of the Pennygem website (the “Site”) and the Pennygem application for a mobile phone or any other device (the “App”), Pennygem services (collectively “Services” or “Pennygem Services”) are subject to your compliance with Pennygem’s Terms and Conditions (the “Terms”, or “Conditions”). 

These Terms and Conditions of Service are a legally binding agreement between Pennygem, Inc. (“Pennygem,” “we,” “our,” or “us”) and the Primary Account Holder and each Sub-Account Holder (“you”, or “your”), and describe the terms under which you agree to use the services, products, features, functions, technologies, or content offered on the Site, the App, and through the Services. You must read and agree to these Terms, which are a legally binding contract between you and us before you can use the App and access the Services.

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2. Reading, Agreeing, and Keeping a Copy

These terms are legally binding. By reviewing these Terms and Conditions and agreeing to them, you confirm (i) that you are the age of majority in the place where you live or if you are not the age of majority in the place where you live, you have been invited by your parent or legal guardian to access the Services, (ii) that you have read and agree to these Terms, and (iii) if you are the age of majority, that you also accept these Terms on behalf of any dependents you invite to use the App or the Services. These Terms take effect on the date that you agree to them electronically. You and the dependents you invite to use the App cannot use the App or access the Services unless you have read and agreed to these Terms. 

There might be changes to the Terms from time to time; in case of the changes, the Site will be updated with the new information immediately. Further, you will be notified of any major changes to our Terms via email, text message, or in-app notification. 

Please see the definitions section below for any other capitalized words not otherwise defined.

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IF YOU DO NOT AGREE TO THESE TERMS, YOU OR ANY CHILD UNDER YOUR PARENTAL RESPONSIBILITY MAY NOT ACCESS OR USE THE SERVICES.

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3. Definitions

In these Terms and Conditions, the following terms will be understood as follows:

“Terms”, or “Conditions” means these Terms and Conditions of Service of use (as may be amended from time to time);

“Site” means the Pennygem website;

“App” means the Pennygem application for a mobile phone or any other device;

“Services”, or “Pennygem Services” means the applications, websites, content, products, and services made available by Pennygem;

“Pennygem”, “we”, “our”, “us” means Pennygem, Inc.;

“You”, “your” means any individual using the Services;

"Primary Account" means the service account with Pennygem established by the parent or guardian;

“Primary Account Holder” means the parent or guardian who establishes the service account with Pennygem;

“Sub-Account” means the linked account established by the Primary Account Holder for their dependent;

“Sub-Account Holder” means the holder of the Sub-Account;

“Pennygem Account” means the service account at Pennygem, established by the Primary Accountholder, through which the Pennygem Services are provided with regard to the Primary Account and Sub-Account(s) (dependent accounts);

“Account”, or "Membership Account" means the Primary Account or Sub-Account;

“Account Holder” means the Primary Account Holder and Sub-Account Holder;

“Users” means those using the Services collectively;

“Intellectual Property Rights” means all intellectual property rights wherever in the world arising, whether registered or unregistered (and including any application), including (without limitation) copyright, confidential information, patents, patentable rights, rights in know-how, database rights, trademarks, service marks, logos, URLs, domain names and design rights;

“Personal Data” means any personal information provided by you via the Services including (without limitation) the personal information described in Pennygem’s Privacy Policy;

“Submission” means any material from time to time submitted by you via the Services including (without limitation) any postings, messages, emails, or other communications, and any other text, information, data, photograph, image, audio, or visual material in whatever medium or form;

"E-Communications" means any electronic communication including but not limited to newsletter email, disclosure, notice, agreement, statement, schedule of fees, explanation of services, inquiry response, or any other communication regarding any account, product, or service provided to you, including Promotional Programs, directly or indirectly, by Pennygem.

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4. Information About Us

4.1 The Services are owned and operated by and on behalf of Pennygem, Inc.

4.2 Pennygem, Inc. is a corporation registered in Canada under the corporation number 1101412-9 and with the registered office at 25 Town Centre Court, Unit 3503, Toronto, Ontario Canada M1P 0B4.

4.3 PLEASE NOTE THAT PENNYGEM OPERATES THE SERVICES AND MEMBERSHIP ACCOUNTS TO HELP FAMILIES MANAGE POCKET MONEY. IT IS NOT A BANK OR A FINANCIAL INSTITUTION AND DOES NOT UNDERTAKE ANY ACTIVITIES WHICH ARE FINANCIALLY REGULATED IN CANADA OR ANY OTHER COUNTRY BY THE FINANCIAL SERVICES AUTHORITY. PENNYGEM DOES NOT HOLD ANY MONETARY DEPOSITS OR OPERATE OR MANAGE ANY FORM OF SAVINGS ACCOUNTS.

If you have any inquiries about these Conditions, please email us at info@pennygemapp.com.

 

5. Changes to the Services and to these Conditions

5.1 Pennygem reserves the right at any time to (i) modify or withdraw the Services (or any part of them) without notice to you and will not be liable to you for any such modification or withdrawal; and/or (ii) change these Conditions from time to time and your continued use of the Services (or any part of them) following such change will be deemed to be your acceptance of such change.

5.2 You understand and agree that Pennygem has the absolute right to terminate these Conditions, in Pennygem’s sole discretion, for any reason, at any time. You will be notified in the event that Pennygem exercises this termination right within five (5) business days of such a decision, but the termination will be effective immediately, regardless of whether you have read or received such notification. Unless terminated by you, your enrollment in the Services shall automatically continue indefinitely.

5.3 You, the Primary Account Holder, may terminate these Conditions at any time by emailing us at info@pennygemapp.com and closing your Pennygem Account.

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6. Use of the Services and your Membership Account

6.1 General use of the Services

6.1.1 Pennygem provides an allowance and chore money management facility in the Services, which helps parents and their children to collaboratively manage pocket money in a safe and educational environment. You can learn more about the facility and the functionality of the Services here.

6.1.2 Additionally, Pennygem lets its users access the Online Store that displays items from the providers with whom Pennygem participates in the affiliate marketing programs. The Online Store allows you to create individual Stores for the Sub-Accounts by selecting the items that will be added to the individual Stores. The Online Store displays the anonymized aggregated statistics on the number of purchases of each item by the Pennygem Users. By accepting these Conditions, you agree that (i) the prices displayed in the Online Store exclude taxes, delivery, and other applicable fees, (ii) the prices displayed in the Online Store might not reflect the most up-to-date prices from an affiliate, (iii) Pennygem might be collecting and displaying the information as it relates to your purchases at the Store, (iv) You are solely responsible for the items selected into the Sub-Account's individual Store; (v) the Primary Account Holder is solely responsible for purchasing the item directly from the affiliate partner when such purchase is requested by the Sub-Account Holder.

6.1.3 You can access the Pennygem Store with a limited without opening an Account. If you opt to use the Pennygem Store without opening an Account, you warrant that (i) that you are the age of majority in the place where you live, (ii) the prices displayed in the Online Store exclude taxes, delivery, and other applicable fees, (iii) the prices displayed in the Online Store might not reflect the most up-to-date prices from an affiliate, (iv) Pennygem might be collecting and displaying the information as it relates to your purchases at the Store.

6.1.4 Pennygem might offer paid accounts with extra features. 

6.1.5 The Pennygem Services are only intended for use by people resident in Canada and the United States of America. You must comply with all applicable laws and regulations in the country in which you are resident. Pennygem will not be liable for any breach by you of any such laws.

6.1.6 By opening an Account on the Services, you warrant that: (i) you are legally capable of entering into binding contracts (ii) you are at least 18 years old (iii) any personal information which you are required to provide when you apply for an Account via the Services (including, without limitation, the age of any dependent) is true, accurate, current and complete in all respects.

6.2 Opening an Account

6.2.1 In order to open the Primary Account, you will have to provide your email address and a password, which Pennygem will use in order to verify your identity if you wish to access your account on future visits to the Services. In order to open a Sub-Account, you will need to select a username and a password for your dependent to access the App and the Services. Pennygem will use and store these details, along with any other Personal Data you may supply from time to time in accordance with its Privacy Policy.

6.2.2 Pennygem will rely on any use of the Services with your email or username and password as being authorized by you.

6.2.3 Please inform Pennygem immediately if you have any reason to believe that your password or any such account details have become known to anyone else or if they are being, or are likely to be, used in an unauthorized manner.

6.2.4 We may allow you, the Primary Account Holder, to add your minor dependent as a Sub-Account Holder with a corresponding Sub-Account linked to your Primary Account, provided that you are his or her parent or legal guardian. By requesting Pennygem Services, you authorize us to make any inquiries, either directly or through third parties, including requiring you to provide documentation to us, either directly or indirectly, as we deem it necessary in our sole discretion to validate the information that you provide. Such inquiries may include engaging third parties. If we are unable to verify the information that you provide, we may (i) refuse to establish a requested Sub-Account; (ii) close an existing Sub-Account; (iii) close an existing Primary Account; and/or (iv) terminate Services. We reserve the right to request such information at the time of enrollment or at any time thereafter during which you are a Primary Account Holder. You acknowledge that these Conditions will apply to your minor dependent, and you hereby expressly accept these Conditions on behalf of your minor dependent. You further agree to and accept full responsibility for your dependent’s use of the Services, including all financial charges and legal liability that he or she may incur on behalf of your Pennygem Account.

6.3 Electronic Communication

6.3.1 By opening your Pennygem Account and accepting these Conditions, you consent to receive electronic communications, which include but are not limited to any newsletter email, disclosure, notice, agreement, statement, schedule of fees, explanation of services, inquiry responses, or any other communication regarding any account, product or service provided to you, including Promotional Programs, directly or indirectly, by Pennygem (collectively, “E-Communications”).

6.3.2 By signing up for a subscriber list or for early access on our Site, you consent to receive E-Communications.

6.3.3 You agree that we may provide E-Communications to you via email, via text message to a designated mobile device, or by posting them to the Site or delivering them via the App. 

6.3.4 You must notify us of any change in your email address or mobile device number by emailing info@pennygemapp.com. Unless otherwise required by law, you agree that any E-Communication will be deemed received by you when sent by any means set forth above.

6.3.5 You may withdraw your consent to receive E-Communications by contacting Pennygem at info@pennygemapp.com. The withdrawal of your consent to E-Communications will result in the immediate closing of your Pennygem Account, cessation of all related Services, and removal of your contact information from any subscribers lists.

6.3.6 You may contact info@pennygemapp.com to request a paper copy of any communication provided electronically. Paper copies of electronic communications cost CAD 4.99 per request. Pennygem may, in its discretion, close your Pennygem Account and cease all related Services in the event of routine or multiple requests for paper copies of E-Communications.

6.3.7 In order to properly access and retain your E-Communications you must have (i) a personal computer (with monitor) or mobile device capable of accessing the Internet, displaying visual content, and sending and receiving emails; (ii) an Internet browser that supports 128-bit encryption; and (iii) potentially, a software program that accurately displays PDF files. 

6.4 Using your Account

6.4.1 Your membership will give you an ability to pay virtual allowance and reward the Sub-Account Holders for completing the assigned tasks. By accepting these Conditions you agree that (i) the virtual units are not the actual money. Pennygem is not a bank or a financial institution. Pennygem does not hold any monetary deposits or operate or manage any form of savings accounts; (ii) you are solely responsible for honoring the virtual money paid on the Sub-Accounts when the Sub-Account Holder chooses to translate the virtual units into a purchase through the Pennygem Online Store or by manual reduction of the funds on the Sub-Account.

6.4.2 Your membership will give you an ability to create customized settings for the Sub-Accounts, such as (i) account fees; (ii) transaction limits; (iii) transaction fees; (iv) savings interest rate; (v) withdrawal limits; (vi) withdrawal fees. By accepting these Conditions you agree that (i) these settings relate to the virtual accounts and are used solely for the educational purposes; (ii) you are solely responsible for honoring the interest paid on the Sub-Accounts Savings when the Sub-Account Holder chooses to translate the virtual units into a purchase through the Pennygem Online Store or by manual reduction of the funds on the Sub-Account; (iii) Pennygem may suggest the account settings, but you are solely responsible for choosing the settings. 

6.4.3 The Users may utilize the savings feature (“Savings Account”). The Savings Account is a tool pursuant to which the Users can transfer funds on the Savings Account. The Users may also utilize the interest rate feature to transfer funds to the Savings Account as an “interest payment”. These terms are used for the purpose of furthering financial literacy and do not refer to a “savings account” or “interest” in any legal sense. Pennygem does not pay interest to a Sub-Account. The Primary or Sub-Account Holder do not have any claim against Pennygem for any interest, transferred or not transferred, to the Sub-Account.  

6.4.4 Please ensure that you read the Users Conduct Rules as it is a condition of your membership that you comply with such rules at all times.

6.5 Users Conduct Rules

6.5.1 Pennygem is committed to ensuring that the Services remain fun and safe for Users. The Services rely on Primary Account Holders’ Submissions that may include, among others (i) creating the rewarded tasks for the Sub-Account Holders; (ii) populating the Sub-Account Holder’s online stores with the items available to the Account Holders through the Pennygem’s online store; (iii) ratings and writing reviews for the items at the Pennygem’s online store. By accessing and using the Services, you warrant that you will only use the Services for lawful purposes, and will not upload or submit to or on the Services anything which is a Prohibited Submission.

6.5.2 You acknowledge and agree that Pennygem has the right (but not the obligation) to examine any Submission which you submit or upload within, to or on the Services, each such Submission is your sole responsibility and that by using the Services you may be exposed to content which you consider to be offensive or harmful.

6.5.3 Subject to Condition 9, Pennygem will not be liable to you for any loss or damage which you may suffer or incur as a direct or indirect result of any such exposure. You also acknowledge and agree that this means that you are responsible for the Submissions which you submit or upload within, to or on the Services.

6.5.4 For the purpose of this Condition 6.5, a “Prohibited Submission” includes (without limitation) the following types of Submission:

(i) Submissions that infringe any third party’s Intellectual Property Rights, other proprietary rights or rights of privacy wherever in the world arising. Without limiting the foregoing, you must not include in any Submission any Personal Data relating to yourself or any third party;

(ii) Submissions which violate any law, statute, ordinance, or regulation anywhere in the world;

(iii) Submissions which are defamatory, trade libelous, unlawfully threatening or unlawfully harassing, or which are otherwise objectionable or inappropriate having regard to the average User; or

(iv) Submissions that contain viruses, worms, corrupt files, Trojan horses, or other forms of corruptive code or any other material which may compromise the Services.

6.5.5 Pennygem has the sole discretion to determine whether any Submission is a Prohibited Submission. You acknowledge and agree that although Pennygem does not and will not examine or review any Submission submitted or uploaded to or on the Services, it has the absolute right (but not the obligation) to examine any Submission and delete move, edit and/or disable access to any Submission (and/or any materials derived in whole or in part from such Submission) for any reason, at any time and without notice to you (including, without limitation, in the event of a Notice of Infringement and/or Notice of Unlawful Activity regarding such Submission or derivative materials).

6.5.6 Pennygem may also, at its sole discretion at any time and without notice to you:

(i) Contact any law enforcement agency or court of competent jurisdiction regarding any Submission which Pennygem believes may constitute a Prohibited Submission and supply copies of such Submission to them and give them access to any Personal Data which is held relating to you, who submitted such a Submission; and/or

(ii) Refer any matter to a law enforcement agency or court of competent jurisdiction where in its reasonable opinion, Pennygem considers that any matter arising from your use of the Services is of a criminal or illegal nature.

6.5.7 You warrant that you will not use the Services for any purpose that is unlawful or prohibited by these Conditions. You understand, agree, and acknowledge that you may not and warrant that you will not (i) intentionally interfere with, alter, or damage operation of the Services or any user’s enjoyment of either the Services by any means; (ii) attempt to gain unauthorized access to the Services or other accounts, computer systems, or networks connected to the Services; or (iii) disable, circumvent, or otherwise interfere in any way with Pennygem’s security-related features.

6.6 Termination of your Account

6.6.1 Pennygem reserves the right to terminate your Account without notice to you for any reason, and without limiting the generality of the foregoing, if:

(i) You register for membership using a non-existent email address or provide at any time with any personal information which is untrue, inaccurate, or incomplete; or

(ii) Your Account is inactive for a consecutive period of 365 days or more; or

(iii) You breach any of these Conditions or any other policies or guidelines set forth from time to time elsewhere on the Services (including, without limitation, the Users Conduct Rules (see Condition 6.5); or

(iv) You engage in any conduct which Pennygem believes, in its sole discretion, to be harmful to its business or to other Users; or

(v) Any Submission which you make or upload on or to the Services is the subject of any Notice of Infringement or Notice of Unlawful Activity; or

(vi) If Pennygem decides to sell its business or assets to a third party.

6.6.2 Pennygem takes your privacy extremely seriously. If you wish your data to be deleted when your account is closed please notify customer services at info@pennygemapp.com.

 

7. Your Personal Information and Privacy

7.1 Pennygem is committed to protecting your privacy. Our Privacy Policy sets out how Pennygem will use your Personal Data. When you submit your Personal Data, you are giving your consent to the collection, use, and disclosure of your Personal Data as set forth in Pennygem’s Privacy Policy.

7.2 You expressly authorize Pennygem, its agents, and its employees to obtain various information about you (or about any minor dependent that you have enrolled) as we deem reasonably necessary or desirable in the course of delivering the Services. 

7.3 By using the Services, you acknowledge and agree that perfect security does not exist, internet transmissions may not be secure, and that a third party may intercept information that you provide to or receive from the Site and/or the App, despite our efforts to protect any such transmissions. 

7.4 You further agree you will protect your Personal Information, as that term is used in the Pennygem’s Privacy Policy, in a reasonable way at all times. Accordingly, you will not recklessly disclose or publish your Personal Information. You also agree that you will, upon request from us, immediately remove from your computer or mobile device any software that we notify you poses a security risk. You are responsible for maintaining the confidentiality of any password associated with your use of the Services, as well as any activity within the Services using your password(s).

 

8. Ownership of Intellectual Property Rights

8.1 The Services contain material, including without limitation, text, photographs, and other images, which is protected by copyright and/or other intellectual property rights. All intellectual property rights in the Services are owned by Pennygem, Inc. (or its third-party licensors). Without limiting the foregoing, Pennygem owns all rights, title, and interest (including all Intellectual Property Rights) in and to any materials comprising any Submission or any derivative work based on any Submission.

8.2 Without limiting the generality of Condition 8.1, the Services also contain trademarks, including (without limitation) the Pennygem’s Logo. All trademarks included on the Services belong to Pennygem, Inc. (or its third-party licensors).

8.3 You may:

(i) Download, temporarily store and print hard copies of any of the pages of the Services for personal use, or for internal, non-commercial use within your organization; and/or

(ii) Distribute copies (in printed or electronic form) to third parties for their personal use or for their internal, non-commercial use within their organization, provided that Pennygem is acknowledged as the source and copyright owner and that their attention is drawn to these Terms and Conditions.

8.4 You may not:

(i) Save as set out in Condition 8.3, systematically extract and/or copy or use any of the contents of the Services, and without limiting the foregoing, use any data mining, robots, or similar data gathering and extraction tools to extract (whether on one or more occasions) for using any substantial parts of the Services; and/or

(ii) In any way alter or adapt the text of the material on the Services or of any material copied or printed off or distributed from the Services (including without limitation any trademarks or logos included on any such material); and/or

(iii) Remove any copyright, trademark, or other intellectual property notices contained in the original material from any material copied, printed off, or distributed from the Services; and/or

(iv) Create and/or publish any database which features any substantial part of the Services.

 

9. Pennygem’s Liability to You

9.1 Use of the Services

9.1.1 Pennygem has taken every care in the preparation of the content of the Services, in particular, to ensure that as far as reasonably possible all information provided is correct at the time of inclusion. However, Pennygem cannot guarantee the accuracy of such information or that it will be up to date at all times.

9.1.2 The Services are provided on an “as is” and “as available” basis without any representation or endorsement made. Save as expressly set out in these Conditions, Pennygem makes no warranties of any kind, whether express or implied, in relation to the Services including (without limitation) implied warranties of non-infringement, compatibility, security, accuracy, or conditions of completeness. Save as expressly set out in these Conditions, Pennygem also makes no warranty that the Services will meet your requirements or will be uninterrupted, timely, or error-free, or that defects will be corrected. Whilst steps have been taken to ensure that the Services is free from viruses, Pennygem makes no warranty in this regard and you are responsible for ensuring that you have appropriate virus checking software. Pennygem does not accept any responsibility for and, to the fullest extent permitted by law, exclude any liability for, any loss or damage whatsoever arising out of or related to any use of, inability to use, or reliance on, the Services or any information provided on or from them.

9.2 Pennygem’s liability to you

9.2.1 Pennygem’s total aggregate liability to you in contract, tort (including negligence or breach of statutory duty), misrepresentation, or otherwise, arising in connection with the performance or non-performance of any contract entered into with you pursuant to these Conditions or otherwise relating to these Conditions is limited to CAD 10,000.

9.2.2 Pennygem will not be liable to you for any losses whether direct or indirect) of income or revenue, business, profits, contracts, anticipated savings, or for any incidental, indirect, special consequential loss or damage (whether direct or indirect) which arises out of or in connection with any contract entered into with you pursuant to these Conditions or otherwise relating to these Conditions.

9.2.3 The limitation on our liability does not exclude or limit in any way our liability:

(i) For death or personal injury caused by Pennygem’s negligence;

(ii) For fraud or fraudulent misrepresentation; or

(iii) For any matter for which it would be illegal for Pennygem to exclude or attempt to exclude our liability.

 

10. Third-Party Links

10.1 On its Site and through the App, Pennygem will be using the third-party links to the (i) sellers with whom we participate in the affiliate programs, (ii) education providers with whom we partnered.

10.2 The Services may provide additional links to third party services or may reference third party services and/or educational resources for you to access at your own discretion. 

10.3 Please note that access to the content of any third-party websites or resources may be subject to terms and conditions imposed by the owner of that content which you should review before interacting via such websites or providing such third parties with information about yourself. Pennygem does not endorse or accept any responsibility for the content of any third party websites and/or educational resources.

10.4 Electronic links to the Services from any other Services are prohibited without our prior written consent. Requests should be addressed to info@pennygemapp.com.

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11. Transfer of Rights and Obligations

11.1 The contract between you and Pennygem is binding on both parties’ respective successors and assigns. You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent. Pennygem may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

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12. Events Outside Our Control

12.1 Pennygem is not liable or responsible for any failure to perform or delay in performance of, any of their obligations under a Contract that is caused by a Force Majeure Event (events outside our reasonable control).

12.2 A Force Majeure Event includes any act, event, non-happening, omission, or accident beyond Pennygem’s reasonable control and includes in particular (without limitation) the following:

(i) Strikes, lock-outs, or other industrial action.

(ii) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.

(iii) Fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic, or other natural disasters.

(iv) Impossibility of the use of railways, shipping, aircraft, motor transport, or other means of public or private transport.

(v) Impossibility of the use of public or private telecommunications networks.

(vi) The acts, decrees, legislation, regulations, or restrictions of any government.

12.3 Pennygem’s performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and it will have an extension of time for performance for the duration of that period. Pennygem will use reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the contract may be performed despite the Force Majeure Event.

 

13. Waiver

13.1 If Pennygem fails, at any time during the term of a contract, to insist upon strict performance of any of your obligations under the contract or any of these Conditions, or if Pennygem fails to exercise any of the rights or remedies to which it is entitled under these Conditions, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

13.2 A waiver by Pennygem of any default shall not constitute a waiver of any subsequent default.

13.3 No waiver by Pennygem of any of these Conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.

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14. Severability

14.1 If any of these Conditions or any provisions of a contract are determined by any competent authority to be invalid, unlawful, or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions, and provisions which will continue to be valid to the fullest extent permitted by law.

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15. Entire Agreement

15.1 These Conditions and any document expressly referred to in them represent the entire agreement between you and Pennygem in relation to the subject matter of any contract and supersede any prior agreement, understanding, or arrangement (whether oral or in writing).

15.2 You acknowledge that, in entering into a contract, neither you nor Pennygem has relied on any representation, undertaking, or promise given by the other or implied from anything said or written in negotiations between you and Pennygem prior to such contract except as expressly stated in these terms and conditions.

15.3 You agree to defend, indemnify, and hold harmless Pennygem, its officers, directors, agents, affiliates, subsidiaries, joint ventures, licensees, employees, shareholders, and any third-party partners, from and against all damages, expenses, losses, costs, or any other claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Conditions, or your violation of any law or regulation, or the rights of any third party.

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16. Third-Party Rights

16.1 A person who is not a party to these Conditions shall have no right under the Contract Law to enforce any term of these Conditions.

 

17. Law and Jurisdiction

17.1 These Conditions and any other legal notices contained from time to time in the Services and all issues arising from the Services are governed by Canadian law, without regard to any laws that would direct the choice of another state’s laws and, where applicable, will be governed by and construed in accordance with the federal laws of the United States.

17.2 The Canadian courts will have exclusive jurisdiction over any claim or matter arising from or related to, a visit to the Services, and over any claim or matter arising under or in connection with these Conditions or any contract entered into with you pursuant to these Conditions, provided that nothing in this Condition 17.2 shall limit our right to take proceedings against you in any other court of competent jurisdiction.

 

18. Subscriptions

18.1 Account holders may access Pennygem in three ways:

(i) Basic: our free-of-charge version of the App, which gives unlimited access to our “Basic Features.”

(ii) Premium: a subscription fee-based program, which gives access to extra features including Basic Features.

(iii) Believer: a subscription fee-based program, which gives access to extra features including Basic Features.

You may have access to a free trial period of the Premium in accordance with certain promotional offers. You can become a subscriber by purchasing a subscription to Premium from the Site or within the App, where allowed by the App marketplace partners. Please note that if you purchase a subscription through the Apple iTunes Store or our iPhone application, payment will be charged to your iTunes account at confirmation of purchase, the sale is final, and we will not provide a refund. Your purchase will be subject to Apple’s applicable payment policy, which also may not provide for refunds.

18.2 Pennygem offers monthly and annual subscription options. For the purposes of our monthly and annual subscriptions, a month constitutes 30 calendar days and a year constitutes 365 calendar days. Both subscription options automatically renew unless auto-renew is turned off at least 24-hours before the end of the current period. You will be charged to the original payment method for renewal within 24-hours prior to the end of the current period, and identify the cost of the renewal.

18.3 Our “Monthly” subscription is paid in monthly installments. For each month that your monthly subscription is active, you acknowledge and agree that Pennygem is authorized to charge the same credit card as was used for the initial subscription fee or another payment method in the amount of the then-current monthly subscription fee. The monthly renewal subscription fees will continue to be billed to the payment method you provided, automatically until canceled. You must cancel your subscription before it renews each month in order to avoid billing of the next month’s subscription fee to the Payment Method you provided. Refunds cannot be claimed for any partial-month subscription period.

18.4 Our “Annual” and “Believer” subscriptions are paid for by an upfront one-off payment with automatic annual renewals respectively. You acknowledge and agree that Pennygem is authorized to charge the payment method used for (i) the initial annual subscription fee at the rate secured at the time of purchase, and (ii) the renewal subscription fee(s) at the effective rate in effect at the time of any such renewal. You must cancel your subscription before it renews in order to avoid billing of the renewal subscription fee to the payment method you provided. Refunds cannot be claimed for any partial subscription period.

18.5 You may cancel automatic renewals of your subscription at any time by emailing info@pennygemapp.com. Please note that if you purchase a subscription through the Apple iTunes Store or our iPhone application, you may cancel automatic renewals by selecting Manage App Subscriptions in your iTunes Account settings and selecting the subscription you want to modify after purchase.

18.6 You agree to promptly notify Pennygem of any changes to the payment method you provided while any subscriptions remain outstanding. You are responsible for all applicable fees and charges incurred, including applicable taxes, and all subscriptions purchased by you.

18.7 In the course of your use of the Premium and Believer Features, Pennygem and its third party payment service provider may receive and implement updated credit card information from your credit card issuer in order to prevent your subscription from being interrupted by an outdated or invalid card. This disbursement of the updated credit card information is provided to Pennygem and Pennygem’s third party payment service provider at the sole election of your credit card issuer. Your credit card issuer may give you the right to opt-out of the update service. Should you desire to do so, please contact your credit card issuer.

18.8 Our obligation to provide the Premium and Believer Features only comes into being when we take receipt of your Order, and we confirm your purchase to you by email. We shall confirm your Order and send you an email to confirm your access to the subscription purchased. Prices in CAD and USD include local taxes and VAT. You agree not to hold us responsible for banking charges incurred due to payments on your account. If payment is not received by us from the Payment Method you provided, you agree to pay all amounts due upon demand by us. You agree that you are not permitted to resell any Premium or Believer Features purchased through Pennygem for commercial purposes.

18.9 Your wireless carrier may charge fees for your data usage in connection with your use of the Services. The Service fees are unrelated to any such fees that may be charged to you by a third party arising from your use of the Services. 

18.10 International card transactions will be subject to the currency conversion rates of the card network operator.

 

19. Limitation of Liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW, PENNYGEM (INCLUDING OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS), OUR AFFILIATES, SUBSIDIARIES, AND SERVICE PROVIDERS WILL NOT BE LIABLE TO YOU FOR DELAYS OR MISTAKES RESULTING FROM ANY CIRCUMSTANCES BEYOND OUR CONTROL, INCLUDING, WITHOUT LIMITATION, ACTS OF GOVERNMENTAL AUTHORITIES, NATIONAL EMERGENCIES, INSURRECTION, WAR, OR RIOTS; LOSS OF PROFITS, DATA, GOODWILL, OR ANY OTHER INTANGIBLE LOSSES; THE FAILURE OF MERCHANTS TO HONOR THE CARD, OR TO PERFORM OR PROVIDE SERVICES; COMMUNICATION SYSTEM FAILURES OR ANY FAILURES OR MALFUNCTIONS ATTRIBUTABLE TO YOUR EQUIPMENT, INCLUDING YOUR MOBILE PHONE OR OTHER DEVICE, ANY INTERNET SERVICE, ANY MOBILE PHONE NETWORK OR ANY OTHER COMMUNICATION NETWORK, OR ANY PAYMENT SYSTEM. WITHOUT LIMITING THE FOREGOING LIMITATION OF LIABILITY, IN THE EVENT THAT WE ARE HELD LIABLE FOR DAMAGES TO YOU IN A COMPETENT LEGAL PROCEEDING, YOU WILL ONLY BE ENTITLED TO RECOVER YOUR ACTUAL DAMAGES. IN NO EVENT SHALL YOU BE ENTITLED TO RECOVER ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXTRAORDINARY, EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES (WHETHER IN CONTRACT, TORT OR OTHERWISE), EVEN IF YOU HAVE ADVISED US OF THE POSSIBILITY OF SUCH DAMAGES. THIS PROVISION SHALL NOT BE EFFECTIVE TO THE EXTENT OTHERWISE REQUIRED BY LAW. TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT YOUR RECOVERY FOR ANY ALLEGED NEGLIGENCE OR MISCONDUCT BY PENNYGEM SHALL BE LIMITED TO THE TOTAL AMOUNT LOADED ON THE CARD.

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20. Disclaimer of Warranties

EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS AGREEMENT, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND TO YOU, WHETHER EXPRESS OR IMPLIED, REGARDING THE PENNYGEM SERVICES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES REGARDING THE AVAILABILITY OR OPERATION OF THE PENNYGEM SERVICES OR ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOUR USE OF THE PENNYGEM SERVICES IS AT YOUR OWN RISK.

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